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HomeMy WebLinkAbout2015 CON Dokken Engineering - Engineering Services - Plaza Blvd WideningAGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND DOKKEN ENGINEERING, INC. THIS AGREEMENT is entered into by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and DOKKEN ENGINEERING, INC., a corporation (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide professional engineering and construction support services for the Plaza Boulevard Widening Project. WHEREAS, on November 21, 2006, through City Council Resolution No. 2006-226, the CITY and the CONSULTANT entered into an Agreement whereby the CONSULTANT would provide professional engineering services, including preparation of plans, specifications and estimates, for the Plaza Boulevard Widening Project. WHEREAS, through said Agreement, which has subsequently expired, the CONSULTANT, while serving as the Engineer of Record, prepared a complete set of construction plans and technical specifications for the Plaza Boulevard Widening Project. WHEREAS, due to a shortfall in construction funding, the project could not be advertised for public bidding; subsequently, the plans and specifications are no longer valid and need to be revised to ensure compliance with current design standards. WHEREAS, the CONSULTANT, as the Engineer of Record, is most 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, 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 November 17, 2015. The duration of this Agreement is for the period of November 17, 2015 through November 16, 2017. With mutual agreement of the parties, this Agreement may be extended for an additional period of up to one year, through November 16, 2018. 3. SCOPE OF SERVICES. The CONSULTANT will perform professional engineering services as set forth in the attached Exhibit "A", including, but not limited to, revision of plans and specifications to ensure compliance with current design standards, cost estimates, special provisions, utility coordination, surveying, construction support and preparation of record drawings. 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 CONSULTANT shall appear at meetings as needed to keep staff and City Council advised of the progress on the Project. 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, not to exceed a factor of 15% from the base amount. 4. PROJECT COORDINATION AND SUPERVISION. Stephen Manganiello, Director of Public Works / City Engineer 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. Mark Tarrall, P.E. 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, consistent with Exhibit "B". The total cost for all work described described in Exhibit "A" shall not exceed $100,000 (the Base amount) without prior written authorization from the Project Coordinator. 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 Project Coordinator. 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. 2 City of National City and Dokken Engineering, Inc. 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 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 become the property of the CITY for use with respect to this Project, and 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 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 3 City of National City and Dokken Engineering, Inc. 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. 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 herein set forth, and the CONSULTANT or the CONSULTANT'S agents, servants, or employees are not in any manner agents, servants, or employees of the CITY, it being understood that the CONSULTANT its agents, servants, and employees are as to the CITY wholly independent CONSULTANT, and that the CONSULTANT'S obligations to the CITY are solely such as are 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. 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 4 City of National City and Dokken Engineering, Inc. reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -paragraph 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. 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 14. 15. INDEMNIFICATION AND HOLD HARMLESS. The CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers and employees, 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 5 City of National City and Dokken Engineering, Inc. anyone whomsoever, resulting from or arising out of the CONSULTANT'S negligent performance of this Agreement. 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. 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 Government 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, and employees 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. 17. 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 checked insurance policies: A. ® If checked, 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 ("any auto"). The policy shall name the CITY and its officers, agents and employees as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of $1,000,000 per occurrence and $2,000,000 aggregate, and Umbrella Liability Insurance with minimum limits of $5,000,000, covering all bodily injury and property damage arising out of its operations under this Agreement. The policy shall name the CITY and its officers, agents and employees as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". 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, employees, and volunteers, so that any other policies held by the CITY shall not 6 City of National City and Dokken Engineering, Inc. contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY 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. Insurance shall be written with only California admitted companies that hold a current policy holder's alphabetic and financial size category rating of not less than A VIII according to the current Best's Key Rating Guide, or a company 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 California List of Eligible Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements. H. 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 of such insurance policies in full force and effect at all times during the terms of this Agreement, the CITY may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. I. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. 18. 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. 19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of mediation shall be borne equally by the parties. Any controversy or claim arising out of, or relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a judgment thereon may be entered in any court having jurisdiction over the subject matter of the controversy. The expenses of the arbitration shall be borne equally by the parties to the arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence 7 City of National City and Dokken Engineering, Inc. and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof against a specified party as part of the arbitration award. 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 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: 8 City of National City and Dokken Engineering, Inc. To CITY: Stephen Manganiello Director of Public Works / City Engineer Engineering & Public Works Department City of National City 1243 National City Boulevard National City, CA 91950-4301 To CONSULTANT: Mark Tarrall, P.E. Project Manager Dokken Engineering, Inc. 5675 Ruffin Road, Suite 250 San Diego, CA 92123 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. 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. ❑ If checked, 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 Paragraph 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 9 City of National City and Dokken Engineering, Inc. 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. MISCELLANEOUS 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. 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. 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. H. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. I. 