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Draft Agenda Packet - 09-15-2020 CC HA Agenda
CALIFORNIA NATIONAL CITY INCORPORATED ALEJANDRA SOTELO-SOLIS Mayor MONA RIOS Vice Mayor JERRY CANO Councilmember RON MORRISON Councilmember GONZALO QUINTERO Councilmember 1243 National City Blvd. National City, CA 91950 619-336-4240 Meeting agendas and minutes available on the City's website at WWW.NATIONALCITYCA. GOV AGENDA OF A REGULAR MEETING - NATIONAL CITY CITY COUNCIL/ COMMUNITY DEVELOPMENT COMMISSION — HOUSING AUTHORITY OF THE CITY OF NATIONAL CITY ONLINE ONLY MEETING https://www.nationalcityca.gov/webcast LIVE WEBCAST COUNCIL CHAMBERS CIVIC CENTER 1243 NATIONAL CITY BOULEVARD NATIONAL CITY, CALIFORNIA TUESDAY, SEPTEMBER 15, 2020 — 6:00 PM NOTICE: The health and well-being of National City residents, visitors, and employees during the COVID-19 outbreak remains our top priority. The City of National City is coordinating with the County of San Diego Health Human Services Agency, and other agencies to take measures to monitor and reduce the spread of the novel coronavirus (COVID-19). The World Health Organization has declared the outbreak a global pandemic and local and state emergencies have been declared providing reprieve from certain public meeting laws such as the Brown Act. As a result, the City Council Meeting will occur only online to ensure the safety of City residents, employees and the communities we serve. A live webcast of the meeting may be viewed on the city's website at www.nationalcityca.gov. For Public Comments see "PUBLIC COMMENTS" section below ORDER OF BUSINESS: Public sessions of all Regular Meetings of the City Council / Community Development Commission - Housing Authority (hereafter referred to as Elected Body) begin at 6:00 p.m. on the first and third Tuesday of each month. Public Hearings begin at 6:00 p.m. unless otherwise noted. Closed Meetings begin in Open Session at 5:00 p.m. or such other time as noted, and after announcing closed session items, convenes into a Closed Meeting. If a workshop is scheduled, the subject and time of the workshop will appear on the agenda. The Mayor and Council members also sit as the Chairperson and Members of the Board of the Community Development Commission (CDC). REPORTS: All open session agenda items and reports as well as all documents and writings distributed to the Elected Body less than 72 hours prior to the meeting, are available for review on the City's website at www.nationalcityca.gov. Regular Meetings of the Elected Body are webcast and archived on the City's website at www.nationalcityca.gov. PUBLIC COMMENTS: The City Council will receive public comments via e-mail at clerkAnationalcityca.gov regarding any matters within the jurisdiction of the City Council. Written comments or testimony from the public (limited to three minutes) must be submitted via e-mail by 4:00 p.m. on the day of the City Council Meeting. All comments received from the public will be made a part of the record of the meeting. 1 of 180 The time limit established for public testimony is three minutes per speaker. The Mayor or Chairperson may limit the length of comments due to the number of persons wishing to speak or if comments become repetitious or unrelated. WRITTEN AGENDA: With limited exceptions, the Elected Body may take action only upon items appearing on the written agenda. Items not appearing on the agenda must be brought back on a subsequent agenda unless they are of a demonstrated emergency or urgent nature, and the need to take action on such items arose after the agenda was posted. CONSENT CALENDAR: Consent calendar items involve matters which are of a routine or noncontroversial nature. All consent items are adopted by approval of a single motion by the City Council. Prior to such approval, any item may be removed from the consent portion of the agenda and separately considered, upon request of a Councilmember, a staff member, or a member of the public. Upon request, this agenda can be made available in appropriate alternative formats to persons with a disability in compliance with the Americans with Disabilities Act. Please contact the City Clerk's Office at (619) 336-4228 to request a disability -related modification or accommodation. Notification 24- hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting. AVISO: La salud y el bienestar de los residentes, visitantes y empleados de National City durante el brote de COVID-19 sigue siendo nuestra maxima prioridad. El Ayuntamiento de la Ciudad de National City se esta coordinando con la Agencia de Salud y Servicios Humanos del Condado de San Diego y otras agencias para tomar medidas con el fin de monitorear y reducir la propagacion del nuevo coronavirus (COVID-19). La Organizacion Mundial de la Salud declaro el brote como una pandemia global y se han manifestado emergencias locales y estatales que resultan en la suspension de ciertas leyes de reuniones publicas, tal como la Ley Brown. Como resultado de ello, la junta del Concejo Municipal del Ayuntamiento se Ilevara a cabo solamente en linea para garantizar la seguridad de los residentes, empleados y comunidades locales que atendemos. Se podra ver una transmision en vivo de la junta en el sitio web del Ayuntamiento en www.nationalcityca.gov. Para comentarios pCiblicos, vea la seccion "COMENTARIOS PUBLICOS" mas adelante. ORDEN DEL DIA: Las sesiones publicas de todas las juntas ordinarias del Concejo Municipal/Comision de Desarrollo Comunitario - Autoridad de Vivienda (en lo sucesivo denominado Organo Electo) inician a las 6:00 p.m. el primer y tercer martes de cada mes. Las audiencias publicas inician a las 6:00 p.m., a menos que se indique lo contrario. Las juntas cerradas inician en sesion abierta a las 5:00 p.m. o en cualquier otro momento que se indique, y tras anunciar los temas de la sesion cerrada, la junta se realiza como sesion cerrada. Si se programa una reunion de discusion y analisis, el tema y la hora de la misma apareceran en la agenda. La Alcaldesa y los Concejales se reunen por igual que el Presidente y los integrantes del Consejo de la Comision de Desarrollo Comunitario. INFORMES: Todos los temas e informes de la agenda de la sesion abierta, asi como todos los documentos y escritos entregados al Organo Electo menos de 72 horas antes de la sesion, apareceran en el sitio web del Ayuntamiento. Las juntas ordinarias del Organo Electo se transmiten por Internet y se archivan en el sitio web del Ayuntamiento en www.nationalcityca.qov. COMENTARIOS PUBLICOS: El Concejo Municipal recibira comentarios publicos por correo electronico en clerk(a�nationalcityca.gov sobre cualquier asunto dentro de la jurisdiccion del Concejo 2 of 180 Municipal. Los comentarios escritos o el testimonio del publico (limitado a tres minutos) deben enviarse por correo electronico antes de las 4:00 p.m. en el dia de Ia sesion del Concelo Municipal. Todos los comentarios recibidos del publico formaran parte del acta de Ia sesion. AGENDA ESCRITA: Con contadas excepciones, el Organo Electo puede tomar medidas unicamente sobre los temas que aparecen en Ia agenda escrita. Los temas que no aparezcan en la agenda deben aparecer en una agenda subsecuente, a menos que sean de emergencia o urgencia demostrada, y Ia necesidad de tomar medidas sobre esos temas haya surgido despues de haber sido publicada la agenda. CALENDARIO DE CONSENTIMIENTO: Los temas del calendario de consentimiento implican cuestiones de naturaleza rutinaria o no controvertida. Todos los temas de consentimiento se adoptan mediante Ia aprobacion de una sola mocion del Concejo Municipal. Antes de la aprobacion, cualquier tema puede eliminarse de la parte de consentimiento de la agenda y considerarse aparte, a peticion de un concejal, individuo del personal del Ayuntamiento o persona del publico. Previa solicitud, esta agenda puede estar disponible en formatos alternativos apropiados para personas con discapacidades, en observancia de la Ley de Estadounidenses con Discapacidades. Llame al telefono (619) 336-4228 de Ia Oficina del Secretario del Ayuntamiento para solicitar una modificacion o adaptacion de acceso relativa a la discapacidad. Notificar 24 horas antes de Ia sesion permitira al Ayuntamiento hacer arreglos razonables para garantizar Ia accesibilidad a esta junta. 3 of 180 OPEN TO THE PUBLIC A. CITY COUNCIL CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE TO THE FLAG PUBLIC COMMENTS (THREE -MINUTE TIME LIMIT) PROCLAMATIONS AND CERTIFICATES AWARDS AND RECOGNITIONS PRESENTATIONS INTERVIEWS / APPOINTMENTS REGIONAL BOARDS AND COMMITTEE REPORTS (FIVE-MINUTE TIME LIMIT) CONSENT CALENDAR 1. Motion of the City Council of the City of National City approving the waiving of the reading of the text of the Ordinances or Resolutions that are having a Public Hearing considered at this meeting and providing that such Ordinances or Resolutions shall be introduced and/or adopted after a reading of the title only. (City Clerk) 2. Resolution of the City Council of the City of National City authorize waiving the bid process pursuant to National City Municipal Code Section 2.60.260 as a result of competitive bids solicited from H-GACBuy utilizing Contract #EE08-19 and authorizing the purchase of MSA G1 SCBAs (Self Contained Breathing Apparatus) from the General Fund in the amount of $367,095.41 for the National City Fire Department. (Fire) 3. Resolution of the City Council of the City of National City: 1) authorizing approval for the submittal of a project application in the amount of $1,769,680 for W. 19th Street Greenway project through the Recreational Trail and Greenways Grant Program; and 2) authorizing the City Manager or designee to execute the grant agreement if selected for funding. (Engineering/Public Works) 4. Resolution of the City Council of the City of National City authorizing the Mayor to execute a First Amendment to the Agreement with West Coast Arborists, Inc., extending the length of the Agreement to June 30,2022, increasing the not -to -exceed amount of the agreement to $90,000 a fiscal 4 of 180 year, and delegating the City Manager authority to approve any future extensions of this Agreement, due to the demand of the continuous need for assistance with specialized tree trimming, removal, and planting services. (Engineering/Public Works) 5. Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with Geosyntec Consultants, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety); and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) 6. Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with EnSafe Inc., for a not -to - exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety); and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) 7. Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with D-MAX Engineering, Inc., for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety); and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) 8. Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with Randall Lamb Associates, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, mechanical engineering and as -needed facilities needs; and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) 5 of 180 9. Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with Shadpour Consulting Engineers, Inc. dba SC Engineers, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, mechanical engineering and as -needed facilities needs; and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) 10. Resolution of the City Council of the City of National City authorizing the installation of 20 feet of red curb "No Parking" at the intersection of E. 18th Street and "B" Avenue to enhance visibility at the intersection (TSC No. 2020- 10). (Engineering/Public Works) 11. Resolution of the City Council of the City of National City authorizing the installation of Stop Control sign for the "T" intersection of Prospect Street and E. 22nd Street for southbound traffic accessing E. 22nd Street (TSC No. 2020-11). (Engineering/Public Works) 12. Resolution of the City Council of the City of National City authorizing the installation of 10 feet of red curb "No Parking" at the intersection of W. 18th Street and Cleveland Avenue to enhance visibility at the intersection (TSC No. 2020-12). (Engineering/Public Works) 13. Warrant Register #5 for the period of 7/29/20 through 8/4/20 in the amount of $13,787,865.81. (Finance) 14. Warrant Register #6 for the period of 8/5/20 through 8/11/20 in the amount of $2,283,675.41. (Finance) PUBLIC HEARINGS: ORDINANCES AND RESOLUTIONS 15. Public Hearing and Adoption of an Ordinance of the City Council of the City of National City Amending the National City Municipal Code Section 16.09.010 of Chapter 16.09 of Title 16 by reducing and modifying the membership of the Veterans and Military Families Advisory Committee. (City Manager) NON CONSENT RESOLUTIONS NEW BUSINESS B. COMMUNITY DEVELOPMENT COMMISSION - HOUSING AUTHORITY CONSENT RESOLUTIONS - HOUSING AUTHORITY 16. Resolution of the Community Development Commission -Housing Authority of the City of National City ("CDC -HA") authorizing the Executive Director to execute an Assignment and Assumption Agreement between South Bay 6 of 180 Community Services, Community CAPS, LLC and the CDC -HA for a supportive housing project located at 1125-1137 "B" Avenue, National City, California. (Housing) PUBLIC HEARINGS: RESOLUTIONS - HOUSING AUTHORITY NON CONSENT RESOLUTIONS - HOUSING AUTHORITY NEW BUSINESS - HOUSING AUTHORITY C. REPORTS STAFF REPORTS 17. City Manager Report. (City Manager) MAYOR AND CITY COUNCIL CLOSED SESSION CLOSED SESSION REPORT ADJOURNMENT Regular Meeting of the City Council and Community Development Commission - Housing Authority of the City of National City - Tuesday - October 6, 2020 - 6:00 p.m. - Council Chambers - National City, California. 7 of 180 The following page(s) contain the backup material for Agenda Item: Motion of the City Council of the City of National City approving the waiving of the reading of the text of the Ordinances or Resolutions that are having a Public Hearing considered at this meeting and providing that such Ordinances or Resolutions shall be introduced and/or adopted after a reading of the title only. (City Clerk) Please scroll down to view the backup material. 8 of 180 Item # 09/15/20 MOTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY APPROVING THE WAIVING OF THE READING OF THE TEXT OF THE ORDINANCES OR RESOLUTIONS THAT ARE HAVING A PUBLIC HEARING CONSIDERED AT THIS MEETING AND PROVIDING THAT SUCH ORDINANCES OR RESOLUTIONS SHALL BE INTRODUCED AND/OR ADOPTED AFTER A READING OF THE TITLE ONLY. (City Clerk) 9 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City authorize waiving the bid process pursuant to National City Municipal Code Section 2.60.260 as a result of competitive bids solicited from H- GACBuy utilizing Contract #EE08-19 and authorizing the purchase of MSA G1 SCBAs (Self Contained Breathing Apparatus) from the General Fund in the amount of $367,095.41 for the National City Fire Department. (Fire) Please scroll down to view the backup material. 10 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO. ITEM TITLE: Resolution of the City Council of the City of National City authorize waiving the bid process pursuant to National City Municipal Code Section 2.60.260 as a result of competitive bids solicited from H-GACBuy utilizing Contract #EE08-19 and authorizing the purchase of MSA G1 SCBAs (Self Contained Breathing Apparatus) from the General Fund in the amount of $367,095.41 for the National City Fire Department. (Fire) PREPARED BY: Frank Parra PHONE: 619-336-4551 EXPLANATION: DEPARTMENT: APPROVED BY: As allowed by National City Municipal Code Section 2.60.260, this award will be made as a result of competitive bids solicited by the Houston -Galveston Area Council (H-GAC), where MSA Safety Sales LLC provides a 15% discount off the list price and was determined to be the lowest responsive, responsible bidder, and was awarded contract # EE08-19: Emergency Medical & Rescue Equipment for Self -Contained Breathing Apparatus, SCBA's. MSA Safety Sales LLC is pleased to offer the City of National City the opportunity to take advantage of this competitive bid price for MSA G1 SCBAs and associated parts. National City's cost will be $337,559.00 that includes a $70,930.04 discount ($367,095.41 with tax). The H-GAC bid fully complies with National City Municipal Code Section 2.60.260. Additional market research has been conducted to consider current pricing, other brands, other purchasing options, and it is in the City's best interest to take advantage of this opportunity. Staff recommends the waiving of the formal bid process and authorizing the purchase of MSA G1 SCBAs from H- GACBuy for a budgeted amount of $367,095.41 for the National City Fire Department. FINANCIAL STATEMENT: APPROVED: ACCOUNT NO. Ex. 001-412-125-355-0000 - $367,095.41 APPROVED: No net negative impact — approved expenditure in FY20/21 budget. ENVIRONMENTAL REVIEW: Not applicable. ORDINANCE: INTRODUCTION: FINAL ADOPTION: Finance MIS STAFF RECOMMENDATION: Authorize the waiving of the formal bid process and authorizing the purchase of MSA G1 SCBAs (Self Contained Breathing Apparatus) from H-GACBuy utilizing Contract #EE08-19 for a budgeted amount of $367,095.41 for the National City Fire Department. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: 1. H-GCABuy Contract #EE08-19 2. H-GCABuy Contract Pricing Worksheet 3. Resolution I 11 of 1801 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 H-GAC Houston -Galveston Area Council P.O. Box 22777 • 3555 Timmons • Houston, Texas 77227-2777 Cooperative Agreement - MSA Safety Sales, LLC - Public Services - - GENERAL PROVISIONS This Agreement is made and entered into, by and between the Houston -Galveston Area Council hereinafter referred to as H-GAC having its principal place of business at 3555 Timmons Lane, Suite 120, Houston, Texas 77027 and MSA Safety Sales, LLC, hereinafter referred to as the Contractor, having its principal place of business at 1000 Cranberry Woods Drive, Cranberry Township, PA 16066. WITNESSETH: WHEREAS, H-GAC hereby engages the Contractor to perform certain services in accordance with the specifications of the Agreement; and WHEREAS, the Contractor has agreed to perform such services in accordance with the specifications of the Agreement; NOW, THEREFORE, H-GAC and the Contractor do hereby agree as follows: ARTICLE 1: LEGAL AUTHORITY The Contractor warrants and assures H-GAC that it possesses adequate legal authority to enter into this Agreement. The Contractor's governing body, where applicable, has authorized the signatory official(s) to enter into this Agreement and bind the Contractor to the terms of this Agreement and any subsequent amendments hereto. ARTICLE 2: APPLICABLE LAWS The Contractor agrees to conduct all activities under this Agreement in accordance with all applicable rules, regulations, directives, standards, ordinances, and laws, in effect or promulgated during the term of this Agreement, including without limitation, workers' compensation laws, minimum and maximum salary and wage statutes and regulations, and licensing laws and regulations. When required, the Contractor shall furnish H-GAC with satisfactory proof of its compliance therewith. ARTICLE 3: INDEPENDENT CONTRACTOR The execution of this Agreement and the rendering of services prescribed by this Agreement do not change the independent status of H-GAC or the Contractor. No provision of this Agreement or act of H- GAC in performance of the Agreement shall be construed as making the Contractor the agent, servant or employee of H-GAC, the State of Texas or the United States Government. Employees of the Contractor are subject to the exclusive control and supervision of the Contractor. The Contractor is solely responsible for employee related disputes and discrepancies, including employee payrolls and any claims arising therefrom. ARTICLE 4: WHOLE AGREEMENT The General Provisions, Special Provisions, and Attachments, as provided herein, constitute the complete Agreement ("Agreement") between the parties hereto, and supersede any and all oral and written agreements between the parties relating to matters herein. Except as otherwise provided herein, this Agreement cannot be modified without written consent of the parties. ARTICLE 5: SCOPE OF SERVICES Page 1 of 7 12 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 The services to be performed by the Contractor are outlined in an Attachment to this Agreement. ARTICLE 6: PERFORMANCE PERIOD This Agreement shall be performed during the period which begins Aug 012019 and ends Jul 31 2021. All services under this Agreement must be rendered within this performance period, unless directly specified under a written change or extension provisioned under Article 15, which shall be fully executed by both parties to this Agreement. ARTICLE 7: PAYMENT OR FUNDING Payment provisions under this Agreement are outlined in the Special Provisions. ARTICLE 8: REPORTING REQUIREMENTS If the Contractor fails to submit to H-GAC in a timely and satisfactory manner any report required by this Agreement, or otherwise fails to satisfactorily render performances hereunder, H-GAC may terminate this agreement with notice as identified in Article 16 of these General Provisions. H-GAC has final determination of the adequacy of performance and reporting by Contractor. Termination of this agreement for failure to perform may affect Contractor's ability to participate in future opportunities with H-GAC. The Contractor's failure to timely submit any report may also be considered cause for termination of this Agreement. Any additional reporting requirements shall be set forth in the Special Provisions of this Agreement. ARTICLE 9: INSURANCE Contractor shall maintain insurance coverage for work performed or services rendered under this Agreement as outlined and defined in the attached Special Provisions. ARTICLE 10: SUBCONTRACTS and ASSIGNMENTS Except as may be set forth in the Special Provisions, the Contractor agrees not to subcontract, assign, transfer, convey, sublet or otherwise dispose of this Agreement or any right, title, obligation or interest it may have therein to any third party without prior written approval of H-GAC. The Contractor acknowledges that H-GAC is not liable to any subcontractor or assignee of the Contractor. The Contractor shall ensure that the performance rendered under all subcontracts shall result in compliance with all the terms and provisions of this Agreement as if the performance rendered was rendered by the Contractor. Contractor shall give all required notices, and comply with all laws and regulations applicable to furnishing and performance of the work. Except where otherwise expressly required by applicable law or regulation, H-GAC shall not be responsible for monitoring Contractor's compliance, or that of Contractor's subcontractors, with any laws or regulations. ARTICLE 11: AUDIT Notwithstanding any other audit requirement, H-GAC reserves the right to conduct or cause to be conducted an independent audit of any transaction under this Agreement, such audit may be performed by the H-GAC local government audit staff, a certified public accountant firm, or other auditors designated by H-GAC and will be conducted in accordance with applicable professional standards and practices. The Contractor understands and agrees that the Contractor shall be liable to the H-GAC for any findings that result in monetary obligations to H-GAC. ARTICLE 12: EXAMINATION OF RECORDS The Contractor shall maintain during the course of the work complete and accurate records of all of the Contractor's costs and documentation of items which are chargeable to H-GAC under this Agreement. H-GAC, through its staff or designated public accounting firm, the State of Texas, and United States Government, shall have the right at any reasonable time to inspect, copy and audit those records on or Page 2 of 7 13 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 off the premises by authorized representatives of its own or any public accounting firm selected by H- GAC. The right of access to records is not limited to the required retention period, but shall last as long as the records are retained. Failure to provide access to records may be cause for termination of the Agreement. The records to be thus maintained and retained by the Contractor shall include (without limitation): (1) personnel and payroll records, including social security numbers and labor classifications, accounting for total time distribution of the Contractor's employees working full or part time on the work, as well as cancelled payroll checks, signed receipts for payroll payments in cash, or other evidence of disbursement of payroll payments; (2) invoices for purchases, receiving and issuing documents, and all other unit inventory records for the Contractor's stocks or capital items; and (3) paid invoices and cancelled checks for materials purchased and for subcontractors' and any other third parties' charges. The Contractor further agrees that the examination of records outlined in this article shall be included in all subcontractor or third -party agreements. ARTICLE 13: RETENTION OF RECORDS The Contractor and its subcontractors shall maintain all records pertinent to this Agreement, and all other financial, statistical, property, participant records, and supporting documentation for a period of no less than seven (7) years from the later of the date of acceptance of the final payment or until all audit findings have been resolved. If any litigation, claim, negotiation, audit or other action involving the records has been started before the expiration of the retention period, the records shall be retained until completion of the action and resolution of all issues which arise from it, or until the end of the seven (7) years, whichever is later, and until any outstanding litigation, audit, or claim has been fully resolved. ARTICLE 14: CHANGES AND AMENDMENTS A. Any alterations, additions, or deletions to the terms of this Agreement, which are required by changes in federal or state law or by regulations, are automatically incorporated without written amendment hereto, and shall become effective on the date designated by such law or by regulation. B. To ensure the legal and effective performance of this Agreement, both parties agree that any amendment that affects the performance under this Agreement must be mutually agreed upon and that all such amendments must be in writing. After a period of no less than 30 days subsequent to written notice, unless sooner implementation is required by law, such amendments shall have the effect of qualifying the terms of this Agreement and shall be binding upon the parties as if written herein. ARTICLE 15: TERMINATION PROCEDURES The Contractor acknowledges that this Agreement may be terminated for Convenience or Default. A. Convenience H-GAC may terminate this Agreement at any time, in whole or in part, with or without cause, whenever H-GAC determines that for any reason such termination is in the best interest of H- GAC, by providing written notice by certified mail to the Contractor. Upon receipt of notice of termination, all services hereunder of the Contractor and its employees and subcontractors shall cease to the extent specified in the notice of termination. The Contractor may cancel or terminate this Agreement upon submission of thirty (30) days written notice, presented to H-GAC via certified mail. The Contractor may not give notice of cancellation after it has received notice of default from H-GAC. B. Default Page 3of7 14 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 H-GAC may, by written notice of default to the Contractor, terminate the whole or any part of the Agreement, in any one of the following circumstances: (1) if the Contractor fails to perform the services herein specified within the time specified herein or any extension thereof; or (2) If the Contractor fails to perform any of the other provisions of this Agreement for any reason whatsoever, or so fails to make progress or otherwise violates the Agreements that completion of services herein specified within the Agreement term is significantly endangered, and in either of these two instances does not cure such failure within a period often (10) days (or such longer period of time as may be authorized by H-GAC in writing) after receiving written notice by certified mail of default from H-GAC. ARTICLE 16: SEVERABILITY H-GAC and Contractor agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. ARTICLE 17: FORCE MAJEURE To the extent that either party to this Agreement shall be wholly or partially prevented from the performance of any obligation or duty placed on such party by reason of or through strikes, stoppage of labor, riot, fire, flood, acts of war, insurrection, accident, order of any court, act of God, or specific cause reasonably beyond the party's control and not attributable to its neglect or nonfeasance, in such event, the time for the performance of such obligation or duty shall be suspended until such disability to perform is removed. Determination of force majeure shall rest solely with H-GAC. ARTICLE 18: CONFLICT OF INTEREST No officer, member or employee of the Contractor or subcontractor, no member of the governing body of the Contractor, and no other public officials of the Contractor who exercise any functions or responsibilities in the review or Contractor approval of this Agreement, shall participate in any decision relating to this Agreement which affects his or her personal interest, or shall have any personal or pecuniary interest, direct or indirect, in this Agreement. ARTICLE 19: FEDERAL COMPLIANCE Contractor agrees to comply with all federal statutes relating to nondiscrimination, labor standards, and environmental compliance. Additionally, for work to be performed under the Agreement or subcontract thereof, including procurement of materials or leases of equipment, Contractor shall notify each potential subcontractor or supplier of the Contractor's federal compliance obligations. These may include, but are not limited to: (a) Title VI of the Civil Rights Act of 1964 (P.L. 88-352) which prohibits discrimination on the basis of race, color or national origin; (b) Title IX of the Education Amendments of 1972, as amended (20 U.S.C. §§ 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; (c) the Fair Labor Standards Act of 1938 (29 USC 676 et. seq.), (d) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of handicaps and the Americans with Disabilities Act of 1990; (e) the Age Discrimination in Employment Act of 1967 (29 USC 621 et. seq.) and the Age Discrimination Act of 1974, as amended (42 U.S.C. §§ 6101-6107), which prohibits discrimination on the basis of age; (f) the Drug Abuse Office and Treatment Act of 1972 (P.L. 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; (g) the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (P.L. 91-616), as amended, relating to the nondiscrimination on the basis of alcohol abuse or alcoholism; (h) §§ 523 and 527 of the Public Health Service Act of 1912 (42 U.S.C. 290 dd-3 and 290 ee- 3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (i) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. § 3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; (j) any other nondiscrimination provisions in any specific statute(s) Page 4 of 7 15 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 applicable to any Federal funding for this Agreement; (k) the requirements of any other nondiscrimination statute(s) which may apply to this Agreement; (1) applicable provisions of the Clean Air Act (42 U.S.C. §7401 et seq.), the Federal Water Pollution Control Act, as amended (33 U.S.C. §1251 et seq.), Section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and the Environmental Protection Agency regulations at 40 CPR Part 15; (m) applicable provisions of the Davis- Bacon Act (40 U.S.C. 276a - 276a-7), the Copeland Act (40 U.S.C. 276c), and the Contract Work Hours and Safety Standards Act (40 U.S.C. 327-332), as set forth in Department of Labor Regulations at 20 CPR 5.5a; (n) the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (P.L. 94-163). ARTICLE 20: CRIMINAL PROVISIONS AND SANCTIONS The Contractor agrees to perform the Agreement in conformance with safeguards against fraud and abuse as set forth by the H-GAC, the State of Texas, and the acts and regulations of any related state or federal agency. The Contractor agrees to promptly notify H-GAC of any actual or suspected fraud, abuse, or other criminal activity through the filing of a written report within twenty-four (24) hours of knowledge thereof. Contractor shall notify H-GAC of any accident or incident requiring medical attention arising from its activities under this Agreement within twenty-four (24) hours of such occurrence. Theft or wilful damage to property on loan to the Contractor from H-GAC, if any, shall be reported to local law enforcement agencies and H-GAC within two (2) hours of discovery of any such act. The Contractor further agrees to cooperate fully with H-GAC, local law enforcement agencies, the State of Texas, the Federal Bureau of Investigation and any other duly authorized investigative unit, in carrying out a full investigation of all such incidents. The Contractor shall notify H-GAC of the threat of lawsuit or of any actual suit filed against the Contractor pertaining to this Agreement or which would adversely affect the Contractor's ability to perform services under this Agreement. ARTICLE 21: INDEMNIFICATION AND RECOVERY H-GAC's liability under this Agreement, whether for breach of contract, warranty, negligence, strict liability, in tort or otherwise, is limited to its order processing charge. In no event will H-GAC be liable for any loss of use, loss of time, inconvenience, commercial loss, lost profits or savings or other incidental, special or consequential damages to the full extent such use may be disclaimed by law. Contractor agrees, to the extent permitted by law, to defend and hold harmless H-GAC, its board members, officers, agents, officials, employees and indemnities from any and all claims, costs, expenses (including reasonable attorney fees), actions, causes of action, judgements, and liens arising as a result of Contractor's negligent act or omission under this Agreement. Contractor shall notifiy H-GAC of the threat of lawsuit or of any actual suit filed against Contractor relating to this Agreement. ARTICLE 22: LIMITATION OF CONTRACTOR'S LIABILITY Except as specified in any separate writing between the Contractor and an END USER, Contractor's total liability under this Agreement, whether for breach of contract, warranty, negligence, strict liability, in tort or otherwise, but excluding its obligation to indemnify H-GAC, is limited to the price of the particular products/services sold hereunder, and Contractor agrees either to refund the purchase price or to repair or replace product(s) that are not as warranted. In no event will Contractor be liable for any loss of use, loss of time, inconvenience, commercial loss, loss of profits or savings or other incidental, special or consequential damages to the full extent such use may be disclaimed by law. Contractor understands and agrees that it shall be liable to repay and shall repay upon demand to Page 5 of 7 16 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 END USER any amounts determined by H-GAC, its independent auditors, or any agency of State or Federal government to have been paid in violation of the terms of this Agreement. ARTICLE 23: TITLES NOT RESTRICTIVE The titles assigned to the various Articles of this Agreement are for convenience only. Titles shall not be considered restrictive of the subject matter of any Article, or part of this Agreement. ARTICLE 24: JOINT WORK PRODUCT This Agreement is the joint work product of H-GAC and the Contractor. This Agreement has been negotiated by H-GAC and the Contractor and their respective counsel and shall be fairly interpreted in accordance with its terms and, in the event of any ambiguities, no inferences shall be drawn against any party. ARTICLE 25: DISPUTES All disputes concerning questions of fact or of law arising under this Agreement, which are not addressed within the Whole Agreement as defined pursuant to Article 4 hereof, shall be decided by the Executive Director of H-GAC or his designee, who shall reduce his decision to writing and provide notice thereof to the Contractor. The decision of the Executive Director or his designee shall be final and conclusive unless, within thirty (30) days from the date of receipt of such notice, the Contractor requests a rehearing from the Executive Director of H-GAC. In connection with any rehearing under this Article, the Contractor shall be afforded an opportunity to be heard and offer evidence in support of its position. The decision of the Executive Director after any such rehearing shall be final and conclusive. The Contractor may, if it elects to do so, appeal the final and conclusive decision of the Executive Director to a court of competent jurisdiction. Pending final decision of a dispute hereunder, the Contractor shall proceed diligently with the performance of the Agreement and in accordance with H- GAC's final decision. ARTICLE 26: CHOICE OF LAW: VENUE This Agreement shall be governed by the laws of the State of Texas. Venue and jurisdiction of any suit or cause of action arising under or in connection with the Agreement shall lie exclusively in Harris County, Texas. Disputes between END USER and Contractor are to be resolved in accordance with the law and venue rules of the state of purchase. Contractor shall immediately notify H-GAC of such disputes. ARTICLE 27: ORDER OF PRIORITY In the case of any conflict between or within this Agreement, the following order of priority shall be utilized: 1) General Provisions, 2) Special Provisions, 3) Scope of Work, and, 4) Other Attachments. Page 6 of 7 17 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 SIGNATURES: H-GAC and the Contractor have read, agreed, and executed the whole Agreement as of the date first written above, as accepted by: MSA SLLC Signature' Name Eleni Lucido Title President Date 7/12/2019 69B84E3AC38546C... H-GAC DocuSigned by: Signatur Name Chuck Wemple Title Executive Director Date 7/11/2019 Page 7of7 82EC270D5D61423... 18 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 H-GAC Houston -Galveston Area Council P.O. Box 22777 • 3555 Timmons • Houston, Texas 77227-2777 Cooperative Agreement - MSA Safety Sales, LLC - Public Services - SPECIAL PROVISIONS Incorporated by attachment, as part of the whole agreement, H-GAC and the Contractor do, hereby agree to the Special Provisions as follows: ARTICLE 1: BIDS/PROPOSALS INCORPORATED In addition to the whole Agreement, the following documents listed in order of priority are incorporated into the Agreement by reference: Bid/Proposal Specifications and Contractor's Response to the Bid/Proposal. ARTICLE 2: END USER AGREEMENTS ("EUA") H-GAC acknowledges that the END USER may choose to enter into an End User Agreement ("EUA) with the Contractor through this Agreement, and that the term of the EUA may exceed the term of the current H-GAC Agreement. H-GAC's acknowledgement is not an endorsement or approval of the End User Agreement's terms and conditions. Contractor agrees not to offer, agree to or accept from the END USER, any terms or conditions that conflict with those in Contractor's Agreement with H-GAC. Contractor affirms that termination of its Agreement with H-GAC for any reason shall not result in the termination of any underlying EUA, which shall in each instance, continue pursuant to the EUA's stated terms and duration. Pursuant to the terms of this Agreement, termination of this Agreement will disallow the Contractor from entering into any new EUA with END USERS. Applicable H-GAC order processing charges will be due and payable to H-GAC on any EUAs, surviving termination of this Agreement between H-GAC and Contractor. ARTICLE 3: MOST FAVORED CUSTOMER CLAUSE Contractor shall provide its most favorable pricing and terms to H-GAC. If at any time during this Agreement, Contractor develops a regularly followed standard procedure of entering into agreements with other governmental customers within the State of Texas, and offers the same or substantially the same products/services offered to H-GAC on a basis that provides prices, warranties, benefits, and or terms more favorable than those provided to H-GAC, Contractor shall notify H-GAC within ten (10) business days thereafter, and this Agreement shall be deemed to be automatically retroactively amended, to the effective date of Contractor's most favorable past agreement with another entity. Contractor shall provide the same prices, warranties, benefits, or terms to H-GAC and its END USER as provided in its most favorable past agreement. H-GAC shall have the right and option at any time to decline to accept any such change, in which case the amendment shall be deemed null and void. If Contractor claims that a more favorable price, warranty, benefit, or term that was charged or offered to another entity during the term of this Agreement, does not constitute more favorable treatment, than Contractor shall, within ten (10) business days, notify H-GAC in writing, setting forth the detailed reasons Contractor believes the aforesaid offer is not in fact most favored treatment. H-GAC, after due consideration of Contractor's written explanation, may decline to accept such explanation and thereupon this Agreement between H-GAC and Contractor shall be automatically amended, effective retroactively, to the effective date of the most favored agreement, to provide the same prices, warranties, Page 1 of 4 19 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 benefits, or terms to H-GAC and the END USER. EXCEPTION: This clause shall not be applicable to prices and price adjustments offered by a bidder, Proposer or contractor, which are not within bidder's/proposer 's control [example; a manufacturer's bid concession], or to any prices offered to the Federal Government and its agencies. ARTICLE 4: PARTY LIABILITY Contractor's total liability under this Agreement, whether for breach of contract, warranty, negligence, strict liability, in tort or otherwise, is limited to the price of the particular products/services sold hereunder. Contractor agrees either to refund the purchase price or to repair or replace product(s) that are not as warranted. Contractor accepts liability to repay, and shall repay upon demand to END USER, any amounts determined by H-GAC, its independent auditors, or any state or federal agency, to have been paid in violation of the terms of this Agreement. ARTICLE 5: GOVERNING LAW & VENUE Contractor and H-GAC agree that Contractor will make every reasonable effort to resolve disputes with the END USER in accord with the law and venue rules of the state of purchase. Contractor shall immediately notify H- GAC of such disputes. ARTICLE 6: SALES AND ORDER PROCESSING CHARGE Contractor shall sell its products to END USERS based on the pricing and terms of this Agreement. H-GAC will invoice Contractor for the applicable order processing charge when H-GAC receives notification of an END USER order. Contractor shall remit to H-GAC the full amount of the applicable order processing charge, after delivery of any product or service and subsequent END USER acceptance. Payment of the Order Processing Charge shall be remitted from Contractor to H-GAC, within thirty (30) calendar days or ten (10) business days after receipt of an END USER's payment, whichever comes first, notwithstanding Contractor's receipt of invoice. For sales made by Contractor based on this Agreement, including sales to entities without Interlocal Agreements, Contractor shall pay the applicable order processing charges to H-GAC. Further, Contractor agrees to encourage entities who are not members of H-GAC's Cooperative Purchasing Program to execute an H-GAC Interlocal Agreement. H-GAC reserves the right to take appropriate actions including, but not limited to, Agreement termination if Contractor fails to promptly remit the appropriate order processing charge to H-GAC. In no event shall H-GAC have any liability to Contractor for any goods or services an END USER procures from Contractor. At all times, Contractor shall remain liable to pay to H-GAC any order processing charges on any portion of the Agreement actually performed, and for which compensation was received by Contractor. ARTICLE 7: LIQUIDATED DAMAGES Contractor and H-GAC agree that Contractor shall cooperate with the END USER at the time an END USER purchase order is placed, to determine terms for any liquidated damages. ARTICLE 8: INSURANCE Unless otherwise stipulated in Section B of the Bid/Proposal Specifications, Contractor must have the following insurance and coverage minimums: a. General liability insurance with a Single Occurrence limit of at least $1,000,000.00, and a General Page 2 of 4 20 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 Aggregate limit of at least two times the Single Occurrence limit. Product liability insurance with a Single Occurrence limit of at least $1,000,000.00, and a General Aggregate limit of at least two times the Single Occurrence limit for all Products except Automotive Fire Apparatus. For Automotive Fire Apparatus, see Section B of the Bid/Proposal Specifications. Property Damage or Destruction insurance is required for coverage of End User owned equipment while in Contractor's possession, custody or control. The minimum Single Occurrence limit is $500,000.00 and the General Aggregate limit must be at least two times the Single Occurrence limit. This insurance may be carried in several ways, e.g. under an Inland Marine policy, as art of Automobile coverage, or under a Garage Keepers policy. In any event, this coverage must be specifically and clearly listed on insurance certificate(s) submitted to H-GAC. b. Insurance coverage shall be in effect for the length of any contract made pursuant to the Bid/Proposal, and for any extensions thereof, plus the number of days/months required to deliver any outstanding order after the close of the contract period. c. Original Insurance Certificates must be furnished to H-GAC on request, showing Contractor as the insured and showing coverage and limits for the insurances listed above. d. If any Product(s) or Service(s) will be provided by parties other than Contractor, all such parties are required to carry the minimum insurance coverages specified herein, and if requested by H-GAC, a separate insurance certificate must be submitted for each such party. e. H-GAC reserves the right to contact insurance underwriters to confirm policy and certificate issuance and document accuracy. ARTICLE 9: PERFORMANCE AND PAYMENT BONDS FOR INDIVIDUAL ORDERS H-GAC's contractual requirements DO NOT include a Performance & Payment Bond (PPB); therefore, Contractor shall offer pricing that reflects this cost savings. Contractor shall remain prepared to offer a PPB to cover any order if so requested by the END USER. Contractor shall quote a price to END USER for provision of any requested PPB, and agrees to furnish the PPB within ten business (10) days of receipt of END USER's purchase order. ARTICLE 10: CHANGE OF STATUS Contractor shall immediately notify H-GAC, in writing, of ANY change in ownership, control, dealership/franchisee status, Motor Vehicle license status, or name. Contractor shall offer written guidance to advise H-GAC if this Agreement shall be affected in any way by such change. H-GAC shall have the right to determine whether or not such change is acceptable, and to determine what action shall be warranted, up to and including cancellation of Agreement. ARTICLE 11: TEXAS MOTOR VEHICLE BOARD LICENSING All that deal in motor vehicles shall maintain current licenses that are required by the Texas Motor Vehicle Commission Code. If at any time during this Agreement term, any required Contractor license is denied, revoked, or not renewed, Contractor shall be in default of this Agreement, unless the Texas Motor Vehicle Page 3 of 4 21 of 180 DocuSign Envelope ID: 72E3F9E4-BEA5-4273-A0E7-62FB04A9FD08 Board issues a stay or waiver. Contractor shall promptly provide copies of all current applicable Texas Motor Vehicle Board documentation to H-GAC upon request. Page 4 of 4 22 of 180 Attachment A MSA Safety Sales, LLC Emergency Medical & Rescue Equipment Contract No.: EE08-19 Product Code Mfg. Model & Description Base Offered Price EE19ACA MSA MSA 2019 US Suggested List Price Book (Effective Jan 1, 2019) 15 % EE19HDA MSA MSA 2019 US Suggested List Price Book (Effective Jan 1, 2019) 5 % EE19LVA MSA Fire and Rescue Helmets -Effective 01/15/2019 15% 23 of 180 fiGi��ll/gCB CONTRACT PRICING WORKSHEET ��trr For Catalog & Price SheetType Purchases Contract ' No.: EE08-19 Date Prepared: I7/15/2020 This Worksheet is MUST be prepared by Contractor and given to End User. If a PO is issued, both documents faxed to H-GAC @ 713-993-4548. Therefore please type or print legibly. Buying ;National City Agency: Contractor: BAUER COMPRESSORS Inc. Contact :Jeff Bogle Person: i Prepared :Jeremiah Herterich By: Phone: 1619-517-9944 Phone: 1510-705-3298 Fax: Fax: 1925-449-7201 Email: JBogle(a7.nationalcitvca.gov - Erna: =jeremiah.herterichebauersf.com Catalog I Price Sheet Name: MSA US Suggested List Price Book General Desctiplian of Ptnduct/Product Code EE19ACA - Self Contained Breathing Apparatus (SCBA) A. Catalog / Price Sheet Items being purchased - Itemize Below - Attach Additional Sheet If Necessary Quan i Description 1 Unit Pr 1 Total 3 30 IA-G1FS442MA2C5LER, MSA G1 SCBA CONFIGURED $9,174.05= $275,221.50 60 €10175708, MSA 45-MIN CYLINDER, 4500PSI, LP $1,406.441 $84,386.40 55 10161810, MSA G1 FACEPIECE (MED) $395.15i $21,733.25 3 10175710, MSA Cylinder 60min 4500psi $1,729.111 $5,187.33 Total From Other Sheets, If Any: Subtotal A: $386,528.48 B. Unpublished Options, Accessory or Service items - Itemize Below - Attach Additional Sheet If Necessary (Note: Unpublished Items are any which were not submitted and priced in contractor's bid.) Quan Description Unit Pr Total 4 10158385, 6 Bank Battery Charger $ 669.38 1 $2,677.52 12 10148741-SP Spare Li -Ion Battery Pack $ 345.66 1 $4,147.92 8 10162403, Fill Station Adapter $ 447.40 € $3,579.20 35 10083875, GI Electronic ID Tag $ 40.20 i $1,407.00 2 10169711, GI RIT System complete $ 4,517.84 i $9,035.68 4 10148740-SP, Battery Pack, Gl, Alkaline $ 278.31 1 $1,1 13.24 Total From Other Sheets, If Any: 1 Subtotal B: $21,960.56 Check: Total cost of Unpublished Options (B) cannot exceed 25% of the total of the Base Unit Price plus Published Options. For this transaction the percentage is: 6% C. Trade -Ins / Special Discounts / Other Allowances / Freight / Installation / Miscellaneous Charges SUBTOTAL A+B $408,489.04 CONTINUED CUSTOMER DISCOUNT -$70,930.04 POST DISCOUT SUBTOTAL $337,559.00 SALES TAX 8.75% $29,536.41 FREIGHT/ INSTALLATION $0.00 Subtotal C: S367,095.41 Delivery Date:, 11/30/2020 D. Total Purchase Price (A+B+C): S367,095.41 24 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City: 1) authorizing approval for the submittal of a project application in the amount of $1,769,680 for W. 19th Street Greenway project through the Recreational Trail and Greenways Grant Program; and 2) authorizing the City Manager or designee to execute the grant agreement if selected for funding. (Engineering/Public Works) Please scroll down to view the backup material. 25 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO.: ITEM TITLE: Resolution of the City Council of the City of National City, 1) authorizing approval for the submittal of a project application in the amount of $1,769,680 for W. 19th Street Greenway project through the Recreational Trail and Greenways Grant Program; and 2) authorizing the City Manager or designee to execute the grant agreement if selected for funding. PREPARED BY: Luca Zappiello, Assistant Engineer Civil DEPARTMENT: Engi /and Public Works PHONE: 619-336-4360 a` APPROVED BY: EXPLANATION: See attached explanation. FINANCIAL STATEMENT: APPROVED: FINANCE ACCOUNT NO. APPROVED: MIS If grant funds are awarded, staff will return to City Council to accept the grant and appropriate funds. ENVIRONMENTAL REVIEW: CEQA Notice of Categorical Exemption will be filed with County Recorder's Office prior to stating construction. ORDINANCE: INTRODUCTION FINAL ADOPTION ❑ STAFF RECOMMENDATION: Adopt the Resolution to authorize the filing of the grant application and authorize the City Manager or designee to execute the grant agreement if selected for funding. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: 1. Explanation w/ attachments 2. Resolution 26 of 180 Explanation Staff is requesting City Council approval for the submittal of a project application in the amount of $1,669,680 for the W. 19th Street Greenway Project through the Recreational Trail and Greenways Program, which includes a local match of $100,000, for a total project cost of $1,769,680. The Recreational Trails and Greenways Program is a competitive grant from the State of California funded by Proposition 68. This grant promotes non -motorized infrastructure development and enhancements for new or alternate access to parks, waterways, outdoor recreational pursuits and forested or other natural environments to encourage health -related active transportation and opportunities for Californians to reconnect with nature. This grant is administered by the California Department of Natural Resources. For this competitive grant, the City is proposing that the W. 19th Street Greenway Project will use an existing public right-of-way to implement a permanent street closure to support recreation and active transportation needs within our community. This project will close W. 19th Street to vehicular traffic from McKinley Avenue to Wilson Avenue. However, E. 18th Street, between McKinley Avenue and Wilson Avenue, is going to be converted from the existing one-way westbound road to a two-way roadway. The proposed project will transform this closed segment of W. 19th Street into an active transportation and recreational space for public use. Proposed project features include a protected bikeway, a pedestrian walkway, landscaping, benches, chess/checkers tables and lighting. The W. 19th Greenway Project will also provide the public with safe, non -motorized access to the Bayshore Bikeway on McKinley Avenue. It should be noted that based on the traffic analysis there will be no traffic impacts in the area. The grant requires a City Council Resolution certifying the approval of the project application and authorization for the City Manager, or designee, to conduct all negotiations, execute and submit all documentation including, but not limited to, applications, agreements and payment requests which may be necessary for the completion of the aforementioned project. City staff reviewed the terms and conditions of the grant agency's resolution and determined that it was reasonable. If grant funds are awarded, staff will return to City Council to accept the grant and establish appropriation of revenues and expenditures. 27 of 180 | / | HEN RYAN '.* 3m Fft mo�===°� CITY OFNATIONAL CITY -VV1QTHSTREET MULTI -USE PATH CONCEPT 2Oof18O What it looks like today. What it could look like tomorrow. CHEN*RYAN 39m Fah Awn., 5r310.5n 01•94 U92103 CITY OF NATIONAL CITY - W 19TH STREET MULTI -USE PATH CONCEPT 9/26/2019 Sheet 2 of 2 29 of 180 APPENDIX E - RESOLUTION Resolution No: RESOLUTION (CITY OF NATIONAL CITY) APPROVING THE APPLICATION FOR GRANT FUNDS FOR THE RECREATIONAL TRAILS AND GREENWAYS GRANT PROGRAM WHEREAS, the Legislature and Governor of the State of California have provided funds for the program shown above; and WHEREAS, the California Natural Resources Agency has been delegated the responsibility for the administration of this grant program, establishing necessary procedures; and WHEREAS, said procedures established by the California Natural Resources Agency require a resolution certifying the approval of application(s) by the Applicant's governing board before submission of said application(s) to the State; and WHEREAS, the Applicant, if selected, will enter into an agreement with the State of California to carry out the project. NOW, THEREFORE, BE IT RESOLVED that the City of National City 1. Approves the filing of an application for the W. 19th Street Greenway Project; and 2. Certifies that Applicant understands the assurances and certification in the application; and 3. Certifies that Applicant or title holder will have sufficient funds to operate and maintain the project(s) consistent with the land tenure requirements; or will secure the resources to do so; and 4. Certifies that it will comply with all provisions of Section 1771.5 of the California Labor Code; and 5. If applicable, certifies that the project will comply with any laws and regulations including, but not limited to, the California Environmental Quality Act (CEQA), legal requirements for building codes, health and safety codes, and disabled access laws, and that prior to commencement of construction all applicable permits will have been obtained; and 6. Certifies the Applicant will work towards the State Planning Priorities intended to promote equity, strengthen the economy, protect the environment, and promote public health and safety as included in Government Code Section 65041.1; and 7. Appoints the City Manager, or designee, as agent to conduct all negotiations, execute and submit all documents including, but not limited to, applications, agreements, payment requests and so on, which may be necessary for the completion of the aforementioned project(s). Approved and adopted the day of 2020. I, the undersigned, hereby certify that the foregoing Resolution Number was duly adopted by the City of National City. Following Roll Call Vote: Ayes: Nos: Absent: Clerk/Secretary for the Governing Board 30 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City authorizing the Mayor to execute a First Amendment to the Agreement with West Coast Arborists, Inc., extending the length of the Agreement to June 30,2022, increasing the not -to -exceed amount of the agreement to $90,000 a fiscal year, and delegating the City Manager authority to approve any future extensions of this Agreement, due to the demand of the continuous need for assistance with specialized tree trimming, removal, and planting services. (Engineering/Public Works) Please scroll down to view the backup material. 31 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO.: ITEM TITLE: Resolution of the City Council of the City of National City authorizing the Mayor to execute a First Amendment to the Agreement with West Coast Arborists, Inc., extending the length of the Agreement to June 30,2022, increasing the not -to -exceed amount of the agreement to $90,000 a fiscal year, and delegating the City Manager authority to approve any future extensions of this Agreement, due to the demand of the continuous need for assistance with specialized tree trimming, removal, and planting services. PREPARED BY: Tirza Gonzales, Management Analyst II i DEPARTMENT: E& Public Works PHONE: 619-336-4318 APPROVED BY: EXPLANATION: On February 18, 2020, per City Council Resolution No. 2020-24, the City of National City entered into an Agreement with West Coast Arborists, Inc., to provide specialized tree trimming, removal, and planting services to assist the City's Park Maintenance staff to address the backlog of tree trimming requests for specialized services. The original Agreement is for a not -to -exceed amount of $90,000, and for an initial term of two years, with the option to extend for up to two, one-year extensions. Due to the high demand and continuous need for this specialized services, staff is requesting City Council approval of a First Amendment to the Agreement with West Coast Arborists, Inc., extending the length of the Agreement to correspond with the end of the City's fiscal year of June 30, 2022, increasing the not -to - exceed amount to $90,000 a fiscal year, and delegating City Manager the authority to approve any future extensions of this Agreement. FINANCIAL STATEMENT: APPROVED: FINANCE ACCOUNT NO. APPROVED: MIS Funds are appropriated in account # 105-416-227-299-0000 (Parks Maintenance Contract Services) for FY 2021; funding for subsequent fiscal years is dependent on future appropriations as part of annual budget. ENVIRONMENTAL REVIEW: This is not a project and, therefore, not subject to environmental review. ORDINANCE: INTRODUCTION fl FINAL ADOPTION STAFF RECOMMENDATION: Adopt the resolution executing a First Amendment to the Agreement with West Coast Arborists, Inc. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: 1. First Amendment to Agreement 2. Resolution 32 of 180 FIRST AMENDMENT TO THE AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND WEST COAST ARBORISTS, INC. THIS FIRST AMENDMENT TO THE AGREEMENT is entered into this 15th day of September, 2020, by and between the CITY OF NATIONAL CITY, a municipal corporation ("CITY"), and WEST COAST ARBORISTS, INC., a California corporation (the "CONTRACTOR"). RECITALS WHEREAS, the CITY and the CONTRACTOR entered into an Agreement on February 18, 2020 ("the Agreement"), for the term of November 1, 2019 through January 7, 2022, wherein the CONTRACTOR agreed to provide Urban Forestry Maintenance Services to assist the City's Park Maintenance staff with ongoing tree trimming needs and demands, for a not -to -exceed amount of $90,000, and an initial term of two years, with the option to extend this term for up to 2 (two), one-year extensions; and, WHEREAS, the CITY has expended the $90,000 not -to -exceed amount in the period of November 1, 2019 through June 30, 2020 based on the high demand of services; and, WHEREAS, the parties desire to amend the term of the agreement by increasing the length of the agreement to June 30, 2022 , corresponding with the end of the City's fiscal year and with the option to extend the term of agreement for up to 2 (two), City Fiscal one-year extensions; and, WHEREAS, the parties desire to amend the compensation not -to -exceed during the City Fiscal year of July 1 to June 30 the amount of $90,000 beginning with the fiscal year of July 1, 2020 based on the high demand and continuous need for specialized tree trimming, removal, and planting services, and this amended amount shall apply to any extension that is later executed. AGREEMENT NOW, THEREFORE, the parties hereto agree that: 1. The Agreement entered into an February 18, 2020, is amended to increase the length of the agreement January 7, 2022 to June 30, 2022, corresponding with the end of the City's fiscal year and with the option to extend the term of agreement for up to 2 (two), City Fiscal one-year extensions; and, 2. The compensation of this agreement is for an amount not not -to -exceed $90,000 during a city fiscal year beginning with the fiscal year of July 1, 2020 based on the high demand and continuous need for specialized tree trimming, removal, and planting services, and this amended amount shall apply to any extension that is later executed; and, 3. The City Manager is authorized to approve a one year extension of this Agreement, up to 2 (two) extensions for amount not to exceed $90,000 during a City Fiscal year. 33 of 180 4. The parties further agree that, with the foregoing exceptions, each and every other term and provision of the February 18, 2020 Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first above written. CITY OF NATIONAL CITY By: Alejandra Sotelo-Solis, Mayor APPROVED AS TO FORM: By: WEST COAST ARBORISTS, INC., A CALIFORNIA CORPORATION (Signatures of two corporate officers required) By: By: (Name) Patrick Mahoney (Print) President (Title) Angil P. Morris -Jones (Name) City Attomey Richard Mahoney (Print) Secretary (Title) 34 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with Geosyntec Consultants, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety); and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) Please scroll down to view the backup material. 35 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO.: ITEM TITLE: Resolution of the City Council of the City of National City, 1) authorizing the Mayor to execute a three-year Agreement with EnSafe Inc., for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety); and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. PREPARED BY: Tirza Gonzales, Management Analyst II DEPARTMENT: Engi j3'r g & Public Works PHONE: 619-336-4318 EXPLANATION: See staff report. APPROVED BY: FINANCIAL STATEMENT: APPROVED: FINANCE ACCOUNT NO. APPROVED: MIS Funds are appropriated in various CIP accounts for FY 2021; funding for subsequent fiscal years is dependent on future CIP appropriations as part of annual budget and/or future grant awards ENVIRONMENTAL REVIEW: This is not a project and, therefore, not subject to environmental review. ORDINANCE: INTRODUCTION ❑ FINAL ADOPTION Li STAFF RECOMMENDATION: Adopt Resolution executing an Agreement with EnSafe Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's CIP. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: 1. Explanation 2. Agreement 3. Resolution I36of18 0 Explanation: National City's Capital Improvement Program (CIP) estimates approximately $80 million in capital needs over the next five years. Projects include, for example, corridor enhancements for traffic calming, pedestrian / bicycle safety (including Americans with Disabilities Act compliance) and smart growth redevelopment; road diets and complete streets; safe routes to school; traffic signal modifications; new street lights; sewer replacement and upsizing; storm drain improvements and implementation of Low - Impact Development (LID) measures for treatment of urban storm water runoff; drought tolerant landscaping; facilities improvements; and park amenities. In order to successfully design, manage, and construct these projects, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for various engineering, architectural, and construction support services on May 1, 2019. Additional services requested via the RFQ include, for example, plan and map reviews, preparation of plat and legal descriptions, sewer system management and financial administration, housing and real estate development services, Building Department support services, and environmental compliance involving storm water, wastewater and hazardous materials. The RFQ was advertised on the City's website, published in the San Diego Union Tribune, e-mailed to over 100 professional consulting firms, and also advertised on PlanetBids where over 400 firms were notified. Additionally, the City hosted an Information Session regarding the RFQ process on May 14, 2019 at the MLK Jr. Community Center, which was attended by over 100 people. The Department received 71 Statement of Qualifications (SOQs) from various firms by the June 10, 2019 deadline. Copies of the SOQs received are available in the Office of the City Engineer. Based on the strength of their SOQ, interview, and past performance, staff recommends executing a three-year Agreement (with the option to extend for two, one year extensions) with Geosyntec Consultants Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's CIP, including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety). See Exhibit "A" for general scope of work and Exhibit "B" for schedule of fees. Services will be provided "as - needed" based on available funding and capital priorities. In addition, staff recommends authorizing the City Manager to execute any project - specific supplemental agreements, as may be required for grant funded projects. These supplemental agreements would reference the terms and conditions of the attached master on -call Agreement, while incorporating additional project -specific grant requirements for use of consultant support services. Authorization to accept and appropriate grant funds, and execute grant agreements with the awarding agency (e.g. Caltrans, SANDAG, etc.) would still require separate City Council action. 