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. J. 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. K. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. L. 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 10 City of National City and Dokken Engineering, Inc. 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 DOKKEN ENGINEERING, INC. By:i�/�'i".-� on Morrison, Mayor Rick Liptak, President PPROVE AS TO FO . dia Gacit City Atto a Silva 11 By: City of National City and Dokken Engineering, Inc. EXHIBIT "A" DOKKEN ENGINEERING Transportation Solutions from Concept to Construction October 2, 2015 Stephen Manganiello , P.E. Department of Public Works 1243 National City Boulevard National City, CA 91950-4301 Subject: Scope of Work for Plaza Boulevard Widening from Highland Ave to N Ave and Additional Survey Work Dear Mr. Manganiello, This letter provides a scope of work and fee for Dokken Engineering (DE) for the items of work summarized below. Scope of Supplemental Work 1 Stake Top of Curb for SDG&E Undercirounding Consultant will stake proposed Top of Curb elevations approximately every 25' within the limits of the SDG&E undergrounding project. Estimated Fee: $4,690 2 Prepare Pre and Post Construction Corner Records from N to I-805 Consultant will tie out existing monuments not previously surveyed and prepare and file pre -con Corner Record Documents (4) with the County of San Diego. Consultant will re- set destroyed monuments (30) after construction and prepare and file post -con Corner Record Documents (4) with the County of San Diego Estimated Fee: $14,562 3 Respond to 95% Comments and Prepare Bid Package from N Ave to I-805 Consultant will respond to 95% comments from the City and prepare the Final, Plans Specifications and estimates. Consultant will incorporate the Left Turn Pocket as requested by the City into the final design package. Consultant will submit the Plans Specifications and Estimate to the City for Review and respond to comments. Estimated Fee: $14,650 4 Caltrans Encroachment Permit Application Consultant will prepare and process a Caltrans Encroachment Permit Application for the proposed left turn pocket ant Station 60+00. It is assumed that no additional traffic studies or reports will be required to process the Encroachment Permit Application. Estimated Fee: $3,940 5675 Ruffin Road, Suite 250, San Diego, CA 92123 • Tele: 858.514.8377 • Fax: 858.514.8608 • www.dokkenengineering.com DOKKEN ENGINEERING Transportation Solution.v from Concept to Construction 5 Update Project Design for Highland Avenue to N Avenue The Highland Ave to N Ave plan set design is over 5 years old and does not reflect all existing conditions, utility relocations or current standards. Consultant will review and revise the PS&E set to verify it complies with recent changes to standard drawings, MUTCD, Greenbook and standard specifications. Consultant will also reformat the existing plan set to include only the Highland to N Ave Improvements. 5.1 Field Review A consultant field review will determine what existing conditions have changed from Highland Avenue to N Ave. If field changes are discovered additional survey work may be required. 5.2 Update Existing Plan Sheets Consultant will update the plans accordingly to show current existing conditions, future phase tie-ins, utility relocations and reflect the latest standard drawings. Sections of the plan set which require updating for new standards, phasing or changes to existing conditions will include, but are not limited to: 5.2.1 Title Sheet (1 Sheet) 5.2.2 Typical Cross Sections (2 Sheets) 5.2.3 Layouts/Profiles (4 Sheets) 5.2.4 Construction Details (4 Sheets) 5.2.5 Grading/Drainage (4 Sheets) 5.2.6 Utility Plan and Street Light Plans (4 Sheets) 5.2.7 Stage Construction (10 Sheets) 5.2.8 Temporary Water Pollution Control Plans (4 Sheets) 5.2.9 Pavement Delineation/Signing (4 Sheets) 5.2.10 Traffic Signals (5 Sheets) 5.2.11 ADA Curb Return Sheets (4 Sheets) 5.3 Develop New Plan Sheets Consultant will develop the following plan sheets, which were not in the original scope of work, for the Highland Avenue to N Avenue segment: 5.3.1 Construction Detail Sheets (+4 Sheets) 5.3.2 Demolition Plans (+4 Sheets) Estimated Fee: $45,015 6 Quantities/Cost Estimate After the plan set has been revised to current standards and reformatted for Highland to N Avenue phase, Dokken Engineering calculate all quantities and provide construction cost estimates. Estimated Fee: $2,642 5675 Ruffin Road, Suite 250, San Diego, CA 92123 • Tele: S58.514.8377 • Fax: 858.514.86o8 • www.dokkenengineering.com DOKKEN ENGINEERING Irunsportutuur , olutions from Concept to Construction 7 Update Special Provisions Dokken Engineering will update the project special provisions for a stand-alone Highland Avenue to N Avenue Project. Estimated Fee: $3,340 The total budget requested for this scope of work is $88,839. A detailed Cost Proposal broken down by task and labor classification is included as Attachment A. Sincerely, Dokken Engineering: Accepted and Approved by: ,ohn Klemunes, '.E. Steve Manganiello, P.E. Regional Manager City Engineer 5675 Ruffin Road, Suite 250, San Diego, CA 92123 • Tele: 858.514.8377 • Fax: 858.514.8608 • www.dokkenengineering.com EXHIBIT "B" DOKKEN ENGINEERING Transportation Solutions from Concept to Constriu lion RATE SCHEDULE Professional and supporting staff services will be billed at the following hourly billing rates: MANAGEMENT Principal Project Manager QA/QC Manager DESIGN Senior Engineer Associate Engineer Assistant Engineer Senior CAD/Detailer CAD/Detailer Engineering Technician ENVIRONMENTAL Environmental Manager Senior Environmental Planner Associate Environmental Planner Environmental Planner RIGHT OF WAY Right of Way Manager Senior Right of Way Agent / Specialist Right of Way Agent / Specialist Right of Way Administrator / GIS Technician SURVEYING Professional Land Surveyor * 1 Man Survey Crew * 2 Man Survey Crew Office Surveyor CONSTRUCTION Resident Engineer Structures Representative * Construction Inspector - Day * Construction Inspector - Night $255.00 - $275.00 $185.00 - $205.00 $195.00 - $215.00 $175.00 - $195.00 $125.00 - $155.00 $85.00 - $105.00 $125.00 - $155.00 $95.00 - $125.00 $65.00 - $95.00 $185.00 - $205.00 $125.00 - $165.00 $85.00 - $105.00 $65.00 - $95.00 $135.00 - $155.00 $115.00 - $135.00 $85.00 - $1 15.00 $65.00 - $95.00 $155.00 - $185.00 $185.00 - $225.00 $225.00 - $275.00 $85.00 - $105.00 $135.00 - $155.00 $145.00 - $185.00 $135.00 - $195.00 $165.00 - $225.00 Ordinary supplies and equipment are included in the above hourly rates. The following are considered project -specific items and their cost will be added at the following rates: Outside Reproduction Permit Fees / Public Notice Advertisements Record Search Fees / Mapping Fees Room and Equipment Rentals Traffic Control Utility Potholing Title Reports Richard T. Liptak, PE President Actual Cost Actual Cost Actual Cost Actual Cost Actual Cost Actual Cost Actual Cost * Classification subject to California Prevailing Wage DOKKEN ENGINEERING • 110 Blue Ravine Road, Suite 200 • Folsom, CA 95630 • Tele: 916.858.0642 • Fax: 916.858.0643 • DOKKEENGI ACORD,. CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)10/21/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Dealey, Renton & Associates P. O. Box 12675 Oakland, CA 94604-2675 510 465-3090 CONTACT NAME: PHONE 510 465-3090 F°X 510 452-2193 (AIC, No, Exq: (AIC, No): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A American Automobile Ins. Co. 21849 INSURED Dokken Engineering, Inc. 110 Blue Ravine Rd., Suite 200 Folsom, CA 95630 INSURER B: National Union Fire Ins Co Pitt INSURER C: Berkley Insurance Company 32603 INSURER D : INSURER E : INSURER F : • REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE INSR WVD POLICY NUMBER (MMIDDmYY) (MM/DDmYY) LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY AZC80904806 05/31/2015 05/31/2016 EACH OCCURRENCE $1,000,000 PREMISESO(Ea RENTED $1,000,000 MED EXP (Any one person) $10,000 