37 of 180 AGREEMENT BETWEEN TIIE CITY OF NATIONAL CITY AND GEOSYNTEC CONSULTANTS, INC. THIS AGREEMENT is entered into on this 15th day of September, 2020, between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and GEOSYNTEC CONSULTING, INC., a corporation (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide on -call project support services for National City's Capital Improvement Program (CIP); WHEREAS, on May 1, 2019, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for on -call project support services for National City's CIP; WHEREAS, on June 10, 2019, the CONSULTANT submitted . a Statement of Qualifications (SOQ) in response to the RFQ, consistent with the requirements of the RFQ; WHEREAS, the CITY has determined that the CONSULTANT is an environmental engineering firm; and WHEREAS, based on evaluation of the CONSULTANT SOQ and interview, the CITY has determined that the CONSULTANT is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide on -call CIP project support services for the CITY, and the CONSULTANT agrees to perform the services set forth here in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services shall be performed directly by the CONSULTANT or under direct supervision of the CONSULTANT. 2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement will become effective on September 15, 2020. The duration of this Agreement is for the period of September 15, 2020 through September 14, 2023. This Agreement may be extended by mutual agreement upon the same terms and conditions for an additional one (1) year term. The Parties may exercise up to two one-year extensions. Any extension of this Agreement must be approved in writing by the City Council. 38 of 180 3. SCOPE OF SERVICES. The CONSULTANT will perform services as set forth in the attached Exhibit "A", including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspeftions and reporting involving storm water, wastewater, air quality, hazaroud materials, and occupational health and safety). The CONSULTANT will be expected to submit proposals for individual task orders in a timely manner, consistent with the general scope of services described in Exhibit "A". Task order proposals shall include a detailed scope of work, schedule of deliverables, and a "not -to - exceed" cost estimate. The Project Coordinator will issue a Notice to Proceed upon approval of each individual task order. After issuance of a Notice to Proceed for each individual task order, the CONSULTANT will only receive compensation for actual work performed, on a time -and - materials basis, consistent with the detailed scope of work, and within the limits of the "not -to - exceed" cost estimate. The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CITY may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services. 4. PROJECT COORDINATION AND SUPERVISION. The City Engineer/Director of Public Works hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. Veryl Wittig, PG, thereby is designated as the Project Director for the CONSULTANT. 5. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not exceed $2,000,000. The compensation for the CONSULTANT's work shall not exceed the rates set forth in Exhibit "B".The CITY will not accept CONSULTANT "mark-ups" for services provided by SUBCONSULTANTS. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit "A", as determined by the CITY. The CONSULTANT shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY, and for furnishing of copies to the CITY, if requested. 6. ACCEPTABILITY OF WORK. The CITY shall decide any and all questions which may arise as to the quality or acceptability of the services performed and the manner of performance, .the .acceptable_completion.of this Agreement, and the amount of compensation. due. In the event the CONSULTANT and the CITY cannot agree to the quality or acceptability of the Standard Agreement Page 2 of 12 City of National City and Revised May 2019 Geosyntec Consultants, Inc. 39 of 180 work, the manner of performance and/or the compensation payable to the CONSULTANT in this Agreement, the CITY or the CONSULTANT shall give to the other written notice. Within ten (10) business days, the CONSULTANT and the CITY shall each prepare a report which supports their position and file the salve with the other party. The CITY shall, with reasonable diligence, determine the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT. 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the CONSULTANT for this project, whether paper or electronic, shall: (1) be free from defects; (2) become the property of the CITY for use with respect to this project; and (3) shall be turned over to the CITY upon completion of the project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONSULTANT hereby assigns to the CITY, and CONSULTANT thereby expressly waives and disclaims any copyright in, and the right to reproduce, all written material, drawings, plans, specifications, or other work prepared under this Agreement, except upon the CITY's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONSULTANT shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONSULTANT agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium, or method utilize the CONSULTANT's written work product for the CITY's purposes, and the CONSULTANT expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. A.ny modification or reuse by the CITY of documents, drawings, or specifications prepared by the CONSULTANT shall relieve the CONSULTANT from liability under Section 14, but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of Services of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT's employees are employees of the CITY, and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, medical, unemploy- ment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT's employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement, nor any interest herein, may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem necessary for the proper and efficient performance of this Agreement. All agreements by - Standard Agreement Page 3 of 12 City of National City and Revised May 2019 Geosyntec Consultants, Inc 40 of 180 CONSULTANT with its SUBCONSULTANT(S) shall require the SUBCONSULTANT(S) to adhere to the applicable terms of this Agreement. 9. CONTROL. Neither the CITY, nor its officers, agents, or employees shall have any control over the conduct of the CONSULTANT or any of the CONSULTANT's employees, except as set forth in this Agreement. The CONSULTANT, or the CONSULTANT's agents, servants, or employees are not in any manner agents, servants, or employees of the CITY. The CONSULTANT and its agents, servants, and employees are wholly independent from the CITY and CONSULTANT's obligations to the CITY are solely prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the performance of the services to be provided herein, shall comply with all applicable state and federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City of National City, whether now in force or subsequently enacted. The CONSULTANT and each of its SUBCONSULTANT(S), shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. 11. LICENSES, PERMITS, ETC. The CONSULTANT represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. CONSULTANT must promptly produce a copy of any such license, permit, or approval to CITY upon request. The CONSULTANT represents and covenants that the CONSULTANT shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONSULTANT to practice its profession. 12. STANDARD OF CARE. A. The CONSULTANT, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONSULTANT's trade or profession currently practicing under similar conditions and in similar locations. The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. Unless disclosed in writing prior to the date of this Agreement, the CONSULTANT warrants to the CITY that it is not now, nor has it for the five (5) years preceding, been debarred by a governmental agency or involved in debarment, arbitration or litigation proceedings concerning the CONSULTANT's professional performance or the furnishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONSULTANT has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONSULTANT has notified the CITY otherwise, the CONSULTANT warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -section will render the CONSULTANT liable to the CITY for any increased costs that result from the CITY' s later inability to obtain the specified items or any Standard Agreement Page 4 of 12 City of National City and Revised May 2019 Geosyntec Consultants, Inc. 41 of 180 reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 13. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 14. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 14, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY. In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 15. 15. INDEMNIFICATION AND HOLD HARMLESS. To the maximum extent provided by law, the CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT's negligence, recklessness, or willful misconduct in the performance of this Agreement. CITY will cooperate reasonably in the defense of any action, and CONSULTANT shall employ competent counsel, reasonably acceptabletothe City Attorney. Standard Agreement Page 5 of 12 City of National City and Revised May 2019 Geosyntec Consultants, Inc. 42 of 180 The indemnity, defense and hold harmless obligations contained herein shall survive the termination of this Agreement for any alleged or actual omission, act, or negligence under this Agreement that occurred during the term of this Agreement. 16. EMPLOYEE PAYMENTS AND INDEMNIFICATION. A. PERS Eligibility Indemnification. If CONTRACTOR's employee(s) providing services under this Agreement claims, or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS of the CITY, CONTRACTOR shall indemnify, defend, and hold harmless CITY for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions which would otherwise be the responsibility of the CITY. CONTRACTOR's employees providing service under this Agreement shall not: (1) qualify for any compensation and benefit under PERS; (2) be entitled to any benefits under PERS; (3) enroll in PERS as an employee of CITY; (4) receive any employer contributions paid by CITY for PERS benefits; or (5) be entitled to any other PERS-related benefit that would accrue to a CITY employee. CONTRACTOR's employees hereby waive any claims to benefits or compensation described in this Section 16. This Section 16 applies to CONTRACTOR notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary. B. Limitation of CITY Liability. The payment made to CONTRACTOR under this Agreement shall be the full and complete compensation to which CONTRACTOR and CONTRACTOR's officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither CONTRACTOR nor CONTRACTOR's officers, employees, agents, and subcontractors are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to CITY employees. The CITY will not make any federal or state tax withholdings on behalf of CONTRACTOR. The CITY shall not be required to pay any workers' compensation insurance on behalf of CONTRACTOR. C. Indemnification for Employee Payments. CONTRACTOR agrees to defend and indemnify the CITY for any obligation, claim, suit, or demand for tax, retirement contribution including any contribution to PERS, social security, salary or wages, overtime payment, or workers' compensation payment which the CITY may be required to make on behalf of (1) CONTRACTOR, (2) any employee of CONTRACTOR, or (3) any employee of CONTRACTOR construed to be an employee of the CITY, for work performed under this Agreement. This is a continuing obligation that survives the termination of this Agreement. 17. WORKERS' COMPENSATION. The CONSULTANT shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Labor Code and all amendments thereto; and all similar State or federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, employees, and volunteers from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or Standard Agreement Page 6 of 12 City ofNational City and Revised May 2019 Geosyntec Consultants, Inc. 43 of 180 recovered against the CITY or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement. 18. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its SUBCONSULTANT(S), when applicable, to purchase and maintain throughout the term of this Agreement, the following insurance policies: A. Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. B. Automobile Insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include owned, non -owned, and hired vehicles. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of either $2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and $2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property damage arising out of its operations, work, or performance under this Agreement. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". The "project" or "location" should be noted with specificity on an endorsement that shall be incorporated into the policy. D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT's employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver of subrogation in favor of the CITY. Said endorsement shall be provided prior to commencement of work under this Agreement. If CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, officials, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. G. The Certificate Holder for all policies of insurance required by this • Section shall be: City of National City c/o Risk Manager 1243 National City -Boulevard National City, CA 91950-4397 Page 7 of 12 City of National City and Revised May 2019 Geosyntec Consultants, Inc. Standard Agreement 44 of 180 H. Insurance shall be written with only insurers authorized to conduct business in California that hold a current policy holder's alphabetic and financial size category rating of not less than A:VII according to the current Best's Key Rating Guide, or a company of equal financial stability that is approved by the CITY's Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent List of Approved Surplus Line Insurers ("LASLI") and otherwise meet rating requirements. I. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY's Risk Manager. If the CONSULTANT does not keep all insurance policies required by this Section 18 in full force and effect at all times during the term of this Agreement, the CITY may treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. J. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. CITY reserves the right to modify the insurance requirements of this Section 18, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. K. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 19. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of - court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. Attorney's fees to the prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 20. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day's written notice to the CONSULTANT. During said 60-day period the CONSULTANT shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONSULTANT in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONSULTANT as provided for herein. Standard Agreement Page 8 of 12 City of National City and Revised May 2019 Geosyntec Consultants, Inc. 45 of 180 D, In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONSULTANT, whether paper or electronic, shall immediately become the property of and be delivered to the CITY, and the CONSULTANT shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CITY by the CONSULTANT's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 7. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONSULTANT. 21. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: Roberto Yano City Engineer/Director of Public Works Engineering & Public Works Department City of National City 1243 National City Boulevard National City, CA 91950-4397 To CONSULTANT: Veryl Wittig, PG, CHG Senior Principal and Project Director Geosyntec Consultants, Inc.. 16644 West Bernardo Drive, Suite 301 San Diego, CA 92127 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication Standard Agreement Page 9 of 12 City of National City and Revised May 2019 Geosyntec Consultants, Inc. 46 of 180 sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-eight (48) hours by Letter mailed or delivered as specified in this Section. 22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONSULTANT shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONSULTANT also agrees not to specify any product, treatment, process or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONSULTANT shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONSULTANT shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the CITY in which the CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. The CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONSULTANT shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONSULTANT shall obtain from the City Clerk. The CONSULTANT shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Section 22 by the CONSULTANT. 23. PREVAILING WAGES. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720, 1720.2, 1720.3, 1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. 24. ADMINISTRATIVE PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state, or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or- obligate •any of the -parties hereto to -any person -or -entity -other -than -the -parties hereto. -- Standard Agreement Page 10 of 12 City of National City and Revised May 2019 Geosyntec Consultants, Inc. 47 of 180 E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. To the extent any exhibits, schedules, or provisions thereof conflict or are inconsistent with the terms and conditions contained in this Agreement, the terms and conditions of this Agreement shall control. F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Assignment & Assumption of Rights. CONSULTANT shall not assign this Agreement, in whole or in part, to any other party without first obtaining the written consent of CITY. H. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. I. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The venue for any legal action arising under this Agreement shall be in either state or federal court in the County of San Diego, State of California. J. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the parties shall be subject to the examination and audit of the State Auditor for a period of three (3) years after final payment under the Agreement, per Government Code Section 8546.7. K. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. L. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. M. Subcontractors or Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. In the event *any portion of the work under this Agreement is subcontracted, the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY, both the insurance provisions in Section 18 and the indemnification and hold harmless provision of Section 15 of this Agreement. 11/ 1/1 Standard Agreement Revised May 2019 Page 11 of 12 City of National City and Geosyntec Consultants, Inc. 48 of 180 N. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such patty's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. CITY OF NATIONAL CITY By: Alejandra Sotelo Solis, Mayor APPROVED AS TO FORM: By: Angil P. Morris -Jones City Attorney Standard Agreement Revised May 2019 Page 12 of 12 GEOSYNTEC CONSULTANTS, INC:, A CORPORATION (Corporation— signatures of two corporate officers required) By: (Name) (Print) (Title) By: (Name) (Print) (Title) City of National City and Geosyntcc Consultants, Inc. 49 of 180 EXHIBIT A Geosynteci> consultants 16644 West Bernardo Dr., Suite 301 San Diego, California 92127 PH 858.674.6559 FAX 858.674.6586 www.geosyntec.com 10 June 2019 Roberto Yano, P.E., Deputy City Engineer City of National City Engineering & Public Works Department 1243 National City Boulevard National City, CA 91950 Subject: Engineering and Environmental CIP Support that Yields Expertise and Innovation with the Added Benefit of Staff Continuity Re: Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program Dear Mr. Yano: In response to your Request for Qualifications (RFQ) referenced above, Geosyntec Consultants, Inc. (Geosyntec) is pleased to offer specialized professional services to the City of National City (the City) in the following disciplines: • Civil Engineering • Construction Management & Inspections • Engineering & Project Management • Environmental Planning, Design & Engineering • Environmental Compliance • Fire Inspection Services • Geotechnical • Graphic Information Systems (GIS) • Housing and Real Estate Development Services Our Statement of Qualifications (SOQ), which fully conforms to your RFQ, describes Geosyntec's expertise, specific project experience in National City, quality of client service, local knowledge and industry leadership that we bring. We understand that direct and relevant experience such as ours, quality of service, and understanding of the unique technical challenges relevant to the City and the CIP are of paramount importance. Working with a consultant team that knows and understands the City and its engineering and environmental challenges stands to benefit the progress of CIP implementation. Toward that end, we look forward to continuing to work on behalf of National City by serving the needs of City staff through analysis of project challenges and implementation of innovative solutions. Geosyntec has reviewed, understands, and is uniquely qualified to implement the Environmental Engineering, Planning & Design scope of services described in the RFQ. We are confident that Geosyntec fully meets and exceeds the City's selection criteria for providing professional services related to the disciplines listed above. Geosyntec has been providing a comprehensive and cost-effective range of environmental and engineering services to the City since 2006, and we have a strong track record managing and performing similar as -needed contracts for municipal agencies and public utilities in San Diego engineers I scientists I innovators Page 2 of 50 50 of 180 Roberto Yano, P.E. Page 2 County and throughout Southern California. The depth and breadth of our locally -based experience will be valuable in continuing to provide exceptional service and responsiveness, and streamlining project execution and supporting City staff. We will staff this project out of our two fully self - supported offices in San Diego (Rancho Bernardo and Mission Valley) with our Mission Valley location serving as the primary project office. Geosyntec's San Diego operations are currently staffed with more than 80 locally -based professionals and technical support staff with specific expertise to serve the City's needs. Additionally, Tri-County Drilling, Acme Safety & Supply, West Coast Civil, and Torrent Laboratories are trusted DBE -certified firms that specialize in the disciplines listed on the preceding page, augment the expert capabilities of the Geosyntec Team, and will allow the Geosyntec Team to exceed the City's 6% DBE participation goal. Mr. Veryl Wittig, who has managed many local environmental programs including our contract with the City's former Community Development Commission (CDC) and Successor Agency, will serve as the Project Director and oversee this contract. Chris Lieder who has managed several key projects for National City will be your Project Manager responsible for project delivery with excellent schedule and budget control. Chris will continue to be supported by the same qualified and experienced team of engineers, geologists, environmental specialists and support staff that has served the City since 2006. Geosyntec affirms that the staff comprising the Project Team will be available and dedicated to the City as needed; and there will be no substitutions of personnel without the approval of the City. We look forward to continuing to deliver environmental engineering excellence as your partner and consultant. Please contact us for any additional information. Sincerely, Veryl Wittig, PG, CHG, QSD Project Director VVVittig@Geosyntec.com (858) 716-2903 engineers I scientists I innovators Christopher Lieder, PG Project Manager CLieder@Geosyntec.com (619) 810-4034 Page 3 of 50 51 of 180 EXHIBIT B GEOSYNTEC CONSULTANTS RATE SCHEDULE FOR CITY OF NATIONAL CITY, DEPARTMENT OF PUBLIC WORKS (Updated 31 August 2020) EnEineer/Scientist Rate/Hour Staff Professional $122 Senior Staff Professional $140 Professional $153 Project Professional $173 Senior Professional $195 Principal $218 Senior Principal $243 Field Services Field Technician $ 80 Senior Field Technician $ 90 Site Manager $ 105 Construction Manager $ 125 Senior Construction Manager $ 150 Design, Graphical. and Administrative Services Senior Drafter/Senior CADD Operator $128 Drafter/CADD Operator/Artist $113 Admin Assistant/Tech Word Processor $ 69 Clerical $ 54 General Direct Expenses Cost plus 0% Subconsultant Services Cost plus 0% Subcontract Services Cost plus 10% Specialized Computer Applications (per hour) $ 1.0 Persona( Automobile (per mile) Current IRS Rate Rates are provided on a confidential basis and are client and project specific. Unless otherwise agreed, these rates will remain in effect for the term of the Agreement (up to 3 years). Rates for field equipment, health and safety equipment, and graphical supplies presented upon request. Gcosyntcc_CNC_Ratcs.2.020 Exhibit B 52 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with EnSafe Inc., for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (C1P), including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety); and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) Please scroll down to view the backup material. 53 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO.: ITEM TITLE: Resolution of the City Council of the City of National City, 1) authorizing the Mayor to execute a three-year Agreement with EnSafe Inc., for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety); and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. PREPARED BY: Tirza Gonzales, Management Analyst II DEPARTMENT: Engi j3'r g & Public Works PHONE: 619-336-4318 EXPLANATION: See staff report. APPROVED BY: FINANCIAL STATEMENT: APPROVED: FINANCE ACCOUNT NO. APPROVED: MIS Funds are appropriated in various CIP accounts for FY 2021; funding for subsequent fiscal years is dependent on future CIP appropriations as part of annual budget and/or future grant awards ENVIRONMENTAL REVIEW: This is not a project and, therefore, not subject to environmental review. ORDINANCE: INTRODUCTION ❑ FINAL ADOPTION Li STAFF RECOMMENDATION: Adopt Resolution executing an Agreement with EnSafe Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's CIP. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: 1. Explanation 2. Agreement 3. Resolution I54of18 0 Explanation: National City's Capital Improvement Program (CIP) estimates approximately $80 million in capital needs over the next five years. Projects include, for example, corridor enhancements for traffic calming, pedestrian / bicycle safety (including Americans with Disabilities Act compliance) and smart growth redevelopment; road diets and complete streets; safe routes to school; traffic signal modifications; new street lights; sewer replacement and upsizing; storm drain improvements and implementation of Low - Impact Development (LID) measures for treatment of urban storm water runoff; drought tolerant landscaping; facilities improvements; and park amenities. In order to successfully design, manage, and construct these projects, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for various engineering, architectural, and construction support services on May 1, 2019. Additional services requested via the RFQ include, for example, plan and map reviews, preparation of plat and legal descriptions, sewer system management and financial administration, housing and real estate development services, Building Department support services, and environmental compliance involving storm water, wastewater and hazardous materials. The RFQ was advertised on the City's website, published in the San Diego Union Tribune, e-mailed to over 100 professional consulting firms, and also advertised on PlanetBids where over 400 firms were notified. Additionally, the City hosted an Information Session regarding the RFQ process on May 14, 2019 at the MLK Jr. Community Center, which was attended by over 100 people. The Department received 71 Statement of Qualifications (SOQs) from various firms by the June 10, 2019 deadline. Copies of the SOQs received are available in the Office of the City Engineer. Based on the strength of their SOQ, interview, and past performance, staff recommends executing a three-year Agreement (with the option to extend for two, one year extensions) with EnSafe Inc. for a not -to -exceed amount of $2,000,000 to provide on - call project support services for National City's CIP, including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety). See Exhibit "A" for general scope of work and Exhibit `B" for schedule of fees. Services will be provided "as -needed" based on available funding and capital priorities. In addition, staff recommends authorizing the City Manager to execute any project - specific supplemental agreements, as may be required for grant funded projects. These supplemental agreements would reference the terms and conditions of the attached master on -call Agreement, while incorporating additional project -specific grant requirements for use of consultant support services. Authorization to accept and appropriate grant funds, and execute grant agreements with the awarding agency (e.g. Caltrans, SANDAG, etc.) would still require separate City Council action. 55 of 180 AGREEMENT BETWEEN THE CITY OF NATIONAL CITY AND ENSAFE INC. THIS AGREEMENT is entered into on this 15th day of September, 2020, between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and ENSAFE INC., a corporation (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide on -call project support services for National City's Capital Improvement Program (CIP); WHEREAS, on May 1, 2019, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for on -call project support services for National City's CIP; WHEREAS, on June 10, 2019, the CONSULTANT submitted a Statement of Qualifications (SOQ) in response to the RFQ, consistent with the requirements of the RFQ; WHEREAS, the CITY has determined that the CONSULTANT is an environmental engineering firm; and WHEREAS, based on evaluation of the CONSULTANT SOQ and interview, the CITY has determined that the CONSULTANT is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide on -call CIP project support services for the CITY, and the CONSULTANT agrees to perform the services set forth here in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services shall be performed directly by the CONSULTANT or under direct supervision of the CONSULTANT. 2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement will become effective on September 15, 2020. The duration of this Agreement is for the period of September 15, 2020 through September 14, 2023. This Agreement may be extended by mutual agreement upon the same terms and conditions for an additional one (1) year term. The Parties may exercise up to two one-year extensions. Any extension of this Agreement must be approved in writing by the City Council. 56 of 180 3. SCOPE OF SERVICES. The CONSULTANT will perform services as set forth in the attached Exhibit "A", including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspeftions and reporting involving storm water, wastewater, air quality, hazaroud materials, and occupational health and safety). The CONSULTANT will be expected to submit proposals for individual task orders in a timely manner, consistent with the general scope of services described in Exhibit "A". Task order proposals shall include a detailed scope of work, schedule of deliverables, and a "not -to - exceed" cost estimate. The Project Coordinator will issue a Notice to Proceed upon approval of each individual task order. After issuance of a Notice to Proceed for each individual task order, the CONSULTANT will only receive compensation for actual work performed, on a time -and - materials basis, consistent with the detailed scope of work, and within the limits of the "not -to - exceed" cost estimate. The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CITY may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services. 4. PROJECT COORDINATION AND SUPERVISION. The City Engineer/Director of Public Works hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. Daryl Hernandez, PE, QSD, thereby is designated as the Project Director for the CONSULTANT. 5. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not exceed $2,000,000. The compensation for the CONSULTANT's work shall not exceed the rates set forth in Exhibit "B".The CITY will not accept CONSULTANT "mark-ups" for services provided by SUBCONSULTANTS. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit "A", as determined by the CITY. The CONSULTANT shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY, and for furnishing of copies to the CITY, if requested. 6. ACCEPTABILITY OF WORK. The CITY shall decide any and all questions which may arise as to the quality or acceptability of the services performed and the manner of performance, the acceptablecompletionof this Agreement, and the amount of compensation due. In the event the CONSULTANT and the CITY cannot agree to the quality or acceptability of the Standard Agreement Page 2 of 12 City of National City and Revised May 2019 RnSafe Inc 57 of 180 work, the manner of performance and/or the compensation payable to the CONSULTANT in this Agreement, the CITY or the CONSULTANT shall give to the other written notice. Within ten (10) business days, the CONSULTANT and the CITY shall each prepare a report which supports their position and file the same with the other party. The CITY shall, with reasonable diligence, determine the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT. 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the CONSULTANT for this project, whether paper or electronic, shall: (1) be free from defects; (2) become the property of the CITY for use with respect to this project; and (3) shall be turned over to the CITY upon completion of the project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONSULTANT hereby assigns to the CITY, and CONSULTANT thereby expressly waives and disclaims any copyright in, and the right to reproduce, all written material, drawings, plans, specifications, or other work prepared under this Agreement, except upon the CITY's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONSULTANT shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONSULTANT agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium, or method utilize the CONSULTANT's written work product for the CITY's purposes, and the CONSULTANT expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CITY of documents, drawings, or specifications prepared by the CONSULTANT shall relieve the CONSULTANT from liability under Section 14, but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of Services of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT's employees are employees of the CITY, and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, medical, unemploy- ment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT's employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement, nor any interest herein, may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem necessary for the proper and efficient performance of this Agreement. All agreements by Standard Agreement Page 3 of 12 City of National City and Revised May 2019 EnSafe Inc. 58 of 180 CONSULTANT with its SUBCONSULTANT(S) shall require the SUBCONSULTANT(S) to adhere to the applicable terms of this Agreement. 9. CONTROL. Neither the CITY, nor its officers, agents, or employees shall have any control over the conduct of the CONSULTANT or any of the CONSULTANT's employees, except as set forth in this Agreement. The CONSULTANT, or the CONSULTANT's agents, servants, or employees are not in any manner agents, servants, or employees of the CITY. The CONSULTANT and its agents, servants, and employees are wholly independent from the CITY and CONSULTANT's obligations to the CITY are solely prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the performance of the services to be provided herein, shall comply with all applicable state and federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City of National City, whether now in force or subsequently enacted. The CONSULTANT and each of its SUBCONSULTANT(S), shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. 11. LICENSES, PERMITS, ETC. The CONSULTANT represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. CONSULTANT must promptly produce a copy of any such license, permit, or approval to CITY upon request. The CONSULTANT represents and covenants that the CONSULTANT shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONSULTANT to practice its profession. 12. STANDARD OF CARE. A. The CONSULTANT, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONSULTANT's trade or profession currently practicing under similar conditions and in similar locations. The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. Unless disclosed in writing prior to the date of this Agreement, the CONSULTANT warrants to the CITY that it is not now, nor has it for the five (5) years preceding, been debarred by a governmental agency or involved in debarment, arbitration or litigation proceedings concerning the CONSULTANT's professional performance or the furnishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONSULTANT has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONSULTANT has notified the CITY otherwise, the CONSULTANT warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -section will render the CONSULTANT liable to the CITY for any increased costs that result. from the CITY' s later inability to obtain the specified items or any Standard Agreement Page 4 of 12 City of National City and Revised May 2019 EnSafe Inc 59 of 180 reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 13. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 14. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 14, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY. In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 15. 15. INDEMNIFICATION AND HOLD HARMLESS. To the maximum extent provided by law, the CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT's negligence, recklessness, or willful misconduct in the performance of this Agreement. CITY will cooperate reasonably in the defense of any action, and CONSULTANT shall employ competent counsel, reasonably acceptable to the City Attorney. Standard Agreement Page 5 of 12 City of National City and Revised May 2019 EnSafe Inc. 60 of 180 The indemnity, defense and hold harmless obligations contained herein shall survive the termination of this Agreement for any alleged or actual omission, act, or negligence under this Agreement that occurred during the term of this Agreement. 16. EMPLOYEE PAYMENTS AND INDEMNIFICATION. A. PERS Eligibility Indemnification. If CONTRACTOR's employee(s) providing services under this Agreement claims, or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS of the CITY, CONTRACTOR shall indemnify, defend, and hold harmless CITY for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions which would otherwise be the responsibility of the CITY. CONTRACTOR's employees providing service under this Agreement shall not: (1) qualify for any compensation and benefit under PERS; (2) be entitled to any benefits under PERS; (3) enroll in PERS as an employee of CITY; (4) receive any employer contributions paid by CITY for PERS benefits; or (5) be entitled to any other PERS-related benefit that would accrue to a CITY employee. CONTRACTOR's employees hereby waive any claims to benefits or compensation described in this Section 16. This Section 16 applies to CONTRACTOR notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary. B. Limitation of CITY Liability. The payment made to CONTRACTOR under this Agreement shall be the full and complete compensation to which CONTRACTOR and CONTRACTOR's officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither CONTRACTOR nor CONTRACTOR's officers, employees, agents, and subcontractors are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to CITY employees. The CITY will not make any federal or state tax withholdings on behalf of CONTRACTOR. The CITY shall not be required to pay any workers' compensation insurance on behalf of CONTRACTOR. C. Indemnification for Employee Payments. CONTRACTOR agrees to defend and indemnify the CITY for any obligation, claim, suit, or demand for tax, retirement contribution including any contribution to PERS, social security, salary or wages, overtime payment, or workers' compensation payment which the CITY may be required to make on behalf of (1) CONTRACTOR, (2) any employee of CONTRACTOR, or (3) any employee of CONTRACTOR construed to be an employee of the CITY, for work performed under this Agreement. This is a continuing obligation that survives the termination of this Agreement. 17. WORKERS' COMPENSATION. The CONSULTANT shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Labor Code and all amendments thereto; and all similar State or federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, employees, and volunteers from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or Standard. Agreement Page 6 of 12 City of National City and Revised May 2019 EnSafe Inc. 61 of 180 recovered against the CITY or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement, 18. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its SUBCONSULTANT(S), when applicable, to purchase and maintain throughout the term of this Agreement, the following insurance policies: A. Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. B. Automobile Insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include owned, non -owned, and hired vehicles. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of either $2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and $2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property damage arising out of its operations, work, or performance under this Agreement. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". The "project" or "location" should be noted with specificity on an endorsement that shall be incorporated into the policy. D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT's employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver of subrogation in favor of the CITY. Said endorsement shall be provided prior to commencement of work under this Agreement. If CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, officials, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. G. The Certificate Holder for all policies of insurance required by this Section shall be: City of National City c/o Risk Manager 1243 National City Boulevard National City, CA 91950-4397 Standard Agreement Page 7of12 City of National City and Revised May 2019 L;nSafe Inc. 62 of 180 H. Insurance shall be written with only insurers authorized to conduct business in California that hold a current policy holder's alphabetic and financial size category rating of not less than A:VII according to the current Best's Key Rating Guide, or a company of equal financial stability that is approved by the CITY's Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent List of Approved Surplus Line Insurers ("LASLI") and otherwise meet rating requirements. I. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY's Risk Manager. If the CONSULTANT does not keep all insurance policies required by this Section 18 in full force and effect at all times during the term of this Agreement, the CITY may treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. J. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. CITY reserves the right to modify the insurance requirements of this Section 18, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. K. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 19. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of - court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. Attorney's fees to the prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 20. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day's written notice to the CONSULTANT. During said 60-day period the CONSULTANT shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONSULTANT in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONSULTANT as provided for herein. Standard Agreement Page 8 of 12 City of National City and Revised May 2019 EnSafe Inc. 63 of 180 D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONSULTANT, whether paper or electronic, shall irnnnediately become the property of and be delivered to the CITY, and the CONSULTANT shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CITY by the CONSULTANT' s breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 7. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONSULTANT. 21. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: Roberto Yano City Engineer/Director of Public Works Engineering & Public Works Department City of National City 1243 National City Boulevard National City, CA 91950-4397 To CONSULTANT: Daryl. Hernandez, PE, QSD Associate Principal EnSafe Inc. 11545 W. Bernard Court, Suite 206 San Diego, CA 92127 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication Standard Agreement Page 9 of 12 City of National City and Revised May 2019 EnSafe Inc 64 of 180 sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-eight (48) hours by letter mailed or delivered as specified in this Section. 22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONSULTANT shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONSULTANT also agrees not to specify any product, treatment, process or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONSULTANT shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONSULTANT shall immediately disqualify itself and shall not use its official position to influence in any way any matter coining before the CITY in which the CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. The CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONSULTANT shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONSULTANT shall obtain from the City Clerk. The CONSULTANT shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Section 22 by the CONSULTANT. 23. PREVAILING WAGES. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720, 1720.2, 1720.3, 1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. 24. ADMINISTRATIVE PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state, or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. Standard Agreement Page 10 of 12 City of National City and Revised May 2019 ilnSafe Inc [65 of 180 E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. To the extent any exhibits, schedules, or provisions thereof conflict or are inconsistent with the terms and conditions contained in this Agreement, the terms and conditions of this Agreement shall control. F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Assignment & Assumption of Rights. CONSULTANT shall not assign this Agreement, in whole or in part, to any other party without first obtaining the written consent of CITY. H. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provisionor any other provision hereof. I. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The venue for any legal action arising under this Agreement shall be in either state or federal court in the County of San Diego, State of California. J. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the parties shall be subject to the examination and audit of the State Auditor for a period of three (3) years after final payment under the Agreement, per Government Code Section 8546.7. K. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. L. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. M. Subcontractors or Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. In the event any portion of the work under this Agreement is subcontracted, the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY, both the insurance provisions in Section 18 and the indemnification and hold harmless provision of Section 15 of this Agreement. /// 111 /// Standard Agreement Page 11 of 12 City ofNational City and Revised May 2019 EnSafe Inc 66 of 180 N. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. CITY OF NATIONAL CITY By: Alejandra Sotelo Solis, Mayor APPROVED AS TO FORM: By: Angil P. Morris -Jones City Attorney ENSAFE INC., A CORPORATION (Corporation—signatu»es of two corporate officers required) By: (Name) (Print) (Title) By: (Name) (Print) (Title) Standard Agreement Page 12 of 12 City of National City and Revised May 2019 EnSafe Inc. 67 of 180 EXHIBIT A 1. Cover Letter June 10, 2019 Roberto Yano, P.E. Deputy City Engineer City of National City Engineering & Public Works Department 1243 National City Boulevard National City, CA 91950 RE: Response to RFQ for On -Call Project Support Services for National City's Capital Improvement Program (CIP) Dear Mr. Yano: EnSafe Inc. (EnSafe) understands your needs and is excited to, once again, submit our response to the National City's Request for Qualifications for On -Call Project Support Services. Our enclosed response presents EnSafe's and our key subcontractors' combined experience relative to the scope of work and anticipated task orders. Working collaboratively over the past 19 years, we understand and appreciate the City's day-to- day challenges in achieving your overall objectives —and we have the experience, capability, and desire to ensure these objectives are met. Brief Background of EnSafe Inc. Founded in 1980, EnSafe is an employee -owned professional services firm with almost 400 employees nationwide from San Diego to Charleston (Exhibit 1-1). We are a multidisciplinary firm providing environmental, engineering, health & safety, and technology solutions. Exhibit 1-1 EnSafe Office Locations ♦ National City has been a flagship client of EnSafe since 2005. We respect the relationship developed over the past 19 years and the trust and confidence National City has placed in EnSafe. ENSAFE • • .• ♦_ On -Call Project Support Services I Page 3 68 of 180 Unique Attributes and Distinguishing Characteristics EnSafe's team assigned to the City's program was selected based on individual proficiencies and direct experience with the disciplines and services in which we will support the City and community. Because our team is local and accustomed to the City and the community's unique needs, we are able to assimilate and respond with quick and effective solutions. The City is assured of streamlined professional services delivered by knowledgeable and experienced personnel with each request. Our team will work hard to produce compliant, quick, and cost-effective solutions, always striving to capitalize time without jeopardizing compliance or quality, with a constant goal to reduce unnecessary expense to the City at all times. Why is EnSafe Interested in This RFQ? EnSafe is proud of our past work on behalf of the City and we appreciate the opportunity to continue to provide our services in the coming years. Because of our long-lasting relationship with National City, we are confident that our Team is the City's best choice for these services. You can contact Daryl Hernandez at (858) 217-5306 or dhernandez@ensafe.com with any questions. Sincerely, EnSafe Inc. By: Daryl Hernandez, PE, QSD Associate Principal EuSAFE On -Call Project Support Services I Page 4 69 of 180 Other environmental issues that concern National City include the City's recent inclusion as one of the Community of Portside Environmental Justice Neighborhoods, for which first -year community air quality monitoring will be conducted under Assembly Bill (AB) 617. Under AB 617, the California Air Resources Board (CARB) established the Community Air Protection Program. The purpose of this program is to establish an air emissions reduction program in environmental justice communities whose residents are vulnerable to the adverse health effects because of significant air pollution exposures. Within National City, four Census Tracts (6073011700, 6073011601, 6073011801, and 6073022000) have been identified for air quality testing to provide more information about the level of air pollution in these census tracts. Although the Air Resources Board will be responsible for collecting, analyzing, and interpreting the air quality data, it is important that the City proactively stay abreast of the program and its results to take possible early actions that could result from recommendations for new requirements for local industrial/emission sources to reduce emissions and improve air quality. 5. Experience and Technical Competence 5.a Proposed Disciplines of Interest ► Geographic Information Systems (GIS) ► Environmental Planning, Design & Engineering (includes CEQA/NEPA, Storm Water Quality Management Plans, SWPPPs, Storm Water LID, hydrology, site assessments and remediation) ► Environmental Compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety) ► Community Outreach ► Grants Management (includes researching grant opportunities, preparing grant applications, quarterly progress reports and schedule of deliverables) 5.a.1 Geographic Information Systems GIS continues to emerge as a powerful technology for data visualization and analysis. We specialize in industry -standard GIS implementation by focusing on leveraging resources and minimizing your financial impact. Some of our core services include: ► GIS Implementation ► Enterprise GIS ► Web -based interactive mapping ► GIS training ► GIS spatial data report/query tools ENSAFE On -Call Project Support Services I Page 9 70 of 180 Exhibit 1 EXHIBIT B ENSAFE creative thinking. custom solutions. © 2020 PROFESSIONAL FEE SCHEDULE PROFESSIONALS PER HOUR Level 1 Level 2 Level 3 Level 4 Level 5 Level 6 Level 7 Level 8 Scientist/Engineer Scientist/Engineer Project Supervisor Project Scientist/Engineer Project Manager $85 $95 $105 $120 $130 Project Manager, Senior Scientist/Engineer $150 Senior Project Manager Senior Project Director Associate Principal Principal Senior Principal $170 $185 $225 $245 $305 TECHNICIANS PER HOUR 1 Technician Senior Technician $70 $90 ADMINISTRATIVE SUPPORT PER HOUR II Report Specialist $53 Note: Fees for litigation or acquisition support are negotiated on an individual basis. All internal copying, computer usage, and report materials are included in the above rates unless otherwise negotiated. Consulting Excellence Since 1980 All rates effective January 1, 2020 71 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with D-MAX Engineering, Inc., for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety); and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) Please scroll down to view the backup material. 72 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO.: ITEM TITLE: Resolution of the City Council of the City of National City, 1) authorizing the Mayor to execute a three- year Agreement with Randall Lamb Associates, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, mechanical engineering and as -needed facilities needs; and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. PREPARED BY: Tirza Gonzales, Management Analyst III DEPARTMENT: Engin PHONE: 619-336-4318 EXPLANATION: See staff report. APPROVED BY: ublic Works i FINANCIAL STATEMENT: APPROVED: FINANCE ACCOUNT NO. APPROVED: MIS Funds are appropriated in various CIP accounts for FY 2021; funding for subsequent fiscal years is dependent on future CIP appropriations as part of annual budget and/or future grant awards ENVIRONMENTAL REVIEW: This is not a project and, therefore, not subject to environmental review. ORDINANCE: INTRODUCTION FINAL ADOPTION STAFF RECOMMENDATION: Adopt Resolution executing an Agreement with Randall Lamb Associates, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's CIP. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: 1. Explanation 2. Agreement 3. Resolution 73 of 180 Explanation: National City's Capital Improvement Program (CIP) estimates approximately $80 million in capital needs over the next five years. Projects include, for example, corridor enhancements for traffic calming, pedestrian / bicycle safety (including Americans with Disabilities Act compliance) and smart growth redevelopment; road diets and complete streets; safe routes to school; traffic signal modifications; new street lights; sewer replacement and upsizing; storm drain improvements and implementation of Low - Impact Development (LID) measures for treatment of urban storm water runoff; drought tolerant landscaping; facilities improvements; and park amenities. In order to successfully design, manage, and construct these projects, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for various engineering, architectural, and construction support services on May 1, 2019. Additional services requested via the RFQ include, for example, plan and map reviews, preparation of plat and legal descriptions, sewer system management and financial administration, housing and real estate development services, Building Department support services, and environmental compliance involving storm water, wastewater and hazardous materials. The RFQ was advertised on the City's website, published in the San Diego Union Tribune, e-mailed to over 100 professional consulting firms, and also advertised on PlanetBids where over 400 firms were notified. Additionally, the City hosted an Information Session regarding the RFQ process on May 14, 2019 at the MLK Jr. Community Center, which was attended by over 100 people. The Department received 71 Statement of Qualifications (SOQs) from various firms by the June 10, 2019 deadline. Copies of the SOQs received are available in the Office of the City Engineer. Based on the strength of their SOQ, interview, and past performance, staff recommends executing a three-year Agreement (with the option to extend for two, one year extensions) with D-MAX Engineering Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's CIP, including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspections and reporting involving storm water, wastewater, air quality, hazardous materials, and occupational health and safety). See Exhibit "A" for general scope of work and Exhibit "B" for schedule of fees. Services will be provided "as -needed" based on available funding and capital priorities. In addition, staff recommends authorizing the City Manager to execute any project - specific supplemental agreements, as may be required for grant funded projects. These supplemental agreements would reference the terms and conditions of the attached master on -call Agreement, while incorporating additional project -specific grant requirements for use of consultant support services. Authorization to accept and appropriate grant funds, and execute grant agreements with the awarding agency (e.g. Caltrans, SANDAG, etc.) would still require separate City Council action. 74 of 180 AGREEMENT BETWEEN THE CITY OF NATIONAL CITY AND D-MAX ENGINEERING, INC. THIS AGREEMENT is entered into on this 15th day of September, 2020, between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and D-MAX ENGINEERING, INC., a corporation (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide on -call project support services for National City's Capital Improvement Program (CIP); WHEREAS, on May 1, 2019, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for on -call project support services for National City's CIP; WHEREAS, on June 10, 2019, the CONSULTANT submitted a Statement of Qualifications (SOQ) in response to the RFQ, consistent with the requirements of the RFQ; WHEREAS, the CITY has determined that the CONSULTANT is an environmental engineering firm; and WHEREAS, based on evaluation of the CONSULTANT SOQ and interview, the CITY has determined that the CONSULTANT is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide on -call CIP project support services for the CITY, and the CONSULTANT agrees to perform the services set forth here in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services shall be performed directly by the CONSULTANT or under direct supervision of the CONSULTANT. 2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement will become effective on September 15, 2020. The duration of this Agreement is for the period of September 15, 2020 through September 14, 2023. This Agreement may be extended by mutual agreement upon the same terns and conditions for an additional one (1) year term. The Parties may exercise up to two one-year extensions. Any extension of this Agreement must be approved in writing by the City Council. 75 of 180 3. SCOPE OF SERVICES. The CONSULTANT will perform services as set forth in the attached Exhibit "A", including, but not limited to, environmental compliance (includes regulatory permitting, compliance monitoring, inspeflions and reporting involving storm water, wastewater, air quality, hazaroud materials, and occupational health and safety). The CONSULTANT will be expected to submit proposals for individual task orders in a timely manner, consistent with the general scope of services described in Exhibit "A". Task order proposals shall include a detailed scope of work, schedule of deliverables, and a "not -to - exceed" cost estimate. The Project Coordinator will issue a Notice to Proceed upon approval of each individual task order. After issuance of a Notice to Proceed for each individual task order, the CONSULTANT will only receive compensation for actual work performed, on a time -and - materials basis, consistent with the detailed scope of work, and within the limits of the "not -to - exceed" cost estimate. The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CITY may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services. 4. PROJECT COORDINATION AND SUPERVISION. The City Engineer/Director of Public Works hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. Arsalan Dadkhah, Ph.D, PE, thereby is designated as the Project Director for the CONSULTANT. S. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not exceed $2,000,000. The compensation for the CONSULTANT's work shall not exceed the rates set forth in Exhibit "B".The CITY will not accept CONSULTANT "mark-ups" for services provided by SUBCONSULTANTS. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit "A", as determined by the CITY. The CONSULTANT shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY, and for furnishing of copies to the CITY, if requested. 6. ACCEPTABILITY OF WORK. The CITY shall decide any and all questions which may arise as to the quality or acceptability of the services performed and the manner of performance, _the _acceptable .completion of this. Agrreement,_and the amount ofcompensation due. In the event the CONSULTANT and the CITY cannot agree to the quality or acceptability of the Standard Agreement Page 2 of 12 City of National City and Revised May 2019 D-MAX Engineering, Inc. 76 of 180 work, the manner of performance and/or the compensation payable to the CONSULTANT in this Agreement, the CITY or the CONSULTANT shall give to the other written notice. Within ten (10) business days, the CONSULTANT and the CITY shall each prepare a report which supports their position and file the same with the other party. The CITY shall, with reasonable diligence, determine the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT. 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the CONSULTANT for this project, whether paper or electronic, shall: (1) be free from defects; (2) become the property of the CITY for use with respect to this project; and (3) shall be turned over to the CITY upon completion of the project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONSULTANT hereby assigns to the CITY, and CONSULTANT thereby expressly waives and disclaims any copyright in, and the right to reproduce, all written material, drawings, plans, specifications, or other work prepared under this Agreement, except upon the CITY's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONSULTANT shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONSULTANT agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium, or method utilize the CONSULTANT's written work product for the CITY's purposes, and the CONSULTANT expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CITY of documents, drawings, or specifications prepared by the CONSULTANT shall relieve the CONSULTANT from liability under Section 14, but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of Services of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT's employees are employees of the CITY, and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, medical, unemploy- ment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT's employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement, nor any interest herein, may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem -necessary for the proper- and efficient performance of this Agreement. All agreements by - Standard Agreement Page 3 of 12 City ofNational City and Revised May 2019 D-MAX Engineering, Inc. 77 of 180 CONSULTANT with its SUBCONSULTANT(S) shall require the SUBCONSULTANT(S) to adhere to the applicable terms of this Agreement. 9. CONTROL. Neither the CITY, nor its officers, agents, or employees shall have any control over the conduct of the CONSULTANT or any of the CONSULTANT's employees, except as set forth in this Agreement. The CONSULTANT, or the CONSULTANT's agents, servants, or employees are not in any manner agents, servants, or employees of the CITY. The CONSULTANT and its agents, servants, and employees are wholly independent from the CITY and CONSULTANT's obligations to the CITY are solely prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the performance of the services to be provided herein, shall comply with all applicable state and federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City of National City, whether now in force or subsequently enacted. The CONSULTANT and each of its SUBCONSULTANT(S), shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. 11. LICENSES, PERMITS, ETC. The CONSULTANT represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. CONSULTANT must promptly produce a copy of any such license, permit, or approval to CITY upon request. The CONSULTANT represents and covenants that the CONSULTANT shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONSULTANT to practice its profession. 12. STANDARD OF CARE. A. The CONSULTANT, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONSULTANT's trade or profession currently practicing under similar conditions and in similar locations. The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. Unless disclosed in writing prior to the date of this Agreement, the CONSULTANT warrants to the CITY that it is not now, nor has it for the five (5) years preceding, been debarred by a governmental agency or involved in debarment, arbitration or litigation proceedings concerning the CONSULTANT's professional performance or the furnishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONSULTANT has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONSULTANT has notified the CITY otherwise, the CONSULTANT warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -section will render the CONSULTANT liable to the CITY for any increased costs that result from the CITY's later inability to obtain the specified items or any Standard Agreement Page 4 of 12 City ofNational City and Revised May 2019 A -MAX Engineering, Inc. 78 of 180 reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 13. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 14. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 14, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY. In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 15. 15. INDEMNIFICATION AND HOLD HARMLESS. To the maximum extent provided by law, the CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT's negligence, recklessness, or willful misconduct in the performance of this Agreement. CITY will cooperate reasonably in the defense of any action, and CONSULTANT shall employ competent counsel, reasonably acceptable to the City. Attorney. Standard Agreement Page 5 of 12 City of National City and Revised May 2019 D-MAX Engineering, Inc. 79 of 180 The indemnity, defense and hold harmless obligations contained herein shall survive the termination of this Agreement for any alleged or actual omission, act, or negligence under this Agreement that occurred during the term of this Agreement. 16. EMPLOYEE PAYMENTS AND INDEMNIFICATION. A. PERS Eligibility Indemnification. If CONTRACTOR's employee(s) providing services under this Agreement claims, or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS of the CITY, CONTRACTOR shall indemnify, defend, and hold harmless CITY for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions which would otherwise be the responsibility of the CITY. CONTRACTOR's employees providing service under this Agreement shall not: (1) qualify for any compensation and benefit under PERS; (2) be entitled to any benefits under PERS; (3) enroll in PERS as an employee of CITY; (4) receive any employer contributions paid by CITY for PERS benefits; or (5) be entitled to any other PERS-related benefit that would accrue to a CITY employee. CONTRACTOR's employees hereby waive any claims to benefits or compensation described in this Section 16. This Section 16 applies to CONTRACTOR notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary. B. Limitation of CITY Liability. The payment made to CONTRACTOR under this Agreement shall be the full and complete compensation to which CONTRACTOR and CONTRACTOR's officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither CONTRACTOR nor CONTRACTOR' s officers, employees, agents, and subcontractors are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to CITY employees. The CITY will not make any federal or state tax withholdings on behalf of CONTRACTOR. The CITY shall not be required to pay any workers' compensation insurance on behalf of CONTRACTOR. C. Indemnification for Employee Payments. CONTRACTOR agrees to defend and indemnify the CITY for any obligation, claim, suit, or demand for tax, retirement contribution including any contribution to PERS, social security, salary or wages, overtime payment, or workers' compensation payment which the CITY may be required to make on behalf of (1) CONTRACTOR, (2) any employee of CONTRACTOR, or (3) any employee of CONTRACTOR construed to be an employee of the CITY, for work performed under this Agreement. This is a continuing obligation that survives the termination of this Agreement. 17. WORKERS' COMPENSATION. The CONSULTANT shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Labor Code and all amendments thereto; and all similar State or federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, employees, and volunteers from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or Standard Agreement Page 6 of 12 City of National City and Revised May 2019 D-MAX Engineering, Inc. 80 of 180 recovered against the CITY or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement. 18. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its SUBCONSULTANT(S), when applicable, to purchase and maintain throughout the term of this Agreement, the following insurance policies: A. Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. B. Automobile Insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include owned, non -owned, and hired vehicles. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of either $2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and $2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property damage arising out of its operations, work, or performance under this Agreement. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". The "project" or "location" should be noted with specificity on an endorsement that shall be incorporated into the policy. D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT' s employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver of subrogation in favor of the CITY. Said endorsement shall be provided prior to commencement of work under this Agreement. If CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, officials, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any Loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. G. The Certificate Holder for all policies of insurance required by this Section shall be: City of National City c/o Risk Manager 1243 National City Boulevard National City, CA 91950-4397 Standard Agreement Page 7 of 12 City of National City and Revised May 2019 D-MAX Engineering, Inc. 81 of 180 H. Insurance shall be written with only insurers authorized to conduct business in California that hold a current policy holder's alphabetic and financial size category rating of not less than A:VII according to the current Best's Key Rating Guide, or a company of equal financial stability that is approved by the CITY's Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent List of Approved Surplus Line Insurers ("LASLI") and otherwise meet rating requirements. I. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY's Risk Manager. If the CONSULTANT does not keep all insurance policies required by this Section 18 in full force and effect at all times during the term of this Agreement, the CITY may treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. J. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. CITY reserves the right to modify the insurance requirements of this Section 18, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. K. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 19. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of - court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. Attorney's fees to the prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 20. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day's written notice to the CONSULTANT. During said 60-day period the CONSULTANT shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONSULTANT in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONSULTANT as provided for herein. Standard Agreement Page 8 of 12 City of National City and Revised May 2019 D-MAX Engineering, Inc 82 of 180 D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONSULTANT, whether paper or electronic, shall immediately become the property of and be delivered to the CITY, and the CONSULTANT shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CITY by the CONSULTANT's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 7. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONSULTANT. 21. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: Roberto Yano City Engineer/Director of Public Works Engineering & Public Works Department City of National City 1243 National City Boulevard National City, CA 91950-4397 To CONSULTANT: Arsalan Dadkhah, Ph.D., PE Principal D-MAX Engineering, Inc. 7220 Trade Street, Suite 119 San Diego, CA 92121 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication Standard Agreement Page 9 of 12 City of National City and Revised May 2019 D-MAX Engineering, Inc. 83 of 180 sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-eight (48) hours by letter mailed or delivered as specified in this Section. 22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONSULTANT shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONSULTANT also agrees not to specify any product, treatment, process or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONSULTANT shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONSULTANT shall immediately disqualify itself and shall not use its official position to influence in any way any matter corning before the CITY in which the CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. The CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONSULTANT shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONSULTANT shall obtain from the City Clerk. The CONSULTANT shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Section 22 by the CONSULTANT. 23. PREVAILING WAGES. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720, 1720.2, 1720.3, 1720.4, and 1771.'Consultant is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. 24. ADMINISTRATIVE PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p,m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state, or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights --upon, or obligate any of -the parties hereto, to any person or entity other than the parties hereto. - Standard Agreement Page 10 of 12 City of National City and Revised May 2019 D-MAX Engineering, Inc 84 of 180 E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. To the extent any exhibits, schedules, or provisions thereof conflict or are inconsistent with the terms and conditions contained in this Agreement, the terms and conditions of this Agreement shall control. F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Assignment & Assumption of Rights. CONSULTANT shall.not assign this Agreement, in whole or in part, to any other party without first obtaining the written consent of CITY. H. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. I. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The venue for any legal action arising under this Agreement shall be in either state or federal court in the County of San Diego, State of California. J. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the parties shall be subject to the examination and audit of the State Auditor for a period of three (3) years after final payment under the Agreement, per Government Code Section 8546.7. K. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. L. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. M. Subcontractors or Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. In the event any portion of the work under this Agreement is subcontracted, the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY, both the insurance provisions in Section 18 and the indemnification and hold harmless provision of Section 15 of this Agreement. 1// Standard Agreement Revised May 2019 Page 11 of 12 City of National City and D-MAX Engineering, Inc. 85 of 180 N. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. CITY OF NATIONAL CITY By: Alejandra Sotelo Solis, Mayor APPROVED AS TO FORM: By: Angil P. Morris -Jones City Attorney D-MAX ENGINEERING, INC., A CORPORATION (Corporation — signatures of two corporate officers required) By: (Name) (Print) (Title) By: (Name) (Print) (Title) Standard Agreement Page 12 of 12 City of National City and Revised May 2019 D-MAX Engineering, Inc. EXHIBIT A D-MAx Engineering, Inc. Consultants in Water & Environmental Sciences -- -- MINI WINO — —• — — A V - - — dMAA June 10, 2019 Mr. Roberto Yano, P.E. Deputy City Engineer City of National City, Department of Engineering and Public Works 1243 National City Boulevard National City, CA 91950 Re: Request for Qualifications for On -Call Project Support Services for National City's Capital Improvement Program Dear Mr. Yano: In response to your Request for Qualifications (RFQ) dated May 1, 2019, D-MAx Engineering, Inc. (D-MAx) is pleased to submit this Statement of Qualifications (SOQ). We are proposing to assist the City of National City (City) with the following disciplines: Environmental Planning, Design & Engineering; Environmental Compliance; Grants Management; and Geographic Information Systems (GIS). Highlights of our qualifications are listed below. • D-MAx has over 20 years of experience with the City. We have acquired in-depth knowledge of the City's development and construction requirements, local businesses, drainage patterns and design, biological resources, and areas of particular concern to members of the community. Our experience results in higher quality and more cost effective work while requiring Tess City staff time to manage work assigned to us. • We have a proven track record of keeping the City in compliance with ever -changing environmental requirements and have established good relationships with regulators. • We have helped bring nearly $7 million in grant funding to the City for projects that improve water quality through Low Impact Development (LID) and are consistent with the City's vision for more walkable, smart growth communities. • National City is and will continue to be a top priority for D-MAx. Our key staff are committed to this project for the duration of the contract. We also have a proven record of completing emergency and unexpected tasks for the City on very short turn around. • The D-MAx team completes storm water, wastewater, and other environmental requirements for public agencies throughout Southern California and brings lessons learned from those projects and our relationships with regulatory agency staff to the City. • D-MAx is a small local business, which allows us to maintain low overhead and provide our clients with highly qualified environmental professionals at affordable rates. Our team also includes several specialized subconsultants, including four DBEs. In our years working with the City we have seen many excellent projects designed and delivered. We are excited to continue to work with the City to complete projects that improve environmental quality and overall quality of life for the community. We are confident that our familiarity with the City enables us to provide you with superior service at the best value. If you have any questions, please feel free to contact me at (858) 586-6600, extension 22. Sincerely, D-MAx Engineering, Inc. l Arsalan Dadkhah, Ph.D., P.E., Principal 7220 Trade Street • Suite 119 • San Diego, CA 92121 • (858) 586-6600 • Fax (858) 586-6644 87 of 180 ONNININ. IIIN I NM -. - - A V 41111W• - AAA Executive Summary D-MAx Engineering, Inc. (D-MAx) has provided environmental consulting services to 20 Southern California municipalities, including the City of National City (City), since 1996. Our main areas of expertise are storm water and wastewater regulations, and we are very familiar with storm water and wastewater requirements and procedures both in the City of National City and the San Diego region. We have also included the following subconsultants on our team to ensure the City has access to a range of services as follows: M Action Research (DBE): Education and outreach services FA Dudek: Planning and design, regulatory permitting, CEQA/NEPA, and hazardous materials services • Sampo Engineering, Inc. (DBE): Surveying services ® SCST: Geotechnical engineering services • Minnali Engineering (DBE): Constructability reviews and cost estimation services West Coast Civil (DBE): Civil engineering and design services D-MAx is proposing on the following disciplines listed in the RFQ: Environmental Planning, Design & Engineering; Environmental Compliance; Grant Management; and Geographic Information Systems (GIS). D-MAx does not take any exceptions to the RFQ or the requirements stated within. We understand that no addenda have been issued for the RFQ. Familiarity with the Local Environment D-MAx draws upon its intimate knowledge of the City, its community, its long-range plans, and its hardships to develop and hone its approach to every task. We work to ensure all our actions, from selection of projects to include in grant applications, to interactions with developer or the business community, both support the City's best interests and reflect its goals. We have also worked with the City to identify cost -saving practices and continually work to streamline and modernize its programs and procedures. Experience and Technical Competence Mr. John Quenzer will be our project manager. He has served in this same role since 2006, and he has 15 years of experience working on projects for the City of National City. Together with his highly qualified and experienced Task Leads, supporting staff, and subcontractors, the D- MAx team has extensive experience across the selected disciplines. D-MAx has completed similar services for the City of National City and many other jurisdictions in the San Diego region over the past 23 years. Our qualifications in each discipline are summarized below. Environmental Planning, Design & Engineering o Our team has completed numerous environmental documents in compliance with CEQA, NEPA, the federal Clean Water Act, the federal Endangered Species Act, California Fish and Wildlife Code, the National Historic Preservation Act, and other applicable statutes and regulations to support CIPs across the region and the State. o D-MAX has completed more than 950 water quality and drainage study reviews. We recognize that development is crucial for any municipality, and that need must be balanced with permit requirements, stand up to scrutiny from environmental groups, and serve the City's overall goals. o We have regularly prepared construction SWPPPs for City CIPs. SOQ for On -Call Project Support Services for National City's Capital Improvement Program Page 2 88 of 180 IMP MINIM =OMNI NINE MM -= IN M A V M• - MaAA o We have performed hydraulic and hydrologic evaluations for CIPs using modeling software such as Army Corps of Engineers' HEC-RAS, HEC-HMS, USEPA Storm Water Management Model (SWMM). o Our team includes a full set of firms needed to execute environmentally focused CIPs, including survey, geotechnical assessments, and preparing plans and specifications. Environmental Compliance o D-MAx is recognized as a leader in San Diego region storm water program planning and implementation. We have written Jurisdictional Runoff Management Plans for over half the municipalities in San Diego County, have completed 190 water quality monitoring programs and over 40,000 inspections, and regularly represent our clients in audits and other negotiations with regulatory agencies. o D-MAx has provided wastewater inspections, Sanitary Sewer Management Plan updates, and sampling in response to the Sanitary Sewer Overflows. o Our team has experience performing biological monitoring, preparing restoration plans, and providing hazardous materials management, health risk assessments, hydrogeological investigations, Phase I and II environmental site assessments (ESAs), and contaminated site investigation and remediation. Grants Management o Our team has contributed to successful grant applications totaling nearly $15 million for the cities of National City, La Mesa, Santee, and El Cajon. These grants have provided funding for projects that improve City assets, the environment, and the quality of life for City residents. o We have worked closely with our clients on project scopes, budgets, schedules, designs, reporting, and assessments, including effectiveness monitoring. o Our team includes an experienced construction manager to assess project feasibility and review cost estimates. This increases the likelihood of grant awards and helps the City successfully deliver the proposed projects on time and on budget. WI Geographic Information Systems (GIS) o Our team has provided our clients with a wide variety of data management, analysis, and mapping services, including web -based tools, to save time and budget. Financial Management and Accounting Systems Maintaining a modern, high quality financial management and accounting system is an important tool in providing good customer service. The systems used at D-MAx allow our project and task managers access to numerous reports on project billing and budget status on a near real-time basis, supporting a seamless partnership with our subconsultants and clients. Conclusions We are confident that our team's experience will enable us to support the City by providing prompt, quality, innovative, and cost-effective service in the areas of Environmental Planning, Engineering & Design; Environmental Compliance; Grants Management; and GIS. We have enjoyed working with the City of National City for more than two decades, and we would be honored to continue working with the City on this interesting project. SOQ for On -Call Project Support Services for National City's Capital Improvement Program Page 3 89 of 180 EXHIBIT B PENDING 90 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with Randall Lamb Associates, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, mechanical engineering and as -needed facilities needs; and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) Please scroll down to view the backup material. 91 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO.: ITEM TITLE: Resolution of the City Council of the City of National City, 1) authorizing the Mayor to execute a three- year Agreement with Randall Lamb Associates, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, mechanical engineering and as -needed facilities needs; and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. PREPARED BY: Tirza Gonzales, Management Analyst III DEPARTMENT: Engin PHONE: 619-336-4318 EXPLANATION: See staff report. APPROVED BY: ublic Works i FINANCIAL STATEMENT: APPROVED: FINANCE ACCOUNT NO. APPROVED: MIS Funds are appropriated in various CIP accounts for FY 2021; funding for subsequent fiscal years is dependent on future CIP appropriations as part of annual budget and/or future grant awards ENVIRONMENTAL REVIEW: This is not a project and, therefore, not subject to environmental review. ORDINANCE: INTRODUCTION FINAL ADOPTION STAFF RECOMMENDATION: Adopt Resolution executing an Agreement with Randall Lamb Associates, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's CIP. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: 1. Explanation 2. Agreement 3. Resolution 92 of 180 AGREEMENT BETWEEN THE CITY OF NATIONAL CITY AND RANDALL LAMB ASSOCIATES, INC. THIS AGREEMENT is entered into on this 15th day of September, 2020, between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and RANDALL LAMB ASSOCIATES, INC., a corporation (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide on -call project support services for National City's Capital Improvement Program (CIP); WHEREAS, on May 1, 2019, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for on -call project support services for National City's CIP; WHEREAS, on June 10, 2019, the CONSULTANT submitted a Statement of Qualifications (SOQ) in response to the RFQ, consistent with the requirements of the RFQ; WHEREAS, the CITY has determined that the CONSULTANT is a mechanical engineering firm; and WHEREAS, based on evaluation of the CONSULTANT SOQ and interview, the CITY has determined that the CONSULTANT is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide on -call CIP project support services for the CITY, and the CONSULTANT agrees to perform the services set forth here in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services shall be performed directly by the CONSULTANT or under direct supervision of the CONSULTANT. 2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement will become effective on September 15, 2020. The duration of this Agreement is for the period of September 15, 2020 through September 14, 2023. This Agreement may be extended by mutual agreement upon the same terms and conditions for an additional one (1) year term. The Parties may exercise up to two one-year extensions. Any extension of this Agreement must be approved in writing by the City Council. 93 of 180 3. SCOPE OF SERVICES. The CONSULTANT will perform services as set forth in the attached Exhibit "A", including, but not limited to, mechanical engineering and as -needed facilities needs. The CONSULTANT will be expected to submit proposals for individual task orders in a timely manner, consistent with the general scope of services described in Exhibit "A". Task order proposals shall include a detailed scope of work, schedule of deliverables, and a "not -to - exceed" cost estimate. The Project Coordinator will issue a Notice to Proceed upon approval of each individual task order. After issuance of a Notice to Proceed for each individual task order, the CONSULTANT will only receive compensation for actual work performed, on a time -and - materials basis, consistent with the detailed scope of work, and within the limits of the "not -to - exceed" cost estimate. The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CITY may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services. 4. PROJECT COORDINATION AND SUPERVISION. The City Engineer/Director of Public Works hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. Gary Eastley, PE, thereby is designated as the Project Director for the CONSULTANT. 5. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not exceed $2,000,000. The compensation for the CONSULTANT's work shall not exceed the rates set forth in Exhibit "B".The CITY will not accept CONSULTANT "mark-ups" for services provided by SUBCONSULTANTS. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit "A", as determined by the CITY. The CONSULTANT shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY, and for furnishing of copies to the CITY, if requested. 6. ACCEPTABILITY OF WORK. The CITY shall decide any and all questions which may arise as to the quality or acceptability of the services performed and the manner of performance, the acceptable completion of this Agreement, and the amount of compensation due. In the event the CONSULTANT and the CITY cannot agree to the quality or acceptability of the. work, the manner of performance and/or the compensation payable to the CONSULTANT in this Standard Agreement Page 2 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc. 94 of 180 Agreement, the CITY or the CONSULTANT shall give to the other written notice. Within ten (10) business days, the CONSULTANT and the CITY shall each prepare a report which supports their position and file the same with the other party. The CITY shall, with reasonable diligence, determine the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT. 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the CONSULTANT for this project, whether paper or electronic, shall: (1) be free from defects; (2) become the property of the CITY for use with respect to this project; and (3) shall be turned over to the CITY upon completion of the project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONSULTANT hereby assigns to the CITY, and CONSULTANT thereby expressly waives and disclaims any copyright in, and the right to reproduce, all written material, drawings, plans, specifications, or other work prepared under this Agreement, except upon the CITY' s prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONSULTANT shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONSULTANT agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium, or method utilize the CONSULTANT's written work product for the CITY's purposes, and the CONSULTANT expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CITY of documents, drawings, or specifications prepared by the CONSULTANT shall relieve the CONSULTANT from liability under Section 14, but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of Services of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT's employees are employees of the CITY, and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, medical, unemploy- ment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT's employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement, nor any interest herein, may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONSULTANT with its SUBCONSULTANT(S) shall require the SUBCONSULTANT(S) to adhere to the applicable terms of this Agreement. Standard Agreement Page 3 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc, 95 of 180 9. CONTROL. Neither the CITY, nor its officers, agents, or employees shall have any control over the conduct of the CONSULTANT or any of the CONSULTANT's employees, except as set forth in this Agreement. The CONSULTANT, or the CONSULTANT's agents, servants, or employees are not in any manner agents, servants, or employees of the CITY. The CONSULTANT and its agents, servants, and employees are wholly independent from the CITY and CONSULTANT's obligations to the CITY are solely prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the performance of the services to be provided herein, shall comply with all applicable state and federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City of National City, whether now in force or subsequently enacted. The CONSULTANT and each of its SUBCONSULTANT(S), shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. 11. LICENSES, PERMITS, ETC. The CONSULTANT represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. CONSULTANT must promptly produce a copy of any such license, permit, or approval to CITY upon request. The CONSULTANT represents and covenants that the CONSULTANT shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONSULTANT to practice its profession. 12. STANDARD OF CARE. A. The CONSULTANT, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONSULTANT's trade or profession currently practicing under similar conditions and in similar locations. The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. Unless disclosed in writing prior to the date of this Agreement, the CONSULTANT warrants to the CITY that it is not now, nor has it for the five (5) years preceding, been debarred by a governmental agency or involved in debarment, arbitration or litigation proceedings concerning the CONSULTANT's professional performance or the furnishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONSULTANT has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONSULTANT has notified the CITY otherwise, the CONSULTANT warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -section will render the CONSULTANT liable to the CITY for any increased costs that result from the CITY's later inability to obtain the specified items or any reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. Standard Agreement Page 4 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc. 96 of 180 13. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 14. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 14, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY. In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 15. 15. INDEMNIFICATION AND HOLD HARMLESS. To the maximum extent provided by law, the CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT's negligence, recklessness, or willful misconduct in the performance of this Agreement. CITY will cooperate reasonably in the defense of any action, and CONSULTANT shall employ competent counsel, reasonably acceptable to the City Attorney. The indemnity, defense and hold harmless obligations contained herein shall survive the termination of this Agreement for any alleged or actual omission, act, or negligence under this Agreement that occurred during the term of this. Agreement. Standard Agreement Page 5 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc. 97 of 180 16. EMPLOYEE PAYMENTS AND INDEMNIFICATION. A. PERS Eligibility Indemnification. If CONTRACTOR's employee(s) providing services under this Agreement claims, or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS of the CITY, CONTRACTOR shall indemnify, defend, and hold harmless CITY for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions which would otherwise be the responsibility of the CITY. CONTRACTOR's employees providing service under this Agreement shall not: (1) qualify for any compensation and benefit under PERS; (2) be entitled to any benefits under PERS; (3) enroll in PERS as an employee of CITY; (4) receive any employer contributions paid by CITY for PERS benefits; or (5) be entitled to any other PERS-related benefit that would accrue to a CITY employee. CONTRACTOR's employees hereby waive any claims to benefits or compensation described in this Section 16. This Section 16 applies to CONTRACTOR notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary. B. Limitation of CITY Liability. The payment made to CONTRACTOR under this Agreement shall be the full and complete compensation to which CONTRACTOR and CONTRACTOR's officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither CONTRACTOR nor CONTRACTOR's officers, employees, agents, and subcontractors are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to CITY employees. The CITY will not make any federal or state tax withholdings on behalf of CONTRACTOR. The CITY shall not be required to pay any workers' compensation insurance on behalf of CONTRACTOR. C. Indemnification for Employee Payments. CONTRACTOR agrees to defend and indemnify the CITY for any obligation, claim, suit, or demand for tax, retirement contribution including any contribution to PERS, social security, salary or wages, overtime payment, or workers' compensation payment which the CITY may be required to make on behalf of (1) CONTRACTOR, (2) any employee of CONTRACTOR, or (3) any employee of CONTRACTOR construed to be an employee of the CITY, for work performed under this Agreement. This is a continuing obligation that survives the termination of this Agreement. 