CLAIMS -MADE X OCCUR PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 GEN'L AGGREGATE —1 POLICY X LIMIT APPLIES jECT PER: LOC $ A{Ea AUTOMOBILE X X LIABILITY ANY AUTO ALL OWNED X SCHEDULED MZA80312441 05/31/2015 05/31/2016 COMBINED NGLE LIMIT accident)SI $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ ROPERTY DAMAGE (Per a c dent) $ B X UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EBU054061436 05/31/2015 05/31/2016 EACH OCCURRENCE $5,000,000 AGGREGATE $5,000,000 $ DED RETENTION $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVEY/N OFFICER/MEMBER EXCLUDED? (Mandatory in Nil) If yes, describe under DESCRIPTION OF OPERATIONS below N N / A WZP81025921 05/31/2015 05/31/2016 X TORY LIMITS EORH E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 C Professional Liability BDP0713001 05/31/2015 05/31/2016 $2,000,000 per claim $2,000,000 annl aggr. DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space s required) General Liability Policy excludes claims arising out of the performance of professional services. Re: All Operations of the Named Insured. The City of National City, its elected officials, officers, agents, and employees are named as Additional Insured for General and Auto Liability. Insurance is primary and non-contributory per policy form. A Waiver of Subrogation applies to Workers' Compensation. (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION City of National City c/o Risk Manager 1243 National City Blvd. National City, CA 91950-4301 ACORD 25 (2010/05) 1 of 2 #S1500059/M1339999 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 1,.//, , cPc U © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD NMF DESCRIPTIONS (Continued from Page 1 DEDUCTIBLES: Professional Liability Deductible: $10,000 per claim. Other liability policy deductibles: $0. SAGITTA 25.3 (2010/05) 2 of 2 #S1500059/M1339999 Additional Insured - Owners, Lessees or Contractors - AB 90 67 12 93 Policy Amendment Section II Insured Dokken Engineering, Inc. Producer Dealey, Renton & Associates Policy Number AZC80904806 Effective Date 05/31/2015 Schedule Name of Person(s) or Organization(s) Description of Operations Re: All Operations of the Named Insured. NAME OF ADDITIONAL INSURED PERSON(S) OR ORGANIZATION(S) CONTINUED: The City of National City, its elected officials, officers, agents, and employees City of National City c/o Risk Manager 1243 National City Blvd. National City, CA 91950-4301 (If no entry appears above, information required to complete this Endorsement will be shown in the Declarations as applicable to this Endorsement.) The following is added to Part I - WHO IS AN IN- arising out of your work for that insured by or for SURED in the Business Liability Section of this policy 5. The person or organization shown in the Schedule is also an insured, but only with respect to liability you. All other terms and conditions of the policy apply. This Form must be attached to Change Endorsement when issued after the policy is written. One of the Fireman's Fund Insurance Companies as named in the policy € President AB9067 12-93 Contains copyrighted Material of Insurance ServicesOffice, Inc., 1984 Insured: Dokken Engineering, Inc. City of National City c/o Risk Manager 1243 National City Blvd. National City, CA 91950-4301 Policy Number: WZP81025921 Effective Date: 05/31/2015 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be % of the California workers' compensation premium otherwise due on such remuneration. SCHEDULE Person or Organization Job Description Re: All Operations of the Named Insured. SCHEDULE CONTINUED: The City of National City, its elected officials, officers, agents, and employees Countersigned by 444:4-1-4 Authorized Representative Form WC 04 03 06 (1) Printed in U.S.A. Process Date: Policy Expiration Date: Dokken Engineering, Inc. AZC80904806 EXCERPTS FROM: Fireman's Fund ABC MULTICOVER — AB 91 89 08 07 THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: AMERICAN BUSINESS COVERAGE 2. Blanket Additional Insured Section II — Liability Coverage, Part I. Who Is An Insured, Item 2. is amended to include: f. Any person or organization that you are required by a written insured contract to include as an insured, subject to all of the following provisions: (1) Coverage is limited to their liability arising out of: (a) the ownership, maintenance or use of that part of the premises, or land owned by, rented to, or leased to you; or (b) your ongoing operations performed for that insured; or (c) that insured's financial control of you; or (d) the maintenance, operation or use by you of equipment leased to you by such person(s) or organization(s) 4. Blanket Waiver of Subrogation Section II — Liability Coverage, Part K. Liability and Medical Payments General Conditions, is amended to include: 6. Transfer or Rights of Recovery Against Others to us and Blanket Waiver of Subrogation b. If required by a written insured contract, we waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your operations or your work for that person or organization. 19. Common Policy Conditions (AB 00 09 A 01 87), Part H. Other Insurance, Item 2 is replaced with: 2. Coverage C — Liability If other valid and collectible insurance is available to any insured for a loss we cover under Coverage C of this Coverage Part our obligations are limited as follows: a. The insurance provided under this policy is primary if you are required by a written insured contract to include any person or organization as an insured, but only with respect to that insured's liability arising out of the ownership, maintenance, or use of that part of the premises owned by or rented to you, or your work for that insured by or for you. Any other insurance available to that person or organization is excess and noncontributory with this insurance. EXCERPT FROM: PROPERTY/LIABILITY POLICY -- AB 90 00 12 93 II. K. 5. Separation of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or suit is brought. MZA80312441 FleetCover® Endorsement - CA 70 18 10 14 Policy Amendment(s) This endorsement modifies insurance provided under the following: Business Auto Coverage Form Motor Carrier Coverage Form With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. A. Broadened Named Insured Section II - Covered Autos Liability Coverage, A. Coverage, 1. Who Is An Insured, the following is added: Any organization you own on the inception of this policy, or newly acquire or form during the policy period, and over which you maintain during the policy period, majority ownership or majority interest will qualify as a Named Insured if: (1) There is no other similar insurance available to that organization; and (2) The first Named Insured shown in the Declarations of this policy has the responsibility of placing insur- ance for that organization; and (3) The organization is incorporated or organized under the laws of the United States of America. However: (a) Coverage under this provision is afforded only until the next occurring 12 month anniversary of the be- ginning of the policy period shown in the Declarations, or the end of the policy period, whichever is earlier; and (b) Coverage under this provision does not apply to bodily injury or property damage that results from an accident that occurred before you acquired or formed the organization; and No person or organization is an insured with respect to any current or past partnership, or joint venture that is not shown as a Named Insured in the Declarations; and (d) Coverage under A.(1), (2) and (3) above does not apply to any organization that is covered as an insured under any other automobile liability insurance policy whose limits of insurance have been exhausted or whose insurer has become insolvent. (c) B. Broadened Who Is an Insured 1. Form CA0001 (if attached to this policy), Section II - Covered Autos Who Is An Insured, item b.