17. WORKERS' COMPENSATION. The CONSULTANT shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Labor Code and all amendments thereto; and all similar State or federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, employees, and volunteers from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or recovered against the CITY or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement. Standard Agreement Page 6 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc. 98 of 180 18. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its SUBCONSULTANT(S), when applicable, to purchase and maintain throughout the term of this Agreement, the following insurance policies: A. Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. B. Automobile Insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include owned, non -owned, and hired vehicles. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of either $2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and $2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property damage arising out of its operations, work, or performance under this Agreement. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". The "project" or "location" should be noted with specificity on an endorsement that shall be incorporated into the policy. D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT's employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver of subrogation in favor of the CITY. Said endorsement shall be provided prior to commencement of work under this Agreement. If CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, officials, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. G. The Certificate Holder for all policies of insurance required by this Section shall be: City of National City c/o Risk Manager 1243 National City Boulevard National City, CA 91950-4397 H. Insurance shall be written with only insurers authorized to conduct business in California that hold a current policy holder's alphabetic and financial size category Standa►d Agreement Page 7 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc. 99 of 180 rating of not less than A:VII according to the current Best's Key Rating Guide, or a company of equal financial stability that is approved by the CITY's Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent List of Approved Surplus Line Insurers ("LASLI") and otherwise meet rating requirements. i. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY's Risk Manager. If the CONSULTANT does not keep all insurance policies required by this Section 18 in full force and effect at all times during the term of this Agreement, the CITY may treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. J. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. CITY reserves the right to modify the insurance requirements of this Section 18, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. K. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 19. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of - court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. Attorney's fees to the prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 20. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day's written notice to the CONSULTANT. During said 60-day period the CONSULTANT shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONSULTANT in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Tennination to the CONSULTANT as provided for herein. D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONSULTANT, whether paper or electronic, shall immediately become the property of and be delivered to the Standard Agreement Page 8 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc. 100 of 180 CITY, and the CONSULTANT shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CITY by the CONSULTANT's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 7. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONSULTANT. 21. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: Roberto Yano City Engineer/Director of Public Works Engineering & Public Works Department City of National City 1243 National City Boulevard National City, CA 91950-4397 To CONSULTANT: Gary Eastley, PE, LEED AP Principal -in -Charge Randall Lamb Associates, Inc. P.O. Box 2569 La Mesa, CA 91943 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-eight (48) hours by letter mailed or delivered as specified in this Section. Standard Agreement Page 9 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc. 101 of 180 22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONSULTANT shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONSULTANT also agrees not to specify any product, treatment, process or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONSULTANT shall at all tunes comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONSULTANT shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the CITY in which the CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. The CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONSULTANT shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONSULTANT shall obtain from the City Clerk, The CONSULTANT shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Section 22 by the CONSULTANT. 23. PREVAILING WAGES. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720, 1720.2, 1720.3, 1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. 24. ADMINISTRATIVE PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state, or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. To the extent any exhibits, schedules, or provisions thereof conflict or are inconsistent with the terms and. conditions -- contained in this Agreement, the terms and conditions of this Agreement shall control. Standard Agreement Page 10 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc. 102 of 180 F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Assignment & Assumption of Rights. CONSULTANT shall not assign this Agreement, in whole or in part, to any other party without first obtaining the written consent of CITY. H. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof; I. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The venue for any legal action arising under this Agreement shall be in either state or federal court in the County of San Diego, State of California. J. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the parties shall be subject to the examination and audit of the State Auditor for a period of three (3) years after final payment under the Agreement, per Government Code Section 8546.7. K. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. L. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. M. Subcontractors or Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. In the event any portion of the work under this Agreement is subcontracted, the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY, both the insurance provisions in Section 18 and the indemnification and hold harmless provision of Section 15 of this Agreement. 111 11I Standard Agreement Page 11 of 12 City of National City and Revised May 2019 Randall Lamb Associates, Inc. 103 of 180 N. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. CITY OF NATIONAL CITY By: Alejandra Sotelo Solis, Mayor APPROVED AS TO FORM: By: Angil P. Morris -Jones City Attorney Standard Agreement Revised May 2019 Page 12 of 12 RANDALL LAMB ASSOCIATES, INC., A CORPORATION (Corporation — .signatures of two corporate officers required) By: (Name) (Print) (Title) By: (Name) (Print) (Title) City of National City and Randall Lamb Associates, Inc. 104 of 180 EXHIBIT A 4757 Palm Avenue, La Mesa, CA 91942-9252 (619) 713-5700 PHI (619) 713-5701 FAX www.RandallLamb.com Integrated Services — MEP Engineering I Technical Services I Building Science I Building Commissioning I Clean Energy Solutions I Energy Services SAN DIEGO I SAN FRANCISCO 41 RANDALL LAMB June 7, 2019 Stephen Manganiello, Director of Public Works/City Engineer City of National City, Department of Engineering & Public Works 1243 National City Boulevard National City, CA 91950 Subject: Request for Qualifications; On -Call Project Support Services for National City's Capital Improvement Program (CIP) Dear Mr. Manganiello, As you know, Randall Lamb has had the privilege of working with the City of National City on several on - call tasks during the past 5 years. Our MEP engineering staff have developed healthy relationships with the Dept. of Engineering and Public Works and we trust that our implementation of the various studies and upgrades have met with the City's approval. Our breadth of MEP experience with additional municipalities across San Diego is vast, including engineering infrastructure upgrades, agency facilities and data centers, recreational centers, streetscape improvements and multi -family housing site infrastructure projects that the City is anticipating for their CIP. In addition, we offer commissioning and air barrier auditing and testing services should that need arise. We are unique in providing air barrier testing in San Diego County. Providing excellent client service is our mission and the reason why we enjoy a high repeat client base. We pride ourselves in offering solid engineering combined with a collaborative and sustainable approach on all of our projects. Our experienced team is eager to join the City of National City again in its quest to successfully deliver its major public improvements. Sincerely, &A-7,(Ze-,d7 Gary A. Eastley Principal -in -Charge (619) 713-5713 Enclosures 105 of 180 RANDALL LAMB 5. Experience & Technical Competence Teamwork, communication and experience form the foundation of all successful projects. As mechanical, electrical and plumbing (MEP) engineers, award -winning Randall Lamb builds on that foundation by designing the critical systems that support a building's aesthetics, efficiency and sustainability. We develop synergistic relationships with the entire design team, from inception to construction. Headquartered in San Diego since 1974, Randall Lamb expanded to San Francisco in ag86. Our 45 year history includes a strong portfolio in the following markets: Public agencies/military, healthcare, science & technology, education, commercial, hospitality and mission critical. Federal and Public Agencies Federal agencies, municipalities and other public agencies — including the City of National City - have counted on Randall Lamb for reliable mechanical and electrical engineering solutions for their facilities that include offices, recreation facilities, corporation yards, hangars, courts and detention facilities, and bachelor enlisted quarters. Randall Lamb has provided on -call services for National City as well as Federal MEP indefinite quantity contracts for the GSA, Region 9, Southwest Division NavFac Engineering Command, and the Veteran's Administration. Integrated Services In addition to traditional MEP engineering and design, Randall Lamb provides professional services to our clients that look toward a sustainable future. Briefly, these services include the following: Sustainable Design In all areas of design, Randall Lamb has held itself to the highest standard of environmental stewardship and responsibility. Sustainable design requires careful consideration of the long-term environmental and economic impacts ofa building or facility during its planning, design, construction, commissioning and occupancy. Randall Lamb's ability to understand the whole building process has put our firm at the forefront of sustainable design. Our belief is that sustainability is more than just a trend, but rather, the best way to do business. Randall Lamb has prepared a multitude of energy analyses and worked with owners and architects at developing plans to cut their energy consumption and/or use alternative sources. Even in projects where sustainability is not a driving feature, Randall Lamb offers innovative solutions to very real problems, resulting in more efficient design and practices. Commissioning Services (optional) Building Commissioning for new construction documents and confirms that building systems function as intended; Retro-commissioning for existing buildings investigates, analyses, and optimizes the operation of these building systems for continued performance over time. Randall Lamb offers both. Air Barrier Auditing (optional) Effective July 1, 2014, the State of California requires air barriers in all nonresidential, commercial, high-rise residential and all hotel/motel occupancies in order to alleviate uncontrolled air leakage and increased energy usage into and out ofa building. This includes the roof, wall and floor systems that surround the space being heated and cooled. Randall Lamb offers Building Envelope Consulting, Air Barrier Testing and Thermal Imaging Services to verify performance and troubleshoot air barrier systems. The following matrix summarizes the disciplines that are included in this SOO, however it is understood that we would not be involved in MEP as well as Air Barrier & Commissioning on a single project: Mechanical/Plumbing Engineering Electrical Engineering Air Barrier &/or Commissioning 4 RANDALL LAMB X X X 106 of 180 EXHIBIT B PENDING 107 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City: 1) authorizing the Mayor to execute a three-year Agreement with Shadpour Consulting Engineers, Inc. dba SC Engineers, Inc. for a not -to - exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, mechanical engineering and as -needed facilities needs; and 2) authorizing the City Manager to execute any project - specific supplemental agreements, as may be required for grant funded projects. (Engineering/Public Works) Please scroll down to view the backup material. 108 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO.: ITEM TITLE: Resolution of the City Council of the City of National City, 1) authorizing the Mayor to execute a three- year Agreement with Shadpour Consulting Engineers, Inc. dba SC Engineers, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, mechanical engineering and as -needed facilities needs; and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. PREPARED BY: Tirza Gonzales, ManagementAnalyst,Il DEPARTMENT: Engineeublic Works PHONE: 619-336-4318APPROVED BY: EXPLANATION: See staff report. FINANCIAL STATEMENT: APPROVED: FINANCE ACCOUNT NO. APPROVED: MIS Funds are appropriated in various CIP accounts for FY 2021; funding for subsequent fiscal years is dependent on future CIP appropriations as part of annual budget and/or future grant awards ENVIRONMENTAL REVIEW: This is not a project and, therefore, not subject to environmental review. ORDINANCE: INTRODUCTION FINAL ADOPTION ❑ STAFF RECOMMENDATION: Adopt Resolution executing an Agreement with SC Engineers, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's CIP. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: 1. Explanation 2. Agreement 3. Resolution 109of18 0 AGREEMENT BETWEEN THE CITY OF NATIONAL CITY AND SHADPOUR CONSULTING ENGINEERS, INC. dba SC ENGINEERS, INC. THIS AGREEMENT is entered into on this 15th day of September, 2020, between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and SHADPOUR CONSULTING ENGINEERS, INC., dba SC ENGINERS, INC., a California corporation (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide on -call project support services for National City's Capital Improvement Program (CIP); WHEREAS, on May 1, 2019, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for on -call project support services for National City's CIP; WHEREAS, on June 10, 2019, the CONSULTANT submitted a Statement of Qualifications (SOQ) in response to the RFQ, consistent with the requirements of the RFQ; WHEREAS, the CITY has determined that the CONSULTANT is a mechanical engineering firm; and WHEREAS, based on evaluation of the CONSULTANT SOQ and interview, the CITY has determined that the CONSULTANT is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide on -call CIP project support services for the CITY, and the CONSULTANT agrees to perform the services set forth here in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services shall be performed directly by the CONSULTANT or under direct supervision of the CONSULTANT. 2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement will become effective on September 15, 2020. The duration of this Agreement is for the period of September 15, 2020 through September 14, 2023. This Agreement may be extended by mutual agreement upon the same terms and conditions for an additional one (1) year term. The Parties may exercise up to two one-year extensions. Any extension of this Agreement must be approved in writing by the City Council. 110 of 180 3. SCOPE OF SERVICES. The CONSULTANT will perform services as set forth in the attached Exhibit "A", including, but not limited to, mechanical engineering and as -needed facilities needs. The CONSULTANT will be expected to submit proposals for individual task orders in a timely manner, consistent with the general scope of services described in Exhibit "A". Task order proposals shall include a detailed scope of work, schedule of deliverables, and a "not -to - exceed" cost estimate. The Project Coordinator will issue a Notice to Proceed upon approval of each individual task order. After issuance of a Notice to Proceed for each individual task order, the CONSULTANT will only receive compensation for actual work performed, on a time -and - materials basis, consistent with the detailed scope of work, and within the limits of the "not -to - exceed" cost estimate. The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CITY may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services. 4. PROJECT COORDINATION AND SUPERVISION. The City Engineer/Director of Public Works hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. Frank Shadpour, PE, thereby is designated as the Project Director for the CONSULTANT. 5. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not exceed $2,000,000. The compensation for the CONSULTANT's work shall not exceed the rates set forth in Exhibit "B".The CITY will not accept CONSULTANT "mark-ups" for services provided by SUBCONSULTANTS. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit "A", as determined by the CITY. The CONSULTANT shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment under this Agreement, for inspection by the CITY, and for furnishing of copies to the CITY, if requested. 6. ACCEPTABILITY OF WORK. The CITY shall decide any and all questions which may arise as to the quality or acceptability of the services performed and the manner of performance, the acceptable completion of this Agreement, and the amount of compensation due. In the event the CONSULTANT and the CITY _cannot agree to the. quality or acceptability_ of the work, the manner of performance and/or the compensation payable to the CONSULTANT in this Standard Agreement Page 2 of 12 City of National City and Revised May 2019 SC Engineers, Inc. 111 of 180 Agreement, the CITY or the CONSULTANT shall give to the other written notice. Within ten (10) business days, the CONSULTANT and the CITY shall each prepare a report which supports their position and file the same with the other party. The CITY shall, with reasonable diligence, determine the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT. 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the CONSULTANT for this project, whether paper or electronic, shall: (1) be free from defects; (2) become the property of the CITY for use with respect to this project; and (3) shall be turned over to the CITY upon completion of the project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONSULTANT hereby assigns to the CITY, and CONSULTANT thereby expressly waives and disclaims any copyright in, and the right to reproduce, all written material, drawings, plans, specifications, or other work prepared under this Agreement, except upon the CITY's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONSULTANT shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONSULTANT agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium, or method utilize the CONSULTANT's written work product for the CITY's purposes, and the CONSULTANT expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. Any modification or reuse by the CITY of documents, drawings, or specifications prepared by the CONSULTANT shall relieve the CONSULTANT from liability under Section 14, but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of Services of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT's employees are employees of the CITY, and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, medical, unemploy- ment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT's employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement, nor any interest herein, may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONSULTANT with. its SUBCONSULTANT(S) shall require the SUBCONSULTANT(S) to adhere to the applicable terms of this Agreement. Standard Agreement Page 3 of 12 City of National City and Revised May 2019 SC Engineers, Inc. 112 of 180 9. CONTROL. Neither the CITY, nor its officers, agents, or employees shall have any control over the conduct of the CONSULTANT or any of the CONSULTANT's employees, except as set forth in this Agreement. The CONSULTANT, or the CONSULTANT's agents, servants, or employees are not in any manner agents, servants, or employees of the CITY. The CONSULTANT and its agents, servants, and employees are wholly independent from the CITY and CONSULTANT's obligations to the CITY are solely prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the performance of the services to be provided herein, shall comply with all applicable state and federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City of National City, whether now in force or subsequently enacted. The CONSULTANT and each of its SUBCONSULTANT(S), shall obtain and maintain a current City of National City business license prior to and during performance of any work pursuant to this Agreement. 11. LICENSES, PERMITS, ETC. The CONSULTANT represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. CONSULTANT must promptly produce a copy of any such license, permit, or approval to CITY upon request. The CONSULTANT represents and covenants that the CONSULTANT shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONSULTANT to practice its profession. 12. STANDARD OF CARE. A. The CONSULTANT, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the CONSULTANT' s trade or profession currently practicing under similar conditions and in similar locations. The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. Unless disclosed in writing prior to the date of this Agreement, the CONSULTANT warrants to the CITY that it is not now, nor has it for the five (5) years preceding, been debarred by a governmental agency or involved in debarment, arbitration or litigation proceedings concerning the CONSULTANT's professional performance or the furnishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONSULTANT has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONSULTANT has notified the CITY otherwise, the CONSULTANT warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -section will render the CONSULTANT liable to the CITY for any increased costs that result from the CITY's later inability to obtain the specified items or any reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. Standard Agreement Page 4 of 12 City of National City and Revised May 2019 SC Engineers, Inc, 113 of 180 13. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 14. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 14, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY. In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 15. 15. INDEMNIFICATION AND HOLD HARMLESS. To the maximum extent provided by law, the CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT's negligence, recklessness, or willful misconduct in the performance of this Agreement. CITY will cooperate reasonably in the defense of any action, and CONSULTANT shall employ competent counsel, reasonably acceptable to the City Attorney. The indemnity, defense and hold harmless obligations contained herein shall survive the termination of this Agreement for any alleged or actual omission, act, or negligence under this Agreement that occurredduring the_terrn of this Agreement.... Standard Agreement Page 5 of 12 City of National City and Revised May 2019 SC Engineers, Inc. 114 of 180 16. EMPLOYEE PAYMENTS AND INDEMNIFICATION. A. PERS Eligibility Indemnification. If CONTRACTOR's employee(s) providing services under this Agreement claims, or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS of the CITY, CONTRACTOR shall indemnify, defend, and hold harmless CITY for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions which would otherwise be the responsibility of the CITY. CONTRACTOR's employees providing service under this Agreement shall not: (1) qualify for any compensation and benefit under PERS; (2) be entitled to any benefits under PERS; (3) enroll in PERS as an employee of CITY; (4) receive any employer contributions paid by CITY for PERS benefits; or (5) be entitled to any other PERS-related benefit that would accrue to a CITY employee. CONTRACTOR's employees hereby waive any claims to benefits or compensation described in this Section 16. This Section 16 applies to CONTRACTOR notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary. B. Limitation of CITY Liability. The payment made to CONTRACTOR under this Agreement shall be the full and complete compensation to which CONTRACTOR and CONTRACTOR's officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither CONTRACTOR nor CONTRACTOR's officers, employees, agents, and subcontractors are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to CITY employees. The CITY will not make any federal or state tax withholdings on behalf of CONTRACTOR. The CITY shall not be required to pay any workers' compensation insurance on behalf of CONTRACTOR. C. Indemnification for Employee Payments. CONTRACTOR agrees to defend and indemnify the CITY for any obligation, claim, suit, or demand for tax, retirement contribution including any contribution to PERS, social security, salary or wages, overtime payment, or workers' compensation payment which the CITY may be required to make on behalf of (1) CONTRACTOR, (2) any employee of CONTRACTOR, or (3) any employee of CONTRACTOR construed to be an employee of the CITY, for work performed under this Agreement. This is a continuing obligation that survives the termination of this Agreement. 17. WORKERS' COMPENSATION. The CONSULTANT shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Labor Code and all amendments thereto; and all similar State or federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, employees, and volunteers from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or recovered against the CITY or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement. Standard Agreement Page 6 of 12 City of National City and Revised May 2019 SC Engineers, Inc. 115 of 180 18. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its SUBCONSULTANT(S), when applicable, to purchase and maintain throughout the term of this Agreement, the following insurance policies: A. Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence. B. Automobile Insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $1,000,000 combined single limit per accident. Such automobile insurance shall include owned, non -owned, and hired vehicles. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of either $2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and $2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property damage arising out of its operations, work, or performance under this Agreement. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". The "project" or "location" should be noted with specificity on an endorsement that shall be incorporated into the policy. D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT's employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver of subrogation in favor of the CITY. Said endorsement shall be provided prior to commencement of work under this Agreement. If CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, officials, employees, and volunteers, so that any other policies. held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. G. The Certificate Holder for all policies of insurance required by this Section shall be: City of National City c/o Risk Manager 1243 National City Boulevard National City, CA 91950-4397 H. Insurance shall be written with only insurers authorized to conduct business in California that hold a current policy -holder's alphabetic and financial size category Standard Agreement Page 7 of 12 City of National City and Revised May 2019 SC Engineers, Inc. 116 of 180 rating of not less than A:VII according to the current Best's Key Rating Guide, or a company of equal financial stability that is approved by the CITY's Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent List of Approved Surplus Line Insurers ("LASLI") and otherwise meet rating requirements. I. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY's Risk Manager. If the CONSULTANT does not keep all insurance policies required by this Section 18 in full force and effect at all times during the term of this Agreement, the CITY may treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. J. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. CITY reserves the right to modify the insurance requirements of this Section 18, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. K. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 19. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of - court settlement, shall be entitled to have and recover of and from the other party all costs and expenses of suit, including attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgment or award. Attorney's fees to the prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 20. TERMINATION. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day's written notice to the CONSULTANT. During said 60-day period the CONSULTANT shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONSULTANT in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONSULTANT as provided for herein. D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONSULTANT, whether paper or electronic, shall- immediately become the property of and be delivered to the Standard Agreement Page 8 of 12 City of National City and Revised May 2019 SC Engineers, Inc. 117 of 180 CITY, and the CONSULTANT shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CITY by the CONSULTANT's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 7. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONSULTANT. 21. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: Roberto Yano City Engineer/Director of Public Works Engineering & Public Works Department City of National City 1243 National City Boulevard National City, CA 91950-4397 To CONSULTANT: Frank Shadpour, PE, CxA, LEED AP Principal SC Engineers, Inc. 17075 Via Del Campo San Diego, CA 92127 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-eight (48) hours by letter mailed or delivered as specified in this Section. Standard Agreement Revised May 2019 Page 9 of 12 City of National City and SC Engineers, Inc. 118 of 180 22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONSULTANT shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONSULTANT also agrees not to specify any product, treatment, process or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONSULTANT shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONSULTANT shall immediately disqualify itself and shall not use its official position to influence in any way any matter coming before the CITY in which the CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. The CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONSULTANT shall file a Statement of Economic Interests with the City Clerk of the City of National City in a timely manner on forms which the CONSULTANT shall obtain from the City Clerk. The CONSULTANT shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Section 22 by the CONSULTANT. 23. PREVAILING WAGES. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720, 1720.2, 1720.3, 1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. 24. ADMINISTRATIVE PROVISIONS. A. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state, or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. To the extent any exhibits, schedules,or provisions _thereof conflict or are inconsistent -with the terms and conditions contained in this Agreement, the terms and conditions of this Agreement shall control. Standard Agreement Page 10 of 12 City of National City and Revised May 2019 SC Engineers, Inc. 119 of 180 F. Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. G. Assignment & Assumption of Rights. CONSULTANT shall not assign this Agreement, in whole or in part, to any other party without first obtaining the written consent of CITY. H. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. I. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The venue for any legal action arising under this Agreement shall be in either state or federal court in the County of San Diego, State of California. J. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the parties shall be subject to the examination and audit of the State Auditor for a period of three (3) years after final payment under the Agreement, per Government Code Section 8546.7. K. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. L. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. M. Subcontractors or Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. In the event any portion of the work under this Agreement is subcontracted, the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY, both the insurance provisions in Section 18 and the indemnification and hold hariiiless provision of Section 15 of this Agreement. Standard Agreement Page 11 of 12 City of National City and Revised May 2019 SC Engineers, Inc. 120 of 180 N. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or any amendments hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. CITY OF NATIONAL CITY By: Alejandra Sotelo Solis, Mayor APPROVED AS TO FORM: By: Angil P. Morris -Jones City Attorney Standard Agreement Page 12 of 12 SHADPOUR CONSULTING ENGINEERS INC., DBA SC ENGINEERS, INC., A CALIFORNIA CORPORATION (Corporation —signatures of two corporate officers required) By: (Name) (Print) (Title) By: (Name) (Print) (Title) City ofNational City and Revised May 2019 SC Engineers, Inc. 121 of 180 Principals: Frank Shadpour, PE Jeremy Clifton, PE Edward Lehman, PE Lyle Willis, PE Joseph Kilcoyne, PE Justin Dolley, PE Stefanie Johnson Shadpour Consulting Engineers, Inc. EXHIBIT A Engineers & Planners June 10, 2019 Mr. Roberto Yano, P.E. Deputy City Engineer City of National City Engineering & Public Works Department 1243 National City Boulevard National City, CA 91950 RE: RFQ On -Call Project Support Services for National City's CIP Dear Mr. Yano, SC Engineers is a consulting engineering and planning firm providing expertise in Mechanical Engineering. Having served as the Mechanical Engineer for numerous government facilities, we fully understand your need for a proven Services Provider and are confident in our ability to effectively and efficiently address your requirements. What benefits does SC Engineers bring to the City of National City? ✓ Unparalleled Expertise - SC Engineers brings unparalleled mechanical engineering knowledge and expertise to the contract. Our senior, registered engineers share years of mutual experience in providing innovative solutions that emphasize redundancy, maintainability, operational flexibility, energy efficiency, occupant comfort, and safety. We have provided such services for hundreds of similar projects as identified in the RFQ and currently serve as the Prime Consultant for numerous public entities, including local, state, and federal agencies. We can assure that you will not suffer from any "first time syndrome" on the behalf of our team. ✓ Proven Capacity to Deliver - We understand that the contract tasks are unique and time sensitive; as such, we are prepared to respond to requests for on -site support in an effective manner. Our centralized location, client -focused project delivery organization, and staffing depth enables us to execute multiple projects simultaneously, without compromising critical delivery schedules, established budgets, or service quality. We also understand the importance of Principal involvement and the continuity of key personnel throughout the contract duration. We can assure that the individuals listed in this response have the capacity to be fully engaged and actively participating in their respective roles from start to finish. ✓ Track Record of Success - SC Engineers has established a successful track record of providing exceptional service to our clients. More than 98% of our work is from repeat clientele and over 70% of our clients are Owners. Our success is attributed to not only our knowledge and expertise but to our strong communication skills, ability to think "outside -the -box", proven project management approach, and exceptional quality control process. Having served as the Prime Consultant for numerous government entities, we are well versed in the codes and guidelines that dictate these types of projects. ✓ Engineering for Thriving Communities - Environmental stewardship and social responsibility are at the heart of our practice. As engineers, we understand that our role is critical to assure the delivery of high -performing, energy efficient buildings. This contract would allow us to work alongside the City to make decisions that positively affect the future of its citizens and produce projects that the entire community can be proud of. Our team understands the level of commitment that is required to properly service this contract and we look forward to the opportunity to work together. Sincerely, Frank Shadpour, PE, CxA, LEfED AP Principal 1 SC ENGINEERS, INC. RFQ On -Call Project Support Services for National City's CIP 1 Mechanical Engineering SC Engineers, Inc. 1 1 122 of 180 5.0 I EXPERIENCE AND TECHNICAL COMPETENCE 5.01 EXPERIENCE AND TECHNICAL COMPETENCE 5.A1 DISCIPLINE OF INTEREST/ QUALIFICATIONS SC Engineers, Inc. is interested in the discipline of Mechanical Engineering. All work will be performed in-house; no subconsultants will be utilized. 5.A.1.1 FIR r ', DESCRIPTION Located in San Diego, CA and founded in 2004, SC Engineers is a small business, consulting engineering and planning firm that provides outstanding expertise in Mechanical and Plumbing Engineering; Energy Efficiency; Building Automation; and Total Building Commissioning. In the past 14 years, SC Engineers has established a reputation for producing energy efficient and sustainable solutions for both public and private sector clients, including federal, state, and local government agencies. 5.A.21 INDUSTRY LEADERSHIP The recipient of San Diego Gas & Electric's (SDG&E's) Energy Showcase Champion Award, the highest award bestowed by the utility company, SC Engineers brings unparalleled knowledge in energy conservation and sustainable solutions. An industry leader, SC Engineers has enjoyed a number of industry "firsts" including serving as the Mechanical Engineer of Record (MEOR) for the first LEED Platinum Certified Community College District Project in San Diego, the Miramar College Police Station and Parking Structure; the first LEED Certified Hospital in the State of California, the Rady Children's Hospital -San Diego Acute Care Pavilion; and the Building Automation Systems (BAS) Engineer for the first LEED Platinum, Net - Zero Energy, Carbon Neutral Laboratory in the World, the J. Craig Venter Institute located on the University of California, San Diego (UCSD) campus. 5.A.3 1 IN-HOUSE CAPABILITIES The SC Engineer Team consists of industry experts who apply their knowledge, experience, and creativity to meet client goals and expectations. Our in-house team includes Registered Professional Mechanical and Electrical Engineers; a Registered Architect; AGC Certified Commissioning Authorities; J. Craig Venter Institute: SC Engineers served as the BAS Engineer for this facility; the first laboratory in the world to achieve Net - Zero Energy and LEED Platinum Certification located at the UCSD Campus. USGBC LEED Accredited Professionals; ASHRAE Fellows; an ASHRAE Healthcare Facility Design Professional; an ASHRAE Building Energy Assessment Professional; an ASHRAE Building Energy Modeling Professional; an ASPE Certified Plumbing Designer; an ASPE Certified Professional Estimator; a CSI Certified Construction Specifier; Graduate Architects and Engineers; as well as CAD/BIM Production and Operations staff. 5.A.4 1 KEY SERVICE AREAS SC Engineers is organized into a series of multi- disciplinary teams with varied specialties which can be compartmentalized into four primary service areas: 1) Planning and Design; 2) Energy Efficiency; 3) Building Automation; and 4) Total Building Commissioning. Our organization is structured to address these primary services areas, and together, our teams work in concert to deliver total building solutions to our clients. PLANNING AND DESIGN: SC Engineers provides master planning, design, and construction document packages for a variety of new and existing facilities, delivering innovative solutions that emphasize energy efficiency, low life cycle costs, ease of maintenance, and occupant safety and comfort. Our engineering teams are highly sought after in the building industry's design and construction community, having completed numerous high -profile, award -winning projects. RFQ on -Call Project Support Services for National City's CIP I Mechanical Engineering SC Engineers, Inc. 15 123 of 180 EXHIBIT B PENDING 124 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City authorizing the installation of 20 feet of red curb "No Parking" at the intersection of E. 18th Street and "B" Avenue to enhance visibility at the intersection (TSC No. 2020-10). (Engineering/Public Works) Please scroll down to view the backup material. 125 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO. ITEM TITLE: Resolution of the City Council of the City of National City authorizing the installation of 20 feet of red curb "No Parking" at the intersection of E. 18th Street and "B" Avenue to enhance visibility at the intersection (TSC No. 2020-10). PREPARED BY: Carla Hutchinson, Assistant Engineer - Civil C. 0, DEPARTMENT: E PHONE: 619-336-4388 APPROVED BY: EXPLANATION: See attached. /P blic Works FINANCIAL STATEMENT: ACCOUNT NO. N/A ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: FINAL ADOPTION: APPROVED: APPROVED: Finance MIS STAFF RECOMMENDATION: Adopt Resolution authorizing installation of 20 feet of red curb "No Parking" at the intersection of E. 18th Street and "B" Avenue to enhance visibility at the intersection. BOARD / COMMISSION RECOMMENDATION: At their meeting on August 26, 2020, the Traffic Safety Committee approved staff's recommendation to install 20 feet of red curb "No Parking" at the intersection of E. 18th Street and "B" Avenue. ATTACHMENTS: 1. Explanation w/ Exhibit 2. Staff Report to the Traffic Safety Committee on August 26, 2020 (TSC No. 2020-10) 3. Resolution 126 of 1801 EXPLANATION Alyssa Alba, an area resident, has requested red curb "No Parking" at the intersection between E. 18th Street and "B" Avenue to improve visibility and enhance safety for the vehicles exiting from "B" Avenue onto E. 18th Street. Staff performed a site evaluation. E. 18th Street and "B" Avenue are currently 2-lanes wide and both streets have available parking on both sides of the street. The posted speed limit on E. 18th Street is 30 mph. The intersection between the two streets is currently stop controlled for northbound and southbound traffic on "B" Avenue. Staff confirmed that there is existing red curb on the north side of E. 18th Street, west of "B" Avenue, and two curb pop -outs and the north and south side of E. 18th Street, east of "B" Avenue at the intersection. Staff confirmed that when vehicles park too close to the southwest corner on E. 18th Street at the intersection, the visibility for the vehicles that are exiting "B" Avenue onto E. 18th Street is obstructed. Furthermore, staff also reviewed the traffic collision history for this location, which confirmed there was one "reported" traffic collision within the past four years, due to violation of right-of-way. This item was presented to the Traffic Safety Committee via Zoom platform on August 26, 2020. Staff sent notices to area residents inviting them to call -in to the Traffic Safety Committee Meeting and/or contact staff with any questions. There were no members of the public that called -in to the meeting. Staff presented the results of the site evaluation and after discussion, the Traffic Safety Committee unanimously approved staff's recommendation to instal! 20 feet of red curb "No Parking" on the south side of E. 18th Street, west of "B" Avenue to improve visibility for vehicles exiting "B" Avenue onto E. 18th Street. This will result in the loss of one (1) on -street parking space. If approved by City Council, all work will be performed by City Public Works 127 of 180 Location Map with Recommended Enhancements (TSC Item: 2020-10) Existing red curb "No Parking" 20' of proposed red curb "No Parking" 138 E. 18"' Street Existing curb pop -outs 128 of 180 ITEM TITLE: NATIONAL CITY TRAFFIC SAFETY COMMITTEE AGENDA REPORT FOR AUGUST 26, 2020 1 REQUEST TO INSTALL 20 FEET OF RED CURB "NO PARKING" AT THE INTERSECTION OF E. 18TH STREET & "B" AVENUE TO ENHANCE VISIBILITY AT THE INTERSECTION PREPARED BY: Carla Hutchinson, Assistant Engineer - Civil Engineering & Public Works Department DISCUSSION: Alyssa Alba, an area resident, has requested red curb "No Parking" at the intersection between E. 18t" Street and "B" Avenue to improve visibility and enhance safety for the vehicles exiting from "B" Avenue onto E. 18t" Street. Staff performed a site evaluation. E. 18'" Street and "B" Avenue are currently 2-lanes wide and both streets have available parking on both sides of the street. The posted speed limit on E. 18t" Street is 30 mph. The intersection between the two streets is currently stop controlled for northbound and southbound traffic on "B" Avenue. Staff confirmed that there is existing red curb on the north side of E. 18th Street, west of "B" Avenue, and two curb pop - outs and the north and south side of E. 18'" Street, east of "B" Avenue at the intersection. Staff confirmed that when vehicles park too close to the southwest corner on E. 18'" Street at the intersection, the visibility for the vehicles that are exiting "B" Avenue onto E. 18'" Street is obstructed. Staff also reviewed the traffic collision history for this location, which confirmed there was one (1) "reported" traffic collision within the past four years. The NCPD report shows that crash at the intersection was due to a violation of right of way in the intersection (CVC 21800A). See attachment traffic collision summary table. STAFF RECOMMENDATION: Based on evaluation of existing conditions, staff recommends the installation of 20 feet of red curb "No Parking" on the south side of E. 18th Street, west of "B" Avenue to improve visibility for vehicles exiting "B" Avenue onto E. 18t" Street. This will result in the Toss of one (1) on - street parking space. EXHIBITS: 1. Public Request 2. Public Notice 3. Location Map 4. Photos 5. Traffic Collision History 2020-10 129 of 180 CALIFORNIA NATIONAL CflV c INCOO RPOon PUBLIC REQUEST FORM Contact Information Name: Alyssa Alba Address: Phone: Email: Request Information Location: 18th Street & B Avenue Request: There's constantly collisions or honking from cars almost colliding. Cars turning onto 18th from B must pull far out into the intersection in order to see oncoming traffic. Attachments: Yes No Description: Internal Use Only: Request Received By: Date: Received via: Counter/In-Person Assigned To: Notes: Telephone Email Fax Referral: 130 of 180 August 19, 2020 Resident/Property Owner CALIFORNIA ^f NATIONAL City INCORPORATE Subject: TRAFFIC SAFETY COMMITTEE (TSC) ITEM NO. 2020-10 REQUEST TO INSTALL 20 FEET OF RED CURB "NO PARKING" AT THE INTERSECTION OF E. 181.14 STREET AND "B" AVENUE TO ENHANCE VISIBILITY AND ACCESS FROM "B" AVENUE ONTO E. 18TH STREET. Dear Sir/Madame: The City of National City would like to invite you to our next public Traffic Safety Committee Conference CaII scheduled for Wednesday, August 26, 2020, at 1:00 P.M. via Zoom. Please use the following information to call -in to the meeting during the scheduled time: Join Zoom Meeting from computer https://zoom. us/j/95496043345?pwd=emwxNDBLdUtoT21gVi9GSEhQbGtZUT09 Join Zoom Meeting by phone +1 669-900-9128 Meeting ID: 954 9604 3345 Password: 683847 If you have any questions, comments, and/or concerns, please contact the Engineering Department at 619-336-4380 and reference Traffic Safety Committee Item Number 2020-10. Sincerely, Roberto Yano, P.E. City Engineer/Director of Public Works RY:ch Enclosure: Location Map 2020-10 1234 National City Boulevard, National City, CA 91950-6530 (619) 336-4380 Fax (619) 336-4397 engineering@nationalcityca.gov 131 of 180 Location Map with Recommended Enhancements (TSC Item: 2020-10) / tkompuiliftv Existing red red curb "No Parking" We -I 20' of proposed red curb "No Parking" 138 E. 18"' Street Existing curb pop -outs E.18th Stree . 1 32 of 1 80 20' of proposed red curb "No Parking" Location of proposed red curb "No Parking" on southwest corner of E. 18' Street (looking west) 20' of proposed red curb "No Parking" Location of proposed red curb "No Parking" on southwest corner of E. 18"h Street (looking south) 133 of 180 Traffic Collision History (NCPD Records Division) From August 4, 2016 — August 4, 2020, there was one traffic collision on the intersection of E. 18`h Street & "B" Avenue. NATIONAL CITY 1804732 9/19/20182050 VC 21800A RIGHT-OF-WAY:INTERSECTION E18TH STREET& B AVENUE, NC, 91950 N N INFRACTION 134 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City authorizing the installation of Stop Control sign for the "T" intersection of Prospect Street and E. 22nd Street for southbound traffic accessing E. 22nd Street (TSC No. 2020-11). (Engineering/Public Works) Please scroll down to view the backup material. 135 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO. ITEM TITLE: Resolution of the City Council of the City of National City authorizing the installation of Stop Control sign for the "T" intersection of Prospect Street and E. 22nd Street for southbound traffic accessing E. 22nd Street (TSC No. 2020-11). PREPARED BY: Carla Hutchinson, Assistant Engineer - Civil CH . DEPARTMENT: Engi /P blic Works PHONE: 619-336-4388 EXPLANATION: See attached. APPROVED BY: FINANCIAL STATEMENT: ACCOUNT NO. jN/A ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: FINAL ADOPTION: APPROVED: APPROVED: Finance MIS STAFF RECOMMENDATION: Adopt Resolution authorizing installation of Stop Control sign for the "T" intersection of Prospect Street and E. 22nd Street for southbound traffic accessing E. 22nd Street. BOARD / COMMISSION RECOMMENDATION: At their meeting on August 26, 2020, the Traffic Safety Committee approved staff's recommendation to install Stop Control sign for the "T" intersection of Prospect Street and E. 22nd Street. ATTACHMENTS: 1. Explanation w/ Exhibit 2. Staff Report to the Traffic Safety Committee on August 26, 2020 (TSC No. 2020-11) 3. Resolution 136 of 1801 EXPLANATION An area resident has requested the installation of a Stop control sign at the "T" intersection of Prospect Street and E. 22nd Street for southbound traffic, in order to enhance safety at the intersection. Staff visited the site and confirmed the "T" intersection is delimitated by the area described above, Staff also confirmed that this intersection does not have signed or marked control. It should also be noted that the "T" intersection is located in a residential area where the streets are 2-lane local roadways with parking on both sides of the street and a posted speed limit of 25 mph. Based on the guidelines outlined in the State of California Manual on Uniform Traffic Control Devices (MUTCD) Section 2B.04, staff recommends the installation of a Stop Control sign at the "T" intersection delimitated by the area described above. In addition, a Stop Control sign is required for vehicles on a street entering a designated through street. Staff also reviewed the traffic collision history for these intersections, which confirmed there were two (2) "reported" traffic collisions within the past four years. The NCPD report shows that one of the crashes at the intersection was due to a violation of left turn yield in the intersection (CVC 21801A). See attachment traffic collision summary table. This item was presented to the Traffic Safety Committee via Zoom platform on August 26, 2020. Staff sent notices to area residents inviting them to call -in to the Traffic Safety Committee Meeting and/or contact staff with any questions. There were no members of the public that called -in to the meeting. After the discussion, the Traffic Safety Committee approved staffs recommendation for the following traffic safety enhancements in the intersection of Prospect Street and E, 22nd Street: 1. Install one Stop control sign on Prospect Street on the north side of E. 22nd Street; 2. Install 25 feet of red curb "No Parking" on Prospect Street on the north side of E. 22nd Street. This will result in the loss of one (1) on -street parallel parking space. Installation of red curb "No Parking" to prevent vehicles from obstructing visibility of the Stop signs and centerline striping for alignment are typical traffic engineering safety measures for implementation of Stop sign control. If approved by City Council, all work will be performed by City Public Works. 137 of 180 Location Map with Recommended Enhancements (TSC Item: 2020-11) 25of proposed Red Curb "No Parking" & 50' of proposed double -yellow centerline Existing Red Curb "No Parking" & double -yellow centerline, with Stop sign NATIONAL CITY TRAFFIC SAFETY COMMITTEE AGENDA REPORT FOR AUGUST 26, 2020 2 ITEM TITLE: REQUEST TO INSTALL STOP CONTROL SIGN FOR THE "T" INTERSECTION OF PROSPECT STREET & E. 22ND STREET FOR SOUTHBOUND TRAFFIC ACCESSING E. 22ND STREET. PREPARED BY: Carla Hutchinson, Assistant Engineer - Civil Engineering & Public Works Department DISCUSSION: An area resident has requested the installation of a Stop control sign at the "T" intersection of Prospect Street and E. 22nd Street for southbound traffic, in order to enhance safety at the intersection. Staff visited the site and confirmed the "T" intersection is delimitated by the area described above. Staff also confirmed that this intersection does not have signed or marked control. It should also be noted that the "T" intersection is located in a residential area where the streets are 2-lane local roadways with parking on both sides of the street and a posted speed limit of 25 mph. Staff recommends the installation of a Stop Control sign at the "T" intersection delimitated by the area described above since vehicles travelling on the minor streets must make a complete stop before attempting to enter onto the major streets that have the right of way. Staff also reviewed the traffic collision history for these intersections, which confirmed there were two (2) "reported" traffic collisions within the past four years. The NCPD report shows that one of the crashes at the intersection was due to a violation of left turn yield in the intersection (CVC 21801A). See attachment traffic collision summary table. STAFF RECOMMENDATION: Staff recommends the following traffic safety enhancements for the intersection of Prospect Street and E. 22nd Street: 1. Install one Stop control sign on Prospect Street on the north side of E. 22md Street; 2. Install 25 feet of red curb "No Parking" on Prospect Street on the north side of E, 22nd Street. This will result in the loss of one (1) on -street parallel parking space. EXHIBITS: 1. Public Request 2. Public Notice 3. Location Map 4. Photos 5. Traffic Collision History 2020-11 139 of 180 CALIFORNIA NATIONAL Mr rNCORPORATED PUBLIC REQUEST FORM Contact Information Name: Anonymous Address: Phone: Email: Request Information Location: Prospect Street & E. 22nd Street Request: Missing stop sign at intersection Attachments:n Yes No Description: Internal Use Only: Request Received By: Date: Received via: Assigned To: Notes: Counter/In-Person Telephone Email Fax Referral: 140 of 180 August 19, 2020 Resident/Property Owner CALIFORNIA N I.0N.El Ciyp INCORPOftAT�D Subject: TRAFFIC SAFETY COMMITTEE (TSC) ITEM NO. 2020-11 REQUEST TO INSTALL STOP CONTROL SIGN FOR THE "T" INTERSECTION OF PROSPECT STREET AND E. 22ND STREET FOR SOUTHBOUND TRAFFIC ACCESSING E. 22ND STREET. Dear Sir/Madame: The City of National City would like to invite you to our next public Traffic Safety Committee Conference CaII scheduled for Wednesday, August 26, 2020, at 1:00 P.M. via Zoom. Please use the following information to call -in to the meeting during the scheduled time: Join Zoom Meeting from computer https://zoom. us/j/95496043345?pwd=emwxN DBLd UtoT2IcVi9GS EhQbGtZUT09 Join Zoom Meeting by phone +1 669-900-9128 Meeting ID: 954 9604 3345 Password: 683847 If you have any questions, comments, and/or concerns, please contact the Engineering Department at 619-336-4380 and reference Traffic Safety Committee Item Number 2020-11. Sincerely, Roberto Yano, P.E. City Engineer/Director of Public Works RY:ch Enclosure: Location Map 2020-11 1234 National City Boulevard, National City, CA 91950-6530 (619) 336-4380 Fax (619) 336-4397 engineering@nationalcityca.gov 141 of 180 --- 711.111' . Location Map with Recommended Enhancements (TSC Item: 2020-11) • 25of proposed Red Curb "No Parking" & 50' of proposed double -yellow centerline 02 iflefir0131911111111111/111111 Auzittlituisustislia Existing Red Curb "No Parking" & double -yellow centerline, with Stop sign No& ....., . , r. 1 *! E. 22nd Street LEGEND RI-1 # 1CO 1-61 Proposed Stop sign Request to install Stop Control sign on Prospect Street on the north side of E. 22"8 Street (looking west) Request to install Stop Control sign on Prospect Street on the north side of E. 22"d Street (looking south) 143 of 180 Traffic Collision History (NCPD Records Division) From August 4, 2016 — August 4, 2020, there were two traffic collisions on the intersection of Prospect Street & E. 22nd Street. NATIONAL CITY 1706435 12/9/201712:30 VC22350 UNSAFE SPEED (BASIC SPEED LAW)(I) PROSPECT STREET&E 22N D STREET, NC, 91950 N 0 0 Y MISDEMEANOR N INFRACTION NATIONAL CITY 1604523 8/15/201611:52 VC 21801A LEFT TURN YIELD UNTIL SAFE OR U•TURN E22ND STREET &PROSPECT STREET, NC, Y 1 0 N N INFRACTION 144 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the City Council of the City of National City authorizing the installation of 10 feet of red curb "No Parking" at the intersection of W. 18th Street and Cleveland Avenue to enhance visibility at the intersection (TSC No. 2020-12). (Engineering/Public Works) Please scroll down to view the backup material. 145 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO. ITEM TITLE: Resolution of the City Council of the City of National City authorizing the installation of 10 feet of red curb "No Parking" at the intersection of W. 18th Street and Cleveland Avenue to enhance visibility at the intersection (TSC No. 2020-12). PREPARED BY: Carla Hutchinson, Assistant Engineer - CivilK,1-1. DEPARTMENT: Engi i /Public Works PHONE: 619-336-4388 EXPLANATION: See attached. APPROVED BY: FINANCIAL STATEMENT: ACCOUNT NO. N/A ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: FINAL ADOPTION: APPROVED: APPROVED: Finance MIS STAFF RECOMMENDATION: Adopt Resolution authorizing installation of 10 feet of red curb "No Parking" at the intersection of W. 18th Street and Cleveland Avenue to enhance visibility at the intersection. BOARD / COMMISSION RECOMMENDATION: At their meeting on August 26, 2020, the Traffic Safety Committee approved staff's recommendation to install 10 feet of red curb "No Parking" at the intersection of W. 18th Street and Cleveland Avenue. ATTACHMENTS: 1. Explanation w/ Exhibit 2. Staff Report to the Traffic Safety Committee on August 26, 2020 (TSC No. 2020-12) 3. Resolution I 146 of 1801 EXPLANATION Chris Bowers, president of ICD Waterjet & Laser Inc. located at 1805 Cleveland Avenue, has requested red curb "No Parking" at the intersection between W. 18th Street and Cleveland Avenue to improve visibility and enhance safety for the vehicles exiting from W 18th Street onto Cleveland Avenue. Staff performed a site evaluation. W. 18th Street and Cleveland Avenue are currently 2- lanes wide and both streets have available parking on both sides of the street. The posted speed limit on Cleveland Avenue is 35 mph. The intersection between the two streets is currently stop controlled for westbound and eastbound traffic on W. 18th Street. Staff confirmed that there is existing red curb on the east side of Cleveland Avenue, north and south of W. 18th Street, and there is a driveway on the west side of Cleveland Avenue, north of W. 18th Street at the intersection. Staff confirmed that when vehicles park too close to the southwest corner on Cleveland Avenue at the intersection, the visibility for the vehicles that are exiting W. 18th Street onto Cleveland Avenue is obstructed. Furthermore, staff also reviewed the traffic collision history for this location, which confirmed there was one "reported" traffic collision within the past four years, due to an unsafe turn in the intersection. This item was presented to the Traffic Safety Committee via Zoom platform on August 26, 2020. Staff sent notices to area residents inviting them to call -in to the Traffic Safety Committee Meeting and/or contact staff with any questions. There were no members of the public that called -in to the meeting. Staff presented the results of the site evaluation and after discussion, the Traffic Safety Committee unanimously approved staff's recommendation to install 10 feet of red curb "No Parking" on the south side of W. 18th Street, west of Cleveland Avenue to improve visibility for vehicles exiting W. 18th Street onto Cleveland Avenue. This will not result in the loss of on -street parking. If approved by City Council, all work will be performed by City Public Works 147 of 180 Location Map with Recommended Enhancements (TSC Item: 2020-12) Existing driveway on 1740 Cleveland Avenue 10' of proposed red curb "No Parking" La - Spooner Boards - 1804 Cleveland Avenue Existing red curb "No Parking" w. 18th Stree ICD Waterjet & Laser Inc. - 1805 Cleveland Avenue 148 of 180 3 NATIONAL CITY TRAFFIC SAFETY COMMITTEE AGENDA REPORT FOR AUGUST 26, 2020 ITEM TITLE: REQUEST TO INSTALL 10 FEET OF RED CURB "NO PARKING" AT THE INTERSECTION OF W. 18TH STREET & CLEVELAND AVENUE TO ENHANCE VISIBILITY AT THE INTERSECTION PREPARED BY: Carla Hutchinson, Assistant Engineer - Civil Engineering & Public Works Department DISCUSSION: Chris Bowers, president of ICD Waterjet & Laser Inc. located at 1805 Cleveland Avenue, has requested red curb "No Parking" at the intersection between W. 18t" Street and Cleveland Avenue to improve visibility and enhance safety for the vehicles exiting from W. 18th Street onto Cleveland Avenue. Staff performed a site evaluation. W. 18th Street and Cleveland Avenue are currently 2-lanes wide and both streets have available parking on both sides of the street. The posted speed limit on Cleveland Avenue is 35 mph. The intersection between the two streets is currently stop controlled for westbound and eastbound traffic on W. 18th Street. Staff confirmed that there is existing red curb on the east side of Cleveland Avenue, north and south of W. 18th Street, and there is a driveway an the west side of Cleveland Avenue, north of W. 18th Street at the intersection. Staff confirmed that when vehicles park too close to the southwest corner on Cleveland Avenue at the intersection, the visibility for the vehicles that are exiting W. 18t" Street onto Cleveland Avenue is obstructed. Staff also reviewed the traffic collision history for this location, which confirmed there was one (1) "reported" traffic collision within the past four years. The NCPD report shows that crash at the intersection was due to an unsafe turn in the intersection (CVC 22107). See attachment traffic collision summary table. STAFF RECOMMENDATION: Based on evaluation of existing conditions, staff recommends the installation of 10 feet of red curb "No Parking" on the west side of Cleveland Avenue, south of W. 18th Street to improve visibility for vehicles exiting W. 18th Street onto Cleveland Avenue. This will not result in the loss of on -street parking. EXHIBITS: 1. Public Request 2. Public Notice 3. Location Map 4. Photos 5. Traffic Collision Histo 2020-12 149 of 180 CALIFORNIA NATIO NA L Cr r INCORPORATED PUBLIC REQUEST FORM Contact Information Name: Christopher Bowers Address: 1805 Cleveland Ave Phone: Email: Request Information Location: 18th Street & Cleveland Ave Request: Weekly several car accidents, cars screeching to miss other cars, and cars going the wrong way Attachments: Yes[ No Description: Internal Use Only: Request Received By: Date: Received via: [Counter/In-PersonnTelephone Assigned To: Notes: Email Fax [] Referral: 150 of 180 August 19, 2020 Resident/Property Owner -,.. CALIFORNIA NATIONAL CITY NCORPORAT$D Subject: TRAFFIC SAFETY COMMITTEE (TSC) ITEM NO. 2020-12 REQUEST TO INSTALL 10 FEET OF RED CURB "NO PARKING" AT THE INTERSECTION OF W. 18TH STREET AND CLEVELAND AVENUE TO ENHANCE VISIBILITY AND ACCESS FROM W. 18TH STREET ONTO CLEVELAND AVENUE. Dear Sir/Madame: The City of National City would like to invite you to our next public Traffic Safety Committee Conference Call scheduled for Wednesday, August 26, 2020, at 1:00 P.M. via Zoom. Please use the following information to call -in to the meeting during the scheduled time: Join Zoom Meeting from computer https://zoom.us/j/95496043345?pwd=emwxN DBLdUtoT21iVi9GSEhQbGtZUT09 Join Zoom Meeting by phone +1 669-900-9128 Meeting ID: 954 9604 3345 Password: 683847 If you have any questions, comments, and/or concerns, please contact the Engineering Department at 619-336-4380 and reference Traffic Safety Committee Item Number 2020-12. Sincerely, Roberto Yano, P.E. City Engineer/Director of Public Works RY:ch Enclosure: Location Map 2020-12 1234 National City Boulevard, National City, CA 91950-6530 (619) 336-4380 Fax (619) 336-4397 engineering@nationalcityca.gov 151 of 180 Location Map with Recommended Enhancements (TSC Item: 2020-12) Existing driveway on 1740 Cleveland Avenue 10' of proposed red curb"No Parking" Spooner Boards - 1804 Cleveland Avenue Existing red curb "No Parking" IC® Waterjet & Laser Inc. - 1805 Cleveland Avenue 152 of 180 10' of proposed red curb "No Parking" Location of proposed red curb "No Parking" on southwest corner of Cleveland Avenue (looking south) 10' of proposed red curb "No Parking" Location of proposed red curb "No Parking" on southwest corner of Cleveland Avenue (looking east) 153 of 180 Traffic Collision History (NCPD Records Division) From October 30, 2015 — October 30, 2019, there was one traffic collision on the intersection of Cleveland Avenue & W. 18`h Street. AGENCY ACTIVIT Y NUMBE R DATE VIOLATIO N CODE VIOLATION DESCRIPTION ADDRESS INJUR Y FLAG NUMBE R INJURED NUMBE R KILLED HIT & RUN FLA G HIT & RUN LEVEL PEDESTRIA N RELATED CHARGE LEVEL NATIONA L CITY 1901128 2/26/201 9 7:07 VC22107 TURNS: UNSAFE TURN AND/OR NO TURN SIGNAL (I) 1800 CLEVELAND AVE, NC, 91950 N 0 0 Y MISDEMEANO R N INFRACTIO N 154 of 180 155 of 180 The following page(s) contain the backup material for Agenda Item: Warrant Register #5 for the period of 7/29/20 through 8/4/20 in the amount of $13,787,865.81. (Finance) Please scroll down to view the backup material. 