(2) is deleted, and d. is added as follows: d. Your employee while using with your permission his owned auto, his or her household, in your business or your personal affairs, borrow that auto. This Form must be attached to Change Endorsement when issued after the policy is written. One of the Fireman's Fund Insurance Companies as named in the policy CA7018 10-14 © 2014 Fireman's Fund Insurance Company, Novato, CA. All rights reserved. Liability Coverage, A. Coverage, 1. or an auto owned by a member of provided you do not own, hire or Page 1 of 9 2. Form CA0020 (if attached to this policy), Section II - Covered Autos Liability Coverage, A. Coverage, 1. Who Is An Insured, item b.(2) is deleted, and f. is added as follows: f. Your employee or agent while using with your permission his owned private passenger type auto, or a private passenger type auto owned by a member of his or her household, in your business or your personal affairs, provided you do not own, hire or borrow that auto. C. Additional Insured Coverage and Waiver of Subrogation 1. Form CA0001 (if attached to this policy), Section II - Covered Autos Liability Coverage, A. Coverage, 1. Who Is An Insured, the following is added as item e.; and form CA0020 (if attached to this policy), Section II - Covered Autos Liability Coverage, A. Coverage, 1. Who Is An Insured; the following is added as item g.: Any person or organization with respect to the operation, maintenance, or use, of a covered auto, provided that you and such person or organization have agreed under an expressed provision in a written insured contract or written agreement, or a written permit issued to you by a governmental or public authority, to add such person, organization, or governmental or public authority to this policy as an insured. However, such person or organization is an insured: (1) Only with respect to the operation, maintenance, or use, of a covered auto; and (2) Only for bodily injury or property damage caused by an accident which takes place after: (a) You executed the insured contract or written agreement; or (b) The permit has been issued to you. 2. Form CA0001 (if attached to this policy), Section IV - Business Auto Conditions, A. Loss Conditions, item 5.; and form CA0020 (if attached to this policy), Section V - Motor Carrier Conditions, A. Loss Condi- tions, item 6.; the following is added: Waiver of Subrogation If required by a: a. Written insured contract or written agreement executed prior to the accident; or b. Written permit issued to you by a governmental or public authority prior to the accident; we waive any right of recovery we may have against any person or organization named in such contract, agreement or permit, because of payments we make for injury or damage arising out of a covered auto. D. Auto Medical Payments - Increased Limit For each covered auto described in the Declarations or shown in the Schedule as having Auto Medical Pay- ments Coverage, the Medical Payments Limit of Insurance for those autos is revised to the greater of: 1. $5,000; or 2. The limit shown in the Declarations. E. Hired Auto Physical Damage Coverage and Loss of Use Expenses Hired Auto Physical Damage Coverage If Physical Damage Coverage is provided by this policy on your owned covered autos, the following applies: CA7018 10-14 Page 2 of 9 ® 2014 Fireman's Fund Insurance Company, Novato, CA. AU rights reserved. g Any auto that you lease, hire, rent or borrow without a driver, will be covered under this policy for Physical Damage Coverage. However, any such auto: 1. Will be covered only for the same Physical Damage Coverage that applies to your owned covered autos; 2. Will be subject to the same applicable deductible shown in the Declarations that applies to your most similar owned covered auto, except any Comprehensive Coverage deductible does not apply to loss caused by fire or lightning; and 3. The most we will pay for any one loss in any one accident is the lesser of the following: a. Actual Cash Value of the damaged or stolen property as of the time of the loss as determined by us; or b. The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality. In addition, we will pay costs and fees associated with such covered loss only for a maximum time period of seven days beginning with the date of loss, subject to a maximum of $500. However. (1) If form CA0001 is attached to this policy, this coverage does not apply to autos you lease, hire, rent or borrow from any of your employees, partners (if you are a partnership), members (if you are a limited li- ability company) or members of their households; and (2) If form CA0020 is attached to this policy, this coverage does not apply to any private passenger type auto you lease, hire, rent or borrow from any member of your household, any of your employees, partners (if you are a partnership), members (if you are a limited liability company), or agents or members of their households. Hired Auto Loss of Use Expenses Form CA0001 (if attached to this policy), Section III - Physical Damage Coverage, A. Coverage, 4. Coverage Extension, b. Loss of Use Expenses; and form CA0020 (if attached to this policy), Section IV - Physical Damage Coverage, A. Coverage, 4. Coverage Extension, b. Loss of Use Expenses; is deleted and replaced by the following: b. For Hired Auto Physical Damage, we will pay expenses for which an Insured becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver, under a written rental contract or agreement. We will pay for loss of use expenses if caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered auto; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss is provided for any covered auto; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered auto. However, the most we will pay for any expenses for loss of use is $100 per day, to a maximum of $1,000. F. Coverage Territory - Hired Auto 1. Form CA0001, (if attached to this policy), Section IV - Business Auto Conditions, B. General Conditions, 7. Policy Period, Coverage Territory, b.(5) is deleted and replaced by the following: CA7018 10-14 C 2014 Fireman's Fund Insurance Company, Novato, CA. All rights reserved. Page 3 of 9 (5) Anywhere in the world if a covered auto of the private passenger type is leased, hired, rented or bor- rowed without a driver for a period of 180 days or less, 2. Form CA0020 (if attached to this policy), Section V - Motor Carrier Conditions, B. General Conditions, 7. Policy Period, Coverage Territory, b.(5) is deleted and replaced by the following: (5) Anywhere in the world if a covered auto of the private passenger type is leased, hired, rented or bor- rowed without a driver for a period of 180 days or less, G. Communication Equipment Coverage Fonn CA0001 (if attached to this policy), Section III - Physical Damage Coverage, C. Limits of Insurance, Paragraph l.b.; and form CA0020 (if attached to this policy), Section IV - Physical Damage Coverage, C. Limits of Insurance, Paragraph l.b.; is deleted and replaced by the following: b. All electronic equipment that reproduces , receives or transmits audio, visual or data signals in any one loss is $1,500, if, at the time of loss, such electronic equipment is: H. Tapes, Records, CDs and DVD Coverage The Physical Damage Coverage Section is amended as follows: 1. The exclusion referring to tapes, records, discs, or other similar audio, visual or data electronic devices designed for use with audio, visual or data electronic equipment does not apply. 