156 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO.: ITEM TITLE: Warrant Register #5 for the period of 7/29/20 through 8/4/20 in the amount of $13,787,865.81. (Finance) PREPARED BY: Karla Apalategui, Senior Accounting Assistant DEPARTMENT: Finance PHONE: 619-336-4572 EXPLANATION: APPROVED BY: Per Government Section Code 37208, attached are the warrants issued for the period 7/29/20 - 8/4/20. Consistent with Department of Finance's practice, listed below are all payments above $50,000. Vendor Check/Wire Amount Explanation FINANCIAL STATEMENT: ACCOUNT NO. Warrant total $13,787,865.81. APPROVED: FINANCE 1 APPROVED: MIS ENVIRONMENTAL REVIEW: This is not a project and, therefore, not subject to environmental review. ORDINANCE: INTRODUCTION FINAL ADOPTION STAFF RECOMMENDATION: Ratify warrants totaling $13,787,865.81. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: Warrant Register # 5 157 of 180 CALIFORNIA PAYEE ACEDO, I ANDERSON, E BEARD, P BECK, L BISHOP, R BOEGLER, C BULL, P CAMEON, C CARRILLO, R COLE, L COLLINSON, C CONDON, D CORDERO, E DANESHFAR, Z DEESE, L DESROCHERS, P DIAZ, M DILLARD, S DREDGE, J EISER III, G ESPIRITU, D ETZLER, J FABINSKI, D FERNANDEZ, R FIFIELD, K GAUT, A GELSKEY, K GIBBS JR, R GONZALES, M HANSON, E HARLAN, M HAUG, S HERNANDEZ, G HERNANDEZ, M HERNANDEZ, R HODGES, B IBARRA, J JONES, D JUNIEL, R KIMBLE, R KLOS, F LEACH, D LIMFUECO, M MATIENZO, M MCCABE, T MCDANIEL, P MEDINA, D NATIONAL CiTv \. //i/CORP O ATED -- WARRANT REGISTER # 5 8/4/2020 DESCRIPTION CHK NO DATE AMOUNT RETIREE HEALTH BENEFITS - AUG 2020 348584 8/4/20 160.00 RETIREE HEALTH BENEFITS - AUG 2020 348585 8/4/20 110.00 RETIREE HEALTH BENEFITS - AUG 2020 348586 8/4/20 70.00 RETIREE HEALTH BENEFITS - AUG 2020 348587 8/4/20 140.00 RETIREE HEALTH BENEFITS - AUG 2020 348588 8/4/20 110.00 RETIREE HEALTH BENEFITS - AUG 2020 348589 8/4/20 260.00 RETIREE HEALTH BENEFITS - AUG 2020 348590 8/4/20 580.00 RETIREE HEALTH BENEFITS - AUG 2020 348591 8/4/20 400.00 RETIREE HEALTH BENEFITS - AUG 2020 348592 8/4/20 290.00 RETIREE HEALTH BENEFITS - AUG 2020 348593 8/4/20 165.00 RETIREE HEALTH BENEFITS - AUG 2020 348594 8/4/20 420.00 RETIREE HEALTH BENEFITS - AUG 2020 348595 8/4/20 280.00 RETIREE HEALTH BENEFITS - AUG 2020 348596 8/4/20 520.00 RETIREE HEALTH BENEFITS - AUG 2020 348597 8/4/20 250.00 RETIREE HEALTH BENEFITS - AUG 2020 348598 8/4/20 660.00 RETIREE HEALTH BENEFITS - AUG 2020 348599 8/4/20 110.00 RETIREE HEALTH BENEFITS - AUG 2020 348600 8/4/20 680.00 RETIREE HEALTH BENEFITS - AUG 2020 348601 8/4/20 480.00 RETIREE HEALTH BENEFITS - AUG 2020 348602 8/4/20 250.00 RETIREE HEALTH BENEFITS - AUG 2020 348603 8/4/20 250.00 RETIREE HEALTH BENEFITS - AUG 2020 348604 8/4/20 620.00 RETIREE HEALTH BENEFITS - AUG 2020 348605 8/4/20 460.00 RETIREE HEALTH BENEFITS - AUG 2020 348606 8/4/20 220.00 RETIREE HEALTH BENEFITS - AUG 2020 348607 8/4/20 270.00 RETIREE HEALTH BENEFITS - AUG 2020 348608 8/4/20 540.00 RETIREE HEALTH BENEFITS - AUG 2020 348609 8/4/20 700.00 RETIREE HEALTH BENEFITS - AUG 2020 348610 8/4/20 115.00 RETIREE HEALTH BENEFITS - AUG 2020 348611 8/4/20 120.00 RETIREE HEALTH BENEFITS - AUG 2020 348612 8/4/20 480.00 RETIREE HEALTH BENEFITS - AUG 2020 348613 8/4/20 135.00 RETIREE HEALTH BENEFITS - AUG 2020 348614 8/4/20 500.00 RETIREE HEALTH BENEFITS - AUG 2020 348615 8/4/20 120.00 RETIREE HEALTH BENEFITS - AUG 2020 348616 8/4/20 500.00 RETIREE HEALTH BENEFITS - AUG 2020 348617 8/4/20 600.00 RETIREE HEALTH BENEFITS - AUG 2020 348618 8/4/20 400.00 RETIREE HEALTH BENEFITS - AUG 2020 348619 8/4/20 200.00 RETIREE HEALTH BENEFITS - AUG 2020 348620 8/4/20 780.00 RETIREE HEALTH BENEFITS - AUG 2020 348621 8/4/20 480.00 RETIREE HEALTH BENEFITS - AUG 2020 348622 8/4/20 50.00 RETIREE HEALTH BENEFITS - AUG 2020 348623 8/4/20 300.00 RETIREE HEALTH BENEFITS - AUG 2020 348624 8/4/20 480.00 RETIREE HEALTH BENEFITS - AUG 2020 348625 8/4/20 600.00 RETIREE HEALTH BENEFITS - AUG 2020 348626 8/4/20 160.00 RETIREE HEALTH BENEFITS - AUG 2020 348627 8/4/20 100.00 RETIREE HEALTH BENEFITS - AUG 2020 348628 8/4/20 280.00 RETIREE HEALTH BENEFITS - AUG 2020 348629 8/4/20 290.00 RETIREE HEALTH BENEFITS - AUG 2020 348630 8/4/20 105.00 1/4 158 of 180 CALIFORNIA NATIONAL CiTv \. //i/CORP O ATED -- WARRANT REGISTER # 5 8/4/2020 PAYEE DESCRIPTION CHK NO DATE AMOUNT MEEKS, J RETIREE HEALTH BENEFITS - AUG 2020 348631 8/4/20 460.00 MENDOZA, G RETIREE HEALTH BENEFITS - AUG 2020 348632 8/4/20 290.00 MINER, D RETIREE HEALTH BENEFITS - AUG 2020 348633 8/4/20 580.00 MORRISON, R RETIREE HEALTH BENEFITS - AUG 2020 348634 8/4/20 520.00 NAGLE, D RETIREE HEALTH BENEFITS - AUG 2020 348635 8/4/20 460.00 NOTEWARE, D RETIREE HEALTH BENEFITS - AUG 2020 348636 8/4/20 120.00 OLIVARES, G RETIREE HEALTH BENEFITS - AUG 2020 348637 8/4/20 280.00 OLIVERIA, H RETIREE HEALTH BENEFITS - AUG 2020 348638 8/4/20 360.00 PAUU JR, P RETIREE HEALTH BENEFITS - AUG 2020 348639 8/4/20 340.00 PEASE JR, D RETIREE HEALTH BENEFITS - AUG 2020 348640 8/4/20 140.00 PETERS, S RETIREE HEALTH BENEFITS - AUG 2020 348641 8/4/20 290.00 POST, R RETIREE HEALTH BENEFITS - AUG 2020 348642 8/4/20 280.00 RAY, S RETIREE HEALTH BENEFITS - AUG 2020 348643 8/4/20 190.00 ROARK, L RETIREE HEALTH BENEFITS - AUG 2020 348644 8/4/20 135.00 RODRIGUEZ, M RETIREE HEALTH BENEFITS - AUG 2020 348645 8/4/20 260.00 RUIZ, J RETIREE HEALTH BENEFITS - AUG 2020 348646 8/4/20 310.00 SANCHEZ, L RETIREE HEALTH BENEFITS - AUG 2020 348647 8/4/20 330.00 SERVATIUS, J RETIREE HEALTH BENEFITS - AUG 2020 348648 8/4/20 340.00 SHOEMAKER, M RETIREE HEALTH BENEFITS - AUG 2020 348649 8/4/20 480.00 SHORT, C RETIREE HEALTH BENEFITS - AUG 2020 348650 8/4/20 300.00 SILVA, L RETIREE HEALTH BENEFITS - AUG 2020 348651 8/4/20 580.00 SMITH, J RETIREE HEALTH BENEFITS - AUG 2020 348652 8/4/20 320.00 SMITH, M RETIREE HEALTH BENEFITS - AUG 2020 348653 8/4/20 560.00 STEWART, W RETIREE HEALTH BENEFITS - AUG 2020 348654 8/4/20 200.00 STRASEN, W RETIREE HEALTH BENEFITS - AUG 2020 348655 8/4/20 135.00 TIPTON, B RETIREE HEALTH BENEFITS - AUG 2020 348656 8/4/20 250.00 VERRY, L RETIREE HEALTH BENEFITS - AUG 2020 348657 8/4/20 280.00 VILLAGOMEZ, J RETIREE HEALTH BENEFITS - AUG 2020 348658 8/4/20 480.00 WHITE, J RETIREE HEALTH BENEFITS - AUG 2020 348659 8/4/20 230.00 YBARRA, Y RETIREE HEALTH BENEFITS - AUG 2020 348660 8/4/20 220.00 RETIREE HEALTH BENEFIT TOTAL: 25,510.00 CA DEPARTMENT OF TAX AND FEE ADMIN SALES TAX LIABILITY - PERIOD APR - JUNE 348581 7/30/20 5,570.00 CONSOLIDATED CONCEPTS MAILER/FOCUSED GEN PLAN/POSTAGE 348582 7/30/20 3,443.76 CONSOLIDATED CONCEPTS MAILER/FOCUSED GEN PLAN/POSTAGE 348583 7/30/20 2,676.12 ACADEMI TRAINING CENTER LLC RANGE USE FOR DEPARTMENT QUALIFICATIONS 348661 8/4/20 225.00 ACEVEDO, M TRAINING REIM TC COLLISION INV ACEVEDO 348662 8/4/20 316.66 ALVAREZ, DAVID STATE OF THE CITY EXPENSES 348663 8/4/20 2,400.00 AMAZON SPRAYER TIPS FOR DISINFECTANT 348664 8/4/20 107.72 AT&T AT&T SBC ANNUAL PHONE SERVICE FOR FY21 348665 8/4/20 11,214.25 AT&T AT&T SBC ANNUAL PHONE SERVICE FOR FY21 348666 8/4/20 595.36 BLACKIE'S TROPHIES & AWARDS STATE OF THE CITY SUPPLIES 348667 8/4/20 313.20 BOOT WORLD MOP 64096 SAFETY WEARING APPAREL - PW 348668 8/4/20 250.00 CALIFORNIA POLICE CHIEFS ASSOC TRAINING TUITION FEE WLLE 348669 8/4/20 375.00 CERNA, JOSHUA REFUND OVERPAYMENT 348670 8/4/20 50.00 CITY ATTORNEYS ASSOCIATION CAASD MEMBERSHIP ICAO 348671 8/4/20 800.00 CITY OF CHULA VISTA ANIMAL SHELTER COSTS FOR FY21 348672 8/4/20 118,792.00 CONCENTRA MEDICAL CENTERS DOT EXAMS 348673 8/4/20 192.00 2/4 159 of 180 CALIFORNIA PAYEE COUNTYWIDE MECHANICAL SYSTEMS COX COMMUNICATIONS CSA SAN DIEGO COUNTY CSAC EXCESS INS AUTHORITY CSAC EXCESS INS AUTHORITY CSAC EXCESS INS AUTHORITY CSAC EXCESS INS AUTHORITY CYBRARYN SOLUTIONS DANIELS TIRE SERVICE DE LAGE LANDEN D-MAX ENGINEERING INC ESGIL CORPORATION FEDEX GONZALES, R GRAINGER HAWTHORNE MACHINERY HERNANDEZ, A HERNANDEZ, MARGARITA HOME DEPOT CREDIT SERVICES JANI-KING OF CALIFORNIA INC KFMB TV LLC KIMLEY HORN AND KRONOS INC LASER SAVER INC LEFORT'S SMALL ENGINE REPAIR LEHR AUTO ELECTRIC LORONA, E MAN K9 INC MASON'S SAW MCDOUGAL LOVE ECKIS NAVARRO, MIGUEL OFFICE SOLUTIONS BUSINESS PCS MOBILE PHILLIPS, W POWERSTRIDE BATTERY CO INC PRO BUILD COMPANY PROFESSIONAL SEARCH GROUP LLC PRUDENTIAL OVERALL SUPPLY RON TURLEY ASSOCIATES INC SASI SASI SDG&E SHARP ELECTRONICS CORPORATION SIEMENS INDUSTRY INC SMART SOURCE OF CALIFORNIA LLC SONSRAY MACHINERY LLC SOUTH BAY COMMUNITY SERVICES NATIONAL CiTv //i/CORP O ATED WARRANT REGISTER # 5 8/4/2020 DESCRIPTION CITYWIDE ON -SITE HVAC SERVICES, COX DATA VIDEO SERVICES FOR FY21 CDBG AGREEMENT: CSA SAN DIEGO COUNTY GENERAL LIABILITY INSURANCE PROPERTY INSURANCE PROPERTY INSURANCE PROPERTY INSURANCE CYBRARIAN ANNUAL RENEWAL 8/01/20-7/31/21 TIRES FOR CITY FLEET FOR FY 2020- LEASE 20 SHARP COPIERS FOR FY21. TORWATER SERVICES 19-20 INSPECTION SERVICES - ESGIL LAS PALMAS POOL TRAINING REIM PIO R.GONZALES MOP 65179 GENERAL SUPPLIES - PW GASKET AND SEAL REIMBURSMENT FOR COURT PARKING TICKET CITATION OVERPMNT REFUND VARIOUS SAFETY SUPPLIES AS NEEDED COVID-19 JANITORIAL CLEANING SERIVCES REFUND CITATION 3022720 8TH AND ROOSEVELT KRONOS ANNUAL MAINTENANCE AND LICENSING MOP 04840 PD MOP 80702 EQUIPMENT SUPPLIES AND REPAIR COMPUTER STAND LICENSE REIMBURSEMENT CANINE MAINTENANCE MOP 45729 CHAINSAW REPAIR AND PARTS PROFESSIONAL SERVICES/ CAO CITATION REFUND OVERPMNT MOP 25003 PD CF BATTERY PACKS REIMB PHILLIPS SR SIGHT 8A8D AGM DEKA WITH LTERMINALS - BATTERY VARIOUS SAFETY SUPPLIES AS NEEDED TEMP SVCS MAYORS OFFICE MOP 45742 LAUNDRY SERVICES - PW RTA ANNUAL MAINTENANCE AGREEMENT DEBIT CHGS 4/1-4/30/20 TRUST ACCT CHGS 5 DEBIT CHGS 3/1-3/30/20 TRUST ACCT CHGS 4 GAS AND ELECTRIC UTILITIES FOR MAINTENANCE 20 SHARP COPIERS FOR FY21 ADDITIONAL FIRE AND SECURITY ALARM MOP 63845 OFFICE SUPPLIES - PW ENGINEERING CONDENSER / PW CDBG AGREEMENT: SOUTH BAY COMMUNITY CHK NO 348674 348675 348676 348677 348678 348679 348680 348681 348682 348683 348684 348685 348686 348687 348688 348689 348690 348691 348692 348693 348694 348695 348696 348697 348698 348699 348700 348701 348702 348703 348704 348705 348706 348707 348708 348709 348710 348711 348712 348713 348714 348715 348716 348717 348718 348719 348720 DATE 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 AMOUNT 3,843.75 3,948.23 1,582.39 584,269.00 137,584.00 7,413.00 2,550.00 1,219.75 896.90 2,939.63 41,711.33 11,412.50 158.03 136.31 3,706.69 34.59 12.00 10.00 495.90 13,194.44 35.00 4,461.80 12,494.94 99.95 923.19 341.94 70.00 1,040.00 315.59 17,247.50 25.00 313.20 286.02 51.40 1,801.72 655.94 6,944.00 916.35 3,650.00 361.00 61.90 46,705.03 1,588.94 18,510.00 462.21 371.52 5,013.87 3/4 160 of 180 CALIFORNIA PAYEE STAPLES BUSINESS ADVANTAGE STC TRAFFIC SWEETWATER AUTHORITY TRUE CUSTOMS U S BANK UNDERGROUND SERVICE ALERT VCA EMERGENCY ANIMAL HOSPITAL VERIZON WIRELESS VULCAN MATERIALS COMPANY WAXIE SANITARY SUPPLY WETMORES WILLY'S ELECTRONIC SUPPLY WIRED PAYMENTS PUBLIC EMP RETIREMENT SYSTEM PUBLIC EMP RETIREMENT SYSTEM QMINDER LTD UNION BANK OF CALIFORNIA THE BANK OF NEW YORK MELLON THE BANK OF NEW YORK MELLON PUBLIC EMP RETIREMENT SYSTEM PUBLIC EMP RETIREMENT SYSTEM PUBLIC EMP RETIREMENT SYSTEM PUBLIC EMP RETIREMENT SYSTEM SECTION 8 HAPS NATIONAL Cilir //i/CORP O ATED WARRANT REGISTER # 5 8/4/2020 DESCRIPTION MOP 20468 PD TS COMMUNICATIONS UPGRADE WATER BILL FOR FACILITIES FY 2020 ALL WINDOWS TINTED U.S. BANCORP - ENG DEPT COVID PURCHASES UNDERGROUND SERVICE ALERT FY 2020- STRAY ANIMAL VET CARE FOR FY20.- VERIZON CELLULAR SERVICES FOR FY21 FINANCE CHARGE MISCELLANEOUS JANITORIAL SUPPLIES, BRAKES, STOP BOX, CORE CHARGE, SEAL OIL, WILLY'S ELECTRONICS MOP FY21 FY21 UAL PREPAYMENT SAFETY PLAN 4923 FY21 ANNUAL UAL PREPMNT/MISC PLAN 172 QMINDER PMNT INV-878 2012 BONDS A/C 6711992301 2017B TARB 7/30/20 PMNT 2017A TARB PMNT 07/30/20 ARREARS CONTRIBUTIONS - JUAN PENA KAISER -1000001336 FY20 REPLACEMENT CHGS FOR CITY OF NC 20283 (ARREARS -EMPLOYEE PAID) ADMIN FEE Start Date 7/29/2020 End Date 8/4/2020 CHK NO 348721 348722 348723 348724 348725 348726 348727 348728 348729 348730 348731 348732 73120 73120 127296 153186 153204 153234 483246 483667 485107 486633 DATE 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 8/4/20 A/P Total 7/31/20 7/31/20 8/3/20 7/30/20 7/30/20 7/30/20 7/31/20 7/31/20 7/31/20 7/31/20 AMOUNT 2,013.16 11,296.21 19,954.27 180.00 9,181.09 264.10 611.11 10,125.41 56.06 579.09 333.18 78.17 1,169,369.37 4,744,686.00 2,759,000.00 5,391.00 339,277.51 229,774.20 3,488,900.40 39,784.33 155.40 98.46 500.00 1,010,929.14 GRAND TOTAL $ 13,787,865.81 4/4 161 of 180 The following page(s) contain the backup material for Agenda Item: Warrant Register #6 for the period of 8/5/20 through 8/11/20 in the amount of $2,283,675.41. (Finance) Please scroll down to view the backup material. 162 of 180 CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO.: ITEM TITLE: Warrant Register #6 for the period of 8/5/20 through 8/11/20 in the amount of $2,283,675.41. (Finance) PREPARED BY: Karla Apalategui, Senior Accounting Assistant DEPARTMENT: Finance PHONE: 619-336-4572 EXPLANATION: APPROVED BY: Per Government Section Code 37208, attached are the warrants issued for the period 8/5/20 - 8/11/20. Consistent with Department of Finance's practice, listed below are all payments above $50,000. Vendor Check/Wire Amount Explanation FINANCIAL STATEMENT: ACCOUNT NO. Warrant total $2,283,675.41. APPROVED: FINANCE 1 APPROVED: MIS ENVIRONMENTAL REVIEW: This is not a project and, therefore, not subject to environmental review. ORDINANCE: INTRODUCTION FINAL ADOPTION STAFF RECOMMENDATION: Ratify warrants totaling $2,283,675.41. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: Warrant Register # 6 163 of 180 CALIFORNIA —+ PAYEE A. PREMAN ROOFING ALTA LANGUAGE SERVICES INC ARJIS BEHAVIOR ANALYSIS TRAINING INC BLUE PACIFIC ENGINEERING BRINK'S INCORPORATED BROADWAY AUTO GLASS BUREAU VERITAS N AMERICA INC CALIFORNIA ELECTRIC SUPPLY CDWG CHEN RYAN ASSOCIATES INC CHILDREN'S HOSPITAL CLEAN HARBORS ENVIRONMENTAL COUNTY OF SAN DIEGO DANIELS TIRE SERVICE DELL MARKETING L P DEPARTMENT OF MOTOR VEHICLES D-MAX ENGINEERING INC EXOS COMMUNITY SERVICES LLC FACTORY MOTOR PARTS FERGUSON ENTERPRISES 1350 GRAINGER GREGORY, B HOME DEPOT CREDIT SERVICES INNOVATIVE CONSTRUCTION JONES, D KD 18TH LLC KTUA LASER SAVER INC LASHBROOK MRI SOFTWARE LLC NV5 INC OFFICE SOLUTIONS BUSINESS O'REILLY AUTO PARTS PARTS AUTHORITY METRO LLC PARTS AUTHORITY METRO LLC PENSKE FORD PORTILLO CONCRETE INC POWERSTRIDE BATTERY CO INC PRO BUILD COMPANY PROFESSIONAL SEARCH GROUP LLC PROJECT PROFESSIONALS CORP PRUDENTIAL OVERALL SUPPLY ROUSTON, J SAN DIEGO HYDRAULICS SAN DIEGO MIRAMAR COLLEGE SASI NATIONAL Cirir INCORPORATED WARRANT REGISTER # 6 8/11/2020 DESCRIPTION CIP 19-50 LAS PALMAS POOL FACILITY ROOF EMPLOYEE BILINGUAL TESTING ARJIS USER FEE TRAINING TUITION INV INTERVIEW / PD CIP 18-14 SWEETWATER BIKEWAY CONST. ARMOR CAR SVCS JULY 2020 OFF -SITE WINDOW TINT, REPAIR INV 1528635 / PLAN REVIEW SERVICES MOP 45698 ELECTRIC SUPPLIES - PW ADO ACRO PRO DC F / ENT L9 12M- 24TH ST. TODO NATIONAL CITY SAFE ROUTES TO SCHOOL PROG CONTRACT SERVICES CNTY OF SD CITATION REV GC6000-761000 MOP 76986 GENERAL AUTO SUPPLIES - PW OPTIPLEX 3070 SFF MLK DMV - CALIFORNIA VEHICLE CODE BOOK CIP 19-35 PARADISE CREEK AT KIMBALL WAY MANAGEMANT FEES- JULY MOP 82766 AUTOSUPPLIES - PW MOP 45723 FACILITY SUPPLIES - PW VARIOUS SAFETY SUPPLIES AS NEEDED REIMB: GREGORY MEETING SUPPLIES VARIOUS SAFETY SUPPLIES AS NEEDED CIP 19-17 DIVISION - EUCLID TO HARBISON VACATION PAYOFF ADJUSTMENT DEREK JONES REFUND OF CONSTRUCTION & DEMO DEPOSIT - 019-078.01 ROOSEVELT AVE. SMART GROWTH PRINTER INK - LASER SAVER REIMB LASHBROOK CLEARS MEMBERSHIP HAPPY SOFTWARE ANNUAL SUBSCRIPTION LAS PALMAS POOL ELECTRICAL MOP 83778 / OFFICE SUPPLIES / FINANCE MOP 75877 AUTOSUPPLIES - PW MOP 75943 AUTOSUPPLIES - PW MOP 75943 AUTO SUPPLIES - PW R&M CITY VEHICLES FY 2021 CIP 18-10 EUCLID AVE. BICYCLE & PED. MOP 67839 AUTOSUPPLIES - PW MOP 45707 PAINT SUPPLIEDS / NSD TEMP SVC / NSD P-1 SEWER UPSIZING 19-43 MOP 45742 LAUNDRY SERVICES - PW REIMBURSEMENT - CWEA ANNUAL MEMBERSHIP MOP 85005 AUTO SUPPLIES - PW TRAINING POLICE ACADEMY AND ROT PROC CHGS, TRUST ACCTING, DEBIT CARD CHG CHKNO DATE AMOUNT 348733 8/11/20 43,068.25 348734 8/11/20 132.00 348735 8/11/20 66,562.00 348736 8/11/20 962.00 348737 8/11/20 22,800.00 348738 8/11/20 581.40 348739 8/11/20 326.28 348740 8/11/20 43,825.70 348741 8/11/20 484.48 348742 8/11/20 3,410.50 348743 8/11/20 27.50 348744 8/11/20 21,772.00 348745 8/11/20 2,270.75 348746 8/11/20 5,412.50 348747 8/11/20 1,035.67 348748 8/11/20 21,270.41 348749 8/11/20 113.62 348750 8/11/20 39,226.50 348751 8/11/20 41,960.44 348752 8/11/20 269.16 348753 8/11/20 105.98 348754 8/11/20 4,415.24 348755 8/11/20 32.99 348756 8/11/20 2,597.20 348757 8/11/20 1,256.50 348758 8/11/20 982.88 348759 8/11/20 274.75 348760 8/11/20 15,035.00 348761 8/11/20 716.39 348762 8/11/20 50.00 348763 8/11/20 27,987.55 348764 8/11/20 17,387.50 348765 8/11/20 25.83 348766 8/11/20 31.03 348767 8/11/20 443.93 348768 8/11/20 67.53 348769 8/11/20 1,052.90 348770 8/11/20 166,176.90 348771 8/11/20 623.85 348772 8/11/20 66.46 348773 8/11/20 1,360.00 348774 8/11/20 38,977.69 348775 8/11/20 807.24 348776 8/11/20 281.00 348777 8/11/20 315.00 348778 8/11/20 1,012.00 348779 8/11/20 359.50 1/2 164 of 180 CALIFORNIA —+ PAYEE SCST INC SDG&E SITEONE LANDSCAPE SUPPLY LLC SOUTHERN CALIF TRUCK STOP SOUTHWEST CONSTRUCTION SERVICE STAPLES BUSINESS ADVANTAGE STAPLES TECHNOLOGY SOLUTIONS SWAGIT PRODUCTION LLC SWEETWATER AUTHORITY TEHQ LLC THE SHERWIN WILLIAMS CO THE SHOPPER INC THE STAR NEWS TINOSA INC TODD PIPE & SUPPLY LLC T'S & SIGNS U S BANK UNGAB, S US BANK WAXIE SANITARY SUPPLY WESTFLEX INDUSTRIAL WETMORES WHILLOCK CONTRACTING WILLY'S ELECTRONIC SUPPLY YOURMEMBERSHIP.COM WIRED PAYMENTS PUBLIC EMP RETIREMENT SYSTEM PAYROLL Pay period Start Date 15 7/14/2020 NATIONAL CHIT 133, INCORPORATED WARRANT REGISTER # 6 8/11/2020 DESCRIPTION CIP NO. 19-05 PALM AVENUE ROAD REH. GAS AND ELECTRIC UTILITIES IRRIGATION, SUPPLIES, AND PARTS MOP 45758 AUTO SUPPLIES — PW CIP 19-52 CIVIC CENTER BOILER REPLACEME MOP 45704 OFFICE SUPPLIES - PW MERIDIAN TEMPERATURE KIOSK SWAGIT WEBCASTING FOR FY20 WATER BILL FOR FACILITIES FY 2020 TRANSLATION EQUIPMENT / MIS MOP 77816 PAINT SUPPLIES / NSD ZENITH PAC DVD CASES AND LOCKS PUBLIC NOTICING - STAR NEWS AIR SAMPLE/PARTS CITYWIDE PLUMBING MATERIALS, PARTS COMMUNITY SERVICES UNIFORM JACKETS CREDIT CARD EXPENSES / POLICE REIMB: UNGAB MEETING SUPPLIES COMMUNITY SERVICES JUNE JULY US BANK COVID 19 CLEANING AND DISINFECTING MOP 63850 PLUMBING SUPPLIES — PW MOP 80333 AUTO SUPPLIES — PW CIP18-07 PARADISE CREEK PARK REMED. MOP 45763 ELECTRIC SUPPLIES — PW WEB JOB POSTING - FINANCE MANAGER SERVICE PERIOD 7/14/20 - 7/27/20 End Date 7/27/2020 Check Date 8/5/2022 GRAND TOTAL CHK NO DATE AMOUNT 348780 8/11/20 13,888.00 348781 8/11/20 9,340.15 348782 8/11/20 877.49 348783 8/11/20 78.19 348784 8/11/20 38,854.05 348785 8/11/20 1,734.71 348786 8/11/20 2,717.66 348787 8/11/20 1,920.83 348788 8/11/20 9,425.44 348789 8/11/20 6,995.00 348790 8/11/20 480.15 348791 8/11/20 938.76 348792 8/11/20 194.75 348793 8/11/20 881.61 348794 8/11/20 700.74 348795 8/11/20 76.13 348796 8/11/20 4,949.07 348797 8/11/20 32.99 348798 8/11/20 1,487.00 348799 8/11/20 3,684.47 348800 8/11/20 64.57 348801 8/11/20 211.44 348802 8/11/20 145,946.31 348803 8/11/20 228.03 348804 8/11/20 259.00 A/P Total 843,920.54 80620 8/6/20 283,664.27 1,156,090.60 $ 2,283,675.41 2/2 165 of 180 The following page(s) contain the backup material for Agenda Item: Resolution of the Community Development Commission -Housing Authority of the City of National City ("CDC -HA") authorizing the Executive Director to execute an Assignment and Assumption Agreement between South Bay Community Services, Community CAPS, LLC and the CDC - HA for a supportive housing project located at 1125-1137 "B" Avenue, National City, California. (Housing) Please scroll down to view the backup material. 166 of 180 CITY OF NATIONAL CITY, CALIFORNIA COMMUNITY DEVELOPMENT COMMISSION -HOUSING AUTHORITY COUNCIL AGENDA STATEMENT MEETING DATE: September 15, 2020 AGENDA ITEM NO. ITEM TITLE: Resolution of the Community Development Commission -Housing Authority of the City of National City ("CDC -HA") authorizing the Executive Director to execute an Assignment and Assumption Agreement between South Bay Community Services, Community CAPS, LLC and the CDC -HA for a supportive housing project located at 1125-1137 B Avenue, National City, California. PREPARED BY: Greg Rose, Property Agent PHONE: 619-336-4266'. EXPLANATION: Please see attached explanation. DEPARTMENT: Housing Authority APPROVED BY: FINANCIAL STATEMENT: ACCOUNT NO. There is no fiscal impact to the CDC -HA or the City. APPROVED: Finance APPROVED: MIS ENVIRONMENTAL REVIEW: The adoption of this resolution is not subject to the provisions of the California Environmental Quality Act (CEQA) because the action will not have the potential for causing a significant effect on the environment. ORDINANCE: INTRODUCTION: FINAL ADOPTION: STAFF RECOMMENDATION: Adopt the Resolution. BOARD / COMMISSION RECOMMENDATION: N/A ATTACHMENTS: 1. Explanation 2. Assignment and Assumption Agreement 3. Resolution I 167 of 1801 Attachment No. 1 This Assignment and Assumption Agreement is entered into by South Bay Community Services and Community CAPS, LLC, and agreed and consented to by the Community Development Commission of the City of National City acting in its capacity as the Housing Authority of the City of National City. South Bay Community Services is the owner of a supportive housing project located at 1125-1137 B Avenue, National City, California, commonly known as Victorian Heights. The Community Development Commission of the City of National City provided assistance in the form of a grant to South Bay Community Services to fmance the acquisition and rehabilitation of the Property pursuant to a Housing Cooperation Agreement recorded on April 19, 2000. The Community Development Commission/Housing Authority elected to retain the housing assets and functions previously performed by the Community Development Commission pursuant to California Health and Safety Code Section 34176, and thereby, by operation of law, the Commission assumed the rights and obligations of the Community Development Commission of the City of National City with respect to the Housing Cooperation Agreement. South Bay Community Services wants to transfer fee title to the Property to Community CAPS, LLC and assign to Community CAPS, LLC all of South Bay Community Services' terms, obligations and responsibilities under the Housing Cooperation Agreement to Community CAPS, LLC. Community CAPS, LLC will accept fee title to the Property and assume all of the terms, obligations, and responsibilities of South Bay Community Services under the Housing Cooperation Agreement from and after the Effective Date of this Agreement. Community CAPS, LLC operates under the umbrella of South Bay Community Services and is fully capable to perform all the terms, obligations, and responsibilities of the Housing Cooperation Agreement. Community CAPS, LLC and South Bay Community Services has requested that the Community Development Commission/Housing Authority consent to the assignment of South Bay Community Services' interests and obligations in the Housing Cooperation Agreement to Community CAPS, LLC. The Community Development Commission/Housing Authority wishes to provide its consent for the assignment of South Bay Community Services' interests in the Housing Cooperation Agreement from South Bay Community Services to Community CAPS, LLC. 168 of 180 Attachment No. 2 RECORDING REQUESTED BY and: WHEN RECORDED RETURN TO: Community CAPS, LLC c/o South Bay Community Services 430 F Street Chula Vista, CA 91910 Attention: Kathryn Lembo SPACE ABOVE LINE FOR RECORDER'S USE ASSIGNMENT AND ASSUMPTION AGREEMENT BETWEEN SOUTH BAY COMMUNITY SERVICES AND COMMUNITY CAPS, LLC (Victorian Heights) THIS ASSIGNMENT AND ASSUMPTION AGREEMENT ("Agreement"), dated as of September , 2020, for reference purposes only, and which shall take effect upon the date of recordation of this Agreement with the San Diego County Recorder's Office (the "Effective Date"), is entered into by South Bay Community Services, a California non-profit public benefit corporation and also referred to herein as "Assignor" or "SBCS") and Community CAPS, LLC, a California limited liability company ("Assignee"), and agreed and consented to by the Community Development Commission of the City of National City acting in its capacity as the Housing Authority of the City of National City (the "CDC -HA") (collectively the "Parties"). WHEREAS, Assignor is the owner of that that certain supportive housing project located at 1125-1137 B Avenue, National City, California, commonly known as Victorian Heights as more particularly described in the attached Exhibit A (the "Property"); WHEREAS, the Community Development Commission of the City of National City provided assistance in the form of grant to Assignor to fmance the acquisition and rehabilitation of the Property pursuant to that certain Housing Cooperation Agreement (recorded in the San Diego County Recorder's Office on April 19, 2000, as Document No. 2000-0202122) which is hereby fully incorporated by reference into this Agreement (the "Housing Cooperation Agreement"); WHEREAS, the CDC -HA elected to retain the housing assets of and functions previously performed by the Community Development Commission of the City of National City pursuant to California Health and Safety Code Section 34176, and thereby, by operation of law, the Commission assumed the rights and obligations of the Community Development Commission of the City of National City with respect to the Housing Cooperation Agreement; WHEREAS, Assignor desires to transfer fee title to the Property to Assignee and assign to Assignee all of Assignor's terms, obligations and responsibilities under the Housing Cooperation Agreement to Assignee and Assignee desires to accept fee title to the Property and assume all of 169 of 180 Attachment No. 2 the terms, obligations, and responsibilities of Assignor under the Housing Cooperation Agreement from and after the Effective Date of this Agreement; WHEREAS, Assignee and Assignor have requested that the CDC -HA consent to the assignment of Assignor's interests and obligations in the Housing Cooperation Agreement to Assignee; WHEREAS, Assignee warrants and represents that it is fully capable and will perform all the terms, obligations, and responsibilities of the Assignor under the Housing Cooperation Agreement Agreement; and WHEREAS, the CDC -HA wishes to provide its consent to the assignment of Assignor's interests in the Housing Cooperation Agreement from Assignor to Assignee under the terms and conditions contained herein. NOW, THEREFORE, in consideration of the mutual terms, conditions, promises, covenants, and payments hereinafter set forth, the receipt and sufficiency of which are hereby acknowledged, CDC -HA, Assignor, and Assignee agree as follows: 1. The foregoing recitals are true and correct and are hereby incorporated herein by reference. 2. Assignor and Assignee each represent and warrant to the CDC -HA that it has not failed to disclose to the CDC -HA any information which, if known by the CDC -HA, might provide grounds for the CDC -HA to withhold its consent to the assignment of Assignor's rights and obligations under the Housing Cooperation Agreement. 3. Assignor represents and warrants that it is in full compliance with all the terms and conditions of the Housing Cooperation Agreement; and no acts, omissions, or circumstances exist now or in the future that would constitute a default by Assignor thereunder. 4. This Agreement shall not operate as a waiver of any prohibition against further assignments without the CDC-HA's written consent. 5. By entering into this Agreement, the CDC -HA does not in any manner adopt, accept, approve, or become subject to any of the terms or conditions of any of any agreement between Assignor and Assignee pertaining to the acquisition of Assignor's interests in the Housing Cooperation Agreement. 6. This Agreement shall not operate or be construed as any waiver of any term, condition, right or remedy of the CDC -HA under the Housing Cooperation Agreement. 7. Nothing in this Agreement shall be construed as revising or amending any non -recourse provisions of the Housing Cooperation Agreement. 170 of 180 Attachment No. 2 8. Assignor hereby assigns to Assignee, effective as of the Effective Date, all of the Assignor's rights, interests, benefits and privileges and all of its obligations in and under the Housing Cooperation Agreement. Assignee hereby accepts the assignment of Assignor's rights and obligations under the Housing Cooperation Agreement from Assignor and acknowledges and represents to the CDC -HA that it will abide by, perform, and assume each and every term, obligation, condition, and restriction including, but not limited to, each and every responsibility, duty, restriction, and obligation of Assignor set forth in the Housing Cooperation Agreement, whether arising prior to, on, or subsequent to the Effective Date. Assignee further understands that this Agreement includes and hereby agrees to abide by any and all local, state, and federal laws and requirements applicable to the Housing Cooperation Agreement. 9. Subject to and upon the terms and conditions herein the CDC -HA hereby consents to the assignment of Assignor's rights and obligations under the Housing Cooperation Agreement from Assignor to Assignee, provided that this Agreement shall not impose any additional obligations and/or liabilities on the CDC -HA or otherwise affect any of the rights of CDC -HA under the Housing Cooperation Agreement. 10. Any notices required by the terms of the Housing Cooperation Agreement shall be sent to Assignee at: Community CAPS, LLC c/o South Bay Community Services 430 F Street, Chula Vista, CA 91910 Attn: President & CEO Facsimile: (619) 420-8722 E-mail: klembo@csbcs.org 11. Except as otherwise set forth herein, the terms and conditions of the Housing Cooperation Agreement shall remain in full force and effect between the parties. In case of an actual or perceived conflict between the terms of the Housing Cooperation Agreement and this Agreement, the terms of this Agreement shall govern. 12. The individuals executing this Agreement on behalf of Assignor and Assignee represent that they have full authority to execute this document on behalf of the entity for which they are acting herein. 13. This Agreement may be executed in any number of counterparts that, collectively, shall constitute one and the same instrument. Facsimile signatures shall be effective as original signatures with regard to this Agreement. Each party represents to the other that the execution and delivery of this Agreement by such party have been properly authorized and that all signatures are genuine. 14. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Any action arising under or relating to this Agreement shall be brought only in the federal or state courts located in San Diego County, State of 171 of 180 Attachment No. 2 California, or as close thereto as possible. Venue for this Agreement, and performance under it, shall be the County of San Diego. (Signature page to follow.) 172 of 180 Attachment No. 2 SIGNATURE PAGE TO ASSIGNMENT AND ASSUMPTION AGREEMENT BETWEEN SOUTH BAY COMMUNITY SERVICES AND COMMUNITY CAPS, LLC (VICTORIAN HEIGHTS) For CDC -HA: Dated: Approved as to form: Jennifer K. Gilman CDC -HA Deputy General Counsel The Community Development Commission of the City of National City, acting in its capacity as the Housing Authority of the City of National City By: Brad Raulston, Executive Director 173 of 180 Attachment No. 2 For Assignor: Dated: For Assignee: Dated: SOUTH BAY COMMUNITY SERVICES, a California nonprofit public benefit corporation By: Name: Kathryn Lembo Title: President and CEO COMMUNITY CAPS, LLC, a California limited liability company By: South Bay Community Services, a California nonprofit public benefit corporation, its Sole Member and Manager By: Name: Kathryn Lembo Title: President and CEO 174 of 180 Attachment No. 2 ACKNOWLEDGEMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of San Diego On , 20 , before me, , [insert name and title of officer] personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under penalty of perjury under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature [NOTARY SEAL] 175 of 180 Attachment No. 2 ACKNOWLEDGEMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of San Diego On , 20 , before me, , [insert name and title of officer] personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under penalty of perjury under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature [NOTARY SEAL] 176 of 180 Attachment No. 2 ACKNOWLEDGEMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of San Diego On , 20 , before me, , [insert name and title of officer] personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under penalty of perjury under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature [NOTARY SEAL] 177 of 180 Attachment No. 2 EXHIBIT A LEGAL DESCRIPTION For APN/Parcel ID(s): 556-551-17-00 Lots 6, 7 and 8 in Block 3 of 10 Acre Lot 4 of Quarter Section 154 of Rancho De La Nacion, in the City of National City, County of San Diego, State of California, according to Map thereof of the San Diego Land and Town Company Subdivision No. 13, filed in the Office of the County Recorder of San Diego County, November 1, 1886. 178 of 180 The following page(s) contain the backup material for Agenda Item: City Manager Report. (City Manager) Please scroll down to view the backup material. 179 of 180 Item # 09/15/20 City Manager Report (City Manager) 180 of 180