2. Under Comprehensive Coverage - Form CA0001 (if attached to this policy), Section III- Physical Damage Coverage, A. Coverage; and form CA0020 (if attached to this policy), Section IV- Physical Damage Coverage, A. Coverage; the following is added: We will pay for loss to tapes, records, discs or other similar devices used with audio, visual or data elec- tronic equipment. We will pay only if the tapes, records, discs or other similar audio, visual or data elec- tronic devices: a. Are your property, or that of a family member; and b. Arc in a covered auto at the time of a loss. The most we will pay for loss is $250. No deductible applies to this coverage. I. Personal Effects Coverage Form CA0001 (if attached to this policy), Section III - Physical Damage Coverage, A. Coverage, 4. Coverage Extensions; and form CA0020 (if attached to this policy), Section IV - Physical Damage Coverage, A. Cover- age, 4. Coverage Extension; item c. is added as follows: c. Personal Effects Coverage We will pay up to $500 for loss for clothing items or other personal effects that are owned by an insured and are in a covered auto in the event of a covered loss. Personal Effects do not include audio visual or electronic devices, money, giftcards, securities, jewelry, or tools. This coverage is excess over any other collectible insurance. No deductible applies to this coverage. CA7018 10-14 Page 4 of 9 © 2014 Fireman's Fund Insurance Company, Novato, CA. All rights reserved. g J. Airbag Coverage Form CA0001 (if attached to this policy), Section III - Physical Damage Coverage, B. Exclusions, 3.a.; and form CA0020 (if attached to this policy), Section IV - Physical Damage Coverage, B. Exclusions, 3.a.; the following is added: However, mechanical breakdown does not mean the unintended discharge of an airbag, provided that any loss covered under this provision is excess over any other collectable insurance or warranty designed to cover such unintended discharge. K. Rental Reimbursement Form CA0001 (if attached to this policy), Section III - Physical Damage Coverage, A. Coverage, 4. Coverage Extensions; and form CA0020 (if attached to this policy), Section IV - Physical Damage Coverage, A. Cover- age, 4. Coverage Extension; item d. is added as follows: d. Rental Reimbursement or Transportation Expenses If loss occurs to a covered auto described or designated in the Declarations or Schedule and covered for Physical Damage Coverage, we will pay for rental expenses for the rental of a similar replacement auto and additional transportation expenses, incurred by you. This payment applies in addition to the otherwise applicable amount of each coverage you have on the covered auto. No deductible applies to this coverage. However: (1) We will pay only for those expenses incurred by you that begin 24 hours after the covered loss. (2) We will cease paying for those expenses, regardless of the policy's expiration date, at the earlier of the following dates: (a) The number of days reasonably required to repair or replace the covered auto. If loss is caused by theft, this number of days is added to the number of days it takes to locate and return the covered auto to you; or (3) (b) 45 days from the date this coverage begins. Our payment is limited to the lesser of the following amounts: (a) Necessary and actual expenses incurred by you; or (b) $1,500. (4) This coverage does not apply while there are spare or reserve autos available to you for your oper- ations. (5) If loss results from the total theft of a covered private passenger type auto (if CA0020 is attached to this policy), or a covered private passenger auto (if CA0001 is attached to this policy), we will pay under this coverage only that amount of your covered rental expenses or additional transportation expenses which are not already provided for under the Physical Damage Coverage Extensions. L. Extended Towing Coverage 1. Form CA0001 (if attached to this policy), Section III - Physical Damage Coverage, A. Coverage, 2. Towing, is deleted and replaced by the following: CA7018 10-14 C 2014 Fireman's Fund Insurance Company, Novato, CA. All rights reserved. Page 5 of 9 2. Extended Towing We will pay up to $750 per disablement for towing and labor costs you incur each time your covered auto is disabled. However: a. All labor must be performed at the place of disablement; and b. If the covered auto is of the private passenger type, no deductible applies; and c. If the covered auto is not of the private passenger type, our obligation to pay will be reduced by a $250 deductible per disablement. d. If the covered auto is not of the private passenger type and the disablement results from a loss covered under Section III - Physical Damage Coverage, A. Coverage, Paragraphs 1, a., b., or c., there is no separate deductible for the Extended Towing Coverage. For purposes of this coverage, disablement means a breakdown of the covered auto including me- chanical breakdown, engine failure, or tire blowout, where repairs cannot be made roadside and a tow is required to remove the auto from the roadway and to seek additional services and repair. 2. Form CA0020 (if attached to this policy), Section IV - Physical Damage Coverage, A. Coverage, 2. Towing - Private Passenger Autos, is deleted and replaced by the following: 2. Extended Towing We will pay up to $750 per disablement for towing and labor costs you incur each time your covered auto is disabled. However: a. All labor must be performed at the place of disablement; and b. If the covered auto is of the private passenger type, no deductible applies; and c. If the covered auto is not of the private passenger type, our obligation to pay will be reduced by a $250 deductible per disablement. d. If the covered auto is not of the private passenger type and the disablement results from a loss covered under Section IV - Physical Damage Coverage, A. Coverage, Paragraphs 1, a., b., or c., there is no separate deductible for the Extended Towing Coverage. For purposes of this coverage, disablement means a breakdown of the covered auto including me- chanical breakdown, engine failure, or tire blowout, where repairs cannot be made roadside and a tow is required to remove the auto from the roadway and to seek additional services and repair. M. Cancellation - 120 Days Notice If we cancel this policy for any reason other than nonpayment of premium, we will mail or deliver to the first Named Insured at the last mailing address known to us, written notice of cancellation at least 120 days prior to the effective date of cancellation. N. Supplementary Payments - Increased Limits Section II - Covered Autos Liability Coverage, 2. Coverage Extensions, a. Supplementary Payments, items (2) and (4) are deleted and replaced by the following: (2) Up to $2,500 for the cost of bail bonds (including bonds for related traffic law violations) required because of an accident we cover. We do not have to furnish these bonds. CA7018 10-14 ® 2014Fireman's Fund Insurance Company, Novato, CA. All rights reserved. Page 6 of 9 (4) All reasonable expenses incurred by the insured at our request, including substantiated loss of earnings up to $500 a day, because of time off from work. O. Duties In The Event Of Accident, Claim, Suit Or Loss - Amended Form CA0001 (if attached to this policy) Section IV - Business Auto Conditions, A. Loss Conditions, item 2. a.; and form CA0020 (if attached to this policy) Section V - Motor Carrier Conditions, A. Loss Conditions, item 2. a.; is deleted and replaced by the following: a. In the event of accident, claim, suit or loss, you must promptly notify us or our authorized representative when it becomes known to: (1) You, if you are an individual; (2) Your partner or member, if you are a partnership or joint venture; (3) Your member, if you are a limited liability company; (4) Your executive officer if you are an organization other than a partnership, joint venture or limited li- ability company; or Your authorized representative or insurance manager. (5) Knowledge of an accident, claim, suit or loss by other persons does not imply that the persons listed above have such knowledge. Notice should include: (a) How, when and where the accident or loss occurred; and (b) The insured's name and address; and (c) To the extent possible, the names and address of any injured persons and witnesses. P. Unintentional Failure to Disclose Hazards Form CA0001 (if attached to this policy), Section IV - Business Auto Conditions, B. General Conditions, item 2.; and form CA0020 (if attached to this policy), Section V - Motor Carrier Conditions, B. General Conditions, item 2.; the following is added: However, if you unintentionally fail to disclose any hazards existing at the inception date of this policy, we will not deny coverage under this Coverage Form because of such failure. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. Q. Fellow Employee Coverage Section II - Covered Autos Liability Coverage, B. Exclusions, 5. Fellow Employee, the following is added: However, this exclusion does not apply if the bodily injury results from the use of a covered auto you own or hire, and provided that any coverage under this provision only applies in excess over any other collectible insurance. R. Limited Mexico Coverage WARNING AUTO ACCIDENTS IN MEXICO ARE SUBJECT TO THE LAWS OF MEXICO ONLY - NOT THE LAWS OF THE UNITED STATES OF AMERICA. THE REPUBLIC OF MEXICO CONSIDERS ANY AUTO ACCIDENT A CRIMINAL OFFENSE AS WELL AS A CIVIL MATTER. CA7018 10-14 Page 7 of 9 © 2014 Fireman's Fund Insurance Company, Novato, CA. All rights reserved. g IN SOME CASES THE COVERAGE PROVIDED HERE MAY NOT BE RECOGNIZED BY THE MEXICAN AUTHORITIES AND WE MAY NOT BE ALLOWED TO IMPLEMENT THIS COVER- AGE AT ALL IN MEXICO. YOU SHOULD CONSIDER PURCHASING AUTO COVERAGE FROM A LICENSED MEXICAN INSURANCE COMPANY BEFORE DRIVING IN MEXICO. THIS ENDORSEMENT DOES NOT APPLY TO ACCIDENTS OR LOSSES WHICH OCCUR OUT- SIDE OF 25 MILES FROM THE BORDER OF THE UNITED STATES OF AMERICA. Form CA0001 (if attached to this policy), Section IV - Business Auto Conditions, B. General Conditions, item 7.; and form CA0020 (if attached to this policy), Section V - Motor Carrier Conditions, B. General Conditions, item 7.; the following is added: The coverage territory is extended to include Mexico, but only: (i) For accidents or losses occurring within 25 miles of the United States border; and (ii) For trips into Mexico of 10 days or less; and (iii) If the covered auto is principally garaged and principally used in the United States; and (iv) If the insured is a resident of the United States. If a loss to a covered auto occurs in Mexico, we pay for such loss in the United States. If the covered auto must be repaired in Mexico in order to be driven, we will not pay for more than the actual cash value of such loss as determined by us at the nearest United States point where the repairs can be made. Any insurance provided under this provision will be excess over any other collectible insurance. S. Extended Glass Coverage Form CA0001 (if attached to this policy), Section III - Physical Damage Coverage, A. Coverage, item 3.a.; and form CA0020 (if attached to this policy), Section IV - Physical Damage Coverage, A. Coverage, item 3.a.; is deleted and replaced by the following: a. Glass breakage. If glass must be replaced, the deductible will be $100 or the deductible shown in the Declarations, whichever is less. If glass can be repaired and is actually repaired rather than replaced, the deductible will be waived. You have the option of having the glass repaired rather than replaced. T. Broadened Definition of Bodily Injury Form CA0001 (if attached to this policy), Section V - Definitions, item C.; and form CA0020 (if attached to this policy), Section VI - Definitions, item C.; is replaced by the following: C. Bodily injury means bodily injury, sickness or disease sustained by a person including death or mental anguish resulting from any of these at any time. Mental anguish means any type of mental or emotional illness or disease. U. Customer Lease or Loan Physical Damage Coverage Extension Form CA0001 (if attached to this policy), Section III - Physical Damage Coverage, C. Limits of Insurance; and form CA0020 (if attached to this policy), Section IV - Physical Damage Coverage, C. Limits of Insurance; item 4. is added as follows: 4, If your covered owned auto is: (1) Shown in the Schedule and designated as covered for Physical Damage Coverage; and (2) Shown in this policy as having a loss payee or additional insured -lessor; and CA7018 10-14 © 2014 Fireman's Fund Insurance Company, Novato, CA. All rights reserved. Page 8 of 9 (3) Incurs a covered total loss; we will pay the greater of: (a) The actual cash value, as determined by us, of the damaged or stolen property as of the time of the total loss; or (b) The outstanding indebtedness under the initial finance agreement for the covered auto and its equip- ment. As used here, outstanding indebtedness means the amount you owe on the finance agreement at the time of total loss: (i) Less any amounts representing taxes, overdue payments, penalties, interest, or charges resulting from overdue payments, additional mileage, excess wear and tear, or lease termination fees; and (ii) Less any administrative costs or overhead fees assessed by the finance company who has leased the covered auto to you; and (iii) Less security deposits not returned by the lessor; and (iv) Less costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and (v) Less carry-over balances from previous loans or leases. V. Two or More Deductibles 1. Section III - Physical Damage Coverage D. Deductible, of form CA0001 (if attached to this policy), the following is added: If another Fireman's Fund Insurance Company policy or coverage form that is not an automobile policy or coverage form applies to the same accident or loss, the following applies: (1) If the deductible under this Business Auto Coverage Form is the lesser (or least) deductible, it will be waived. (2) If the deductible under this Business Auto Coverage Form is not the lesser (or least) deductible, it will be reduced by the amount of the lesser (or least) deductible. 2. Section IV - Physical Damage Coverage, D. Deductible of form CA0020 (if attached to this policy), the following is added: If another Fireman's Fund Insurance Company policy or coverage form that is not an automobile policy or coverage form applies to the same accident or loss, the following applies: (1) If the deductible under this Motor Carrier Coverage Form is the lesser (or least) deductible, it will be waived. (2) If the deductible under this Motor Carrier Coverage Form is not the lesser (or least) deductible, it will be reduced by the amount of the lesser (or least) deductible. All other terms and conditions of the policy remain unchanged. CA7018 10-14 © 2014 Fireman's Fund Insurance Company, Novato, CA. All rights reserved. Page 9 of 9 RESOLUTION NO. 2015 — 167 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT WITH DOKKEN ENGINEERING, INC., FOR A NOT -TO -EXCEED AMOUNT OF $100,000 TO PROVIDE ENGINEERING AND CONSTRUCTION SUPPORT SERVICES FOR PLAZA BOULEVARD WIDENING PROJECT WHEREAS, on November 21, 2006, the City Council adopted Resolution No. 2006-226 entering into an Agreement with Dokken Engineering, Inc. ("Dokken"), to provide engineering services for the Plaza Boulevard Widening Project; and WHEREAS, while under contract, Dokken Engineering prepared a complete set of construction plans and technical specifications for the widening of Plaza Boulevard between Highland Avenue and Euclid Avenue, but due to a shortfall in construction funding, staff was unable to advertise the project for public bidding; and WHEREAS, currently, funding is available to construct Phase I from Palm Ave to 1-805, and most of the funding has been secured to construct Phase II from Highland Avenue to Palm Avenue, with remaining funds projected to be available in the first quarter of Fiscal Year 2017; and WHEREAS, the plans and technical specifications are now approaching five years old and need to be updated to ensure compliance with current design standards; and WHEREAS, because Dokken Engineering served as the Engineer of Record for preparation of the original plans, they are the most qualified by experience and ability to complete the revisions desired by the City, and Dokken Engineering is willing to perform such services for a not -to -exceed amount of $100,000 and a term of two years; and WHEREAS, the scope of services for this Agreement consists of professional engineering services for Phases I and II including, but not limited to, revision of plans and specifications to ensure compliance with current design standards, cost estimates, special provisions, utility coordination, surveying, construction support and preparation of record drawings. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby authorizes the Mayor to execute a two-year Agreement with Dokken Engineering, Inc., to provide professional engineering services for Phases I and II of the Plaza Boulevard Widening Project, including, but not limited to, revision of plans and specifications to ensure compliance with current design standards, cost estimates, special provisions, utility coordination, surveying, construction support and preparation of record drawings. [Signature Page to Follow] Resolution No. 2015 — 167 Page Two PASSED and ADOPTED this 17th day of November, 2015. on Morrison, Mayor ATTEST: e� Az%N C Mich eI R. Dalla, ihy Clerk ROVED A. TO FOR !: Cdia Gacitua ilva City Attorney Passed and adopted by the Council of the City of National City, California, on November 17, 2015 by the following vote, to -wit: Ayes: Councilmembers Mendivil, Morrison, Rios, Sotelo-Solis. Nays: None. Absent: Councilmember Cano. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California C rk of the City o By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2015-167 of the City of National City, California, passed and adopted by the Council of said City on November 17, 2015. City Clerk of the City of National City, California By: Deputy City National City, California CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: November 17, 2015 AGENDA ITEM NO. 7 ITEM TITLE: Resolution of the City Council of the City of National City authorizing the Mayor to execute an Agreement with Dokken Engineering, Inc. for a not -to -exceed amount of $100,000 to provide engineering and construction support services for Plaza Boulevard Widening Project. PREPARED BY: Stephen Manganiello PHONE: 619-336-4382 EXPLANATION: See attached. DEPARTMENT: Engineering/Public Works APPROVED BY: FINANCIAL STATEMENT: ACCOUNT NO. 325-409-500-598-6569 (Transportation DIF — ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: APPROVED: APPROVED: Plaza Blvd Widening): $100,000.00 FINAL ADOPTION: Finance MIS STAFF RECOMMENDATION: Adopt resolution executing an Agreement with Dokken Engineering, Inc. for a not -to -exceed amount of $100,000 to provide engineering and construction support services for Plaza Boulevard Widening Project. BOARD / COMMISSION RECOMMENDATION: N/A ATTACHMENTS: 1. Explanation 2. Agreement 3. Resolution Q,t s0\,v\ ,- \ '1 Explanation: Dokken Engineering, Inc. was retained by the City of National City through a competitive process to provide engineering services for the Plaza Boulevard Widening Project. The original Agreement was authorized by City Council on November 21, 2006 per Resolution No. 2006-226. This agreement, and subsequent amendments, has since expired. While under contract, Dokken Engineering prepared a complete set of construction plans and technical specifications for the widening of Plaza Boulevard between Highland Avenue and Euclid Avenue. Due to a shortfall in construction funding, staff was unable to advertise the project for public bidding. Through adoption of the City's 5-Year CIP, the project has since been divided into three phases in an effort to construct portions of the project based on available funding. Currently, funding is available to construct Phase I from Palm Ave to 1-805. In addition, most of the funding to construct Phase II from Highland Avenue to Palm Avenue has been secured, with remaining funds projected to be available in the first quarter of Fiscal Year 2017. The plans and technical specifications are now approaching five years old. As such, they need to be updated to ensure compliance with current design standards. Since Dokken Engineering served as the Engineer of Record for preparation of the original plans, they are the most qualified by experience and ability to complete the revisions. The scope of services for this Agreement consists of professional engineering services for Phases I and II including, but not limited to, revision of plans and specifications to ensure compliance with current design standards, cost estimates, special provisions, utility coordination, surveying, construction support and preparation of record drawings. The Agreement is for a not -to -exceed amount of $100,000 and a term of two years. -1- AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND DOKKEN ENGINEERING, INC. THIS AGREEMENT is entered into by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and DOKKEN ENGINEERING, INC., a corporation (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide professional engineering and construction support services for the Plaza Boulevard Widening Project. WHEREAS, on November 21, 2006, through City Council Resolution No. 2006-226, the CITY and the CONSULTANT entered into an Agreement whereby the CONSULTANT would provide professional engineering services, including preparation of plans, specifications and estimates, for the Plaza Boulevard Widening Project. WHEREAS, through said Agreement, which has subsequently expired, the CONSULTANT, while serving as the Engineer of Record, prepared a complete set of construction plans and technical specifications for the Plaza Boulevard Widening Project. WHEREAS, due to a shortfall in construction funding, the project could not be advertised for public bidding; subsequently, the plans and specifications are no longer valid and need to be revised to ensure compliance with current design standards. WHEREAS, the CONSULTANT, as the Engineer of Record, is most 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, 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 November 17, 2015. The duration of this Agreement is for the period of November 17, 2015 through November 16, 2017. With mutual agreement of the parties, this -2- Agreement may be extended for an additional period of up to one year, through November 16, 2018. 3. SCOPE OF SERVICES. The CONSULTANT will perform professional engineering services as set forth in the attached Exhibit "A", including, but not limited to, revision of plans and specifications to ensure compliance with current design standards, cost estimates, special provisions, utility coordination, surveying, construction support and preparation of record drawings. 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 CONSULTANT shall appear at meetings as needed to keep staff and City Council advised of the progress on the Project. 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, not to exceed a factor of 15% from the base amount. 4. PROJECT COORDINATION AND SUPERVISION. Stephen Manganiello, Director of Public Works / City Engineer 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. Mark Tarrall, P.E. 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, consistent with Exhibit "B". The total cost for all work described described in Exhibit "A" shall not exceed $100,000 (the Base amount) without prior written authorization from the Project Coordinator. 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 Project Coordinator. 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. 2 City of National City and Dokken Engineering, Inc. -3- 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 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 become the property of the CITY for use with respect to this Project, and 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 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 3 City of National City and Dokken Engineering, Inc. -4- 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. 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 herein set forth, and the CONSULTANT or the CONSULTANT'S agents, servants, or employees are not in any manner agents, servants, or employees of the CITY, it being understood that the CONSULTANT its agents, servants, and employees are as to the CITY wholly independent CONSULTANT, and that the CONSULTANT'S obligations to the CITY are solely such as are 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. 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 4 City of National City and Dokken Engineering, Inc. -5- reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -paragraph 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. 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 14. 15. INDEMNIFICATION AND HOLD HARMLESS. The CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers and employees, 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 5 City of National City and Dokken Engineering, Inc. -6- anyone whomsoever, resulting from or arising out of the CONSULTANT'S negligent performance of this Agreement. 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. 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 Government 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, and employees 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. 17. 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 checked insurance policies: A. ® If checked, 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 ("any auto"). The policy shall name the CITY and its officers, agents and employees as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of $1,000,000 per occurrence and $2,000,000 aggregate, and Umbrella Liability Insurance with minimum limits of $5,000,000, covering all bodily injury and property damage arising out of its operations under this Agreement. The policy shall name the CITY and its officers, agents and employees as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". 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, employees, and volunteers, so that any other policies held by the CITY shall not 6 City of National City and Dokken Engineering, Inc. -7- contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY 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. Insurance shall be written with only California admitted companies that hold a current policy holder's alphabetic and financial size category rating of not less than A VIII according to the current Best's Key Rating Guide, or a company 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 California List of Eligible Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements. H. 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 of such insurance policies in full force and effect at all times during the terms of this Agreement, the CITY may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. I. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. 18. 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. 19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of mediation shall be borne equally by the parties. Any controversy or claim arising out of, or relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a judgment thereon may be entered in any court having jurisdiction over the subject matter of the controversy. The expenses of the arbitration shall be borne equally by the parties to the arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence 7 City of National City and Dokken Engineering, Inc. -8- and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof against a specified party as part of the arbitration award. 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 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: 8 City of National City and Dokken Engineering, Inc. -9- To CITY: Stephen Manganiello Director of Public Works / City Engineer Engineering & Public Works Department City of National City 1243 National City Boulevard National City, CA 91950-4301 To CONSULTANT: Mark Tarrall, P.E. Project Manager Dokken Engineering, Inc. 5675 Ruffin Road, Suite 250 San Diego, CA 92123 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. 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. ❑ If checked, 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 Paragraph 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 9 City of National City and Dokken Engineering, Inc. -10- 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. MISCELLANEOUS 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. 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. 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. H. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. I. 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. J. 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. K. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. L. 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 10 City of National City and Dokken Engineering, Inc. -11- 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 DOKKEN ENGINEERING, INC. By: By: Ron Morrison, Mayor Rick Liptak, President w APPROVED AS TO FORM: Claudia Gacitua Silva City Attorney 11 By: Cathy Chan, Secretary City of National City and Dokken Engineering, Inc. -12- RESOLUTION NO. 2015 — RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT WITH DOKKEN ENGINEERING, INC., FOR A NOT -TO -EXCEED AMOUNT OF $100,000 TO PROVIDE ENGINEERING AND CONSTRUCTION SUPPORT SERVICES FOR PLAZA BOULEVARD WIDENING PROJECT WHEREAS, on November 21, 2006, the City Council adopted Resolution No. 2006-226 entering into an Agreement with Dokken Engineering, Inc. ("Dokken"), to provide engineering services for the Plaza Boulevard Widening Project; and WHEREAS, while under contract, Dokken Engineering prepared a complete set of construction plans and technical specifications for the widening of Plaza Boulevard between Highland Avenue and Euclid Avenue, but due to a shortfall in construction funding, staff was unable to advertise the project for public bidding; and WHEREAS, currently, funding is available to construct Phase I from Palm Ave to 1-805, and most of the funding has been secured to construct Phase II from Highland Avenue to Palm Avenue, with remaining funds projected to be available in the first quarter of Fiscal Year 2017; and WHEREAS, the plans and technical specifications are now approaching five years old and need to be updated to ensure compliance with current design standards; and WHEREAS, because Dokken Engineering served as the Engineer of Record for preparation of the original plans, they are the most qualified by experience and ability to complete the revisions desired by the City, and Dokken Engineering is willing to perform such services for a not -to -exceed amount of $100,000 and a term of two years; and WHEREAS, the scope of services for this Agreement consists of professional engineering services for Phases I and II including, but not limited to, revision of plans and specifications to ensure compliance with current design standards, cost estimates, special provisions, utility coordination, surveying, construction support and preparation of record drawings. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby authorizes the Mayor to execute a two-year Agreement with Dokken Engineering, Inc., to provide professional engineering services for Phases I and II of the Plaza Boulevard Widening Project, including, but not limited to, revision of plans and specifications to ensure compliance with current design standards, cost estimates, special provisions, utility coordination, surveying, construction support and preparation of record drawings. [Signature Page to Follow] Resolution No. 2015 — Page Two PASSED and ADOPTED this 17th day of November, 2015. Ron Morrison, Mayor ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: Claudia Gacitua Silva City Attorney CITY OF NATIONAL CITY Office of the City Clerk 1243 National City Blvd., National City, California 91950 619-336-4228 phone / 619-336-4229 fax Michael R. Dalla, CMC - City Clerk November 30, 2015 Mr. Mark Tarrall Dokken Engineering, Inc. 5675 Ruffin Road, Suite 250 San Diego, CA 92123 Dear Mr. Tarrall, On November 17th, 2015, Resolution No. 2015-167 was passed and adopted by the City Council of the City of National City, authorizing execution of Agreement with Dokken Engineering. We are enclosing for your records a certified copy of the above Resolution and a fully executed original Agreement. Michael R. Dalla, CMC City Clerk Enclosures cc: Engineering/Public Works