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HomeMy WebLinkAbout2017 CON Kimley Horn and Associates - Project Support Services CIP ProgramAGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND KIMLEY-HORN AND ASSOCIATES, INC. THIS AGREEMENT is entered into on this 6th day of June, 2017, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and KIMLEY-HORN AND ASSOCIATES, INC., a corporation (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide on -call project support services for National City's Capital Improvement Program (CIP). WHEREAS, on February 2, 2017, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for on -call project support services for National City's CIP; WHEREAS, on March 6, 2017, the CONSULTANT submitted a Statement of Qualifications (SOQ) in response to the RFQ, consistent with the requirements of the RFQ; WHEREAS, the CITY has determined that the CONSULTANT is an engineering firm; and WHEREAS, based on evaluation of the CONSULTANT'S SOQ and interview, the CITY has determined that the CONSULTANT is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide on -call project support services for National City's Capital Improvement Program (CIP), 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 June 6, 2017. The duration of this Agreement is for the period of June 6, 2017 through June 5, 2019. This Agreement may be extended by mutual agreement upon the same terms and conditions for an additional one (1) year term. Any extension of this Agreement must be approved in writing by the City Council. 3. SCOPE OF SERVICES. The CONSULTANT will perform services as set forth in the attached Exhibit "A", including, but not limited to, project management; engineering; architecture; land surveying; environmental assessments; geotechnical; construction support; plan reviews; community outreach and communications. The CONSULTANT will be expected to submit proposals for individual task orders in a timely manner, consistent with the general scope of services in Exhibit "A". Task order proposals shall include a detailed scope of work, schedule of deliverables and "not -to - exceed" cost estimate. The Project Coordinator will issue a Notice to Proceed upon approval of each individual task order. After issuance of a Notice to Proceed for each individual task order, the CONSULTANT will only receive compensation for actual work performed, on a time and materials basis, consistent with the detailed scope of work and within the limits of the "not -to - exceed" cost estimate. The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CITY may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services. 4. PROJECT COORDINATION AND SUPERVISION. 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. Jennifer Koopman, P.E., Project Manager, thereby is designated as the Project Director for the CONSULTANT. 5. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not exceed $2,000,000. The compensation for the CONSULTANT'S work shall not exceed the rates set forth in Exhibit "B". The CITY will not accept CONSULTANT "mark-ups" for services provided by SUBCONSULTANTS. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with the general scope of services in Exhibit "A", and the detailed scope of work and schedule of deliverables provided for individual task orders, 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 Standard Agreement Revised May 2017 Page 2 of 11 City of National City and Kimley-Hom & Assoc performance, the acceptable completion of this Agreement, and the amount of compensation due. In the event the CONSULTANT and the CITY cannot agree to the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT in this 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 Services of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT'S employees are employees of the CITY, and are not entitled to any of the rights, benefits, or privileges of the CITY'S employees, including but not limited to retirement, medical, unemploy- ment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT'S employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement nor any interest herein may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem Standard Agreement Revised May 2017 Page 3of11 City of National City and Kimley-Horn & Assoc 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 reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -section will render the CONSULTANT liable to the CITY for any increased costs that result from the CITY'S later inability to obtain the specified items or any Standard Agreement Revised May 2017 Page 4 of 11 City of National City and Kimley-Horn & Assoc reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 13. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 14. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 14, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY. In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 15. 15. INDEMNIFICATION AND HOLD HARMLESS. The CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT'S negligent performance of this Agreement. CITY will cooperate reasonably in the defense of any action, and CONSULTANT shall employ competent counsel, reasonably acceptable to the City Attorney. Standard Agreement Revised May 2017 Page 5 of 11 City of National City and Kimley-Hom & Assoc 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 Labor Code and all amendments thereto; and all similar State or federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, employees, and volunteers from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or recovered against the CITY or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement. 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 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, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of either $2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and $2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property damage arising out of its operations, work, or performance under this Agreement. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". The "project" or "location" should be noted with specificity on an endorsement that shall be incorporated into the policy. D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT'S employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver of subrogation in favor of the CITY. Said endorsement shall be provided prior to commencement of work under this Agreement. If CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, officials, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) Standard Agreement Page 6 of 11 City of National City and Revised May 2017 Kimley-Horn & Assoc days prior written notice to the CITY's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. G. The Certificate Holder for all policies of insurance required by this Section shall be "City of National City, c/o Risk Manager, 1243 National City Boulevard, National City, CA 91950-4397. H. Insurance shall be written with only insurers authorized to conduct business in California that hold a current policy holder's alphabetic and financial size category rating of not less than A:VII according to the current Best's Key Rating Guide, or a company of equal financial stability that is approved by the CITY' S Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent California List of Eligible Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements. I. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY'S Risk Manager. If the CONSULTANT does not keep all 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. J. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. K. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY requires and shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 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. 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 Standard Agreement Revised May 2017 Page 7 of 11 City of National City and Kimley-Horn & Assoc 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. 20. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: Stephen Manganiello Director of Public Works/City Engineer Engineering & Public Works Department City of National City 1243 National City Boulevard National City, CA 91950-4397 Standard Agreement Revised May 2017 Page 8 of 11 City of National City and Kimley-Hom & Assoc To CONSULTANT: Jennifer Koopman, P.E. Project Manager Kimley-Horn and Associates, Inc. 401 "B" Street, Suite 600 San Diego, CA 92101 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. 21. 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. Li 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 Section 21 by the CONSULTANT. 22. PREVAILING WAGES. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720,1720.2, 1720.3, 1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. 23. 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 Standard Agreement Revised May 2017 Page 9 of 11 City of National City and Kimley-Horn & Assoc shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state, or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof. D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. To the extent any exhibits, schedules, or provisions thereof conflict or are inconsistent with the terms and conditions contained in this Agreement, the terms and conditions of this Agreement shall control. 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. Subcontractors or Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. In the event any portion of the work under this Agreement is subcontracted, the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY, both the insurance provisions in Section 17 and the indemnification and hold harmless provision of Section 15 of this Agreement. M. 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 Standard Agreement Revised May 2017 Page 10 of 11 City of National City and Kimley-Horn & Assoc 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 B KIMLEY-HORN AND ASSOCIATES, INC. By: on Morrison, Mayor Dennis ancfaal, Sr. Vice President APPROVED AS TO FORM: Angil P. Morris -Jones City Attorney By: Robert&M. Contreras Deputy City Attorney Standard Agreement Revised May 2017 By: CI Jenni r Koop n, Assistant Secretary Page 11 of 11 City of National City and Kimley-Hom & Assoc EXHIBIT "A" Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) Cover Letter March 6, 2017 Mr. Stephen Manganiello Director of Public Works/City Engineer City of National City Engineering & Public Works Department 1243 National City Boulevard National City, CA 91950 40113 Street Suite 600 San Diego, California 92101 TEL 619 234 9411 RE: Proposal for On -Call Project Support Services for National City's Capital Improvement Program (CIP) Dear Mr. Manganiello and Members of the Selection Committee: National City is a vibrant, multimodal community that goes above and beyond any obligations to promote smart growth and healthy living. The City's commitment to improving safety and livability —while protecting open space and water quality —have garnered regional and statewide recognition. Through the implementation of the City's CIP, community members and non-profit organizations have an opportunity to participate in project planning, development, and completion —resulting in a better community for and by your residents. This community participation makes National City a model for agencies in the San Diego region and nationwide. To continue delivering this impressive program, the City needs a consulting partner who can respond and adapt quickly to varying project demands and is able to foster community participation on the project delivery. IGmley- Horn and Associates, Inc. is that team. We are honored to have a n your patMer for the test firs; years, planning, rietighbng, and in 1 r f rfr i . many of yctur a atd trainr , eca . We are your one -stop - shop to provide planning, design, community outreach, engineering, project management, grants management, and more. Our team is comprised of local staff, subconsultants, and subject matter experts to meet your CIP needs. We have a history of successfully teaming with these partners on multiple on -calls and projects small and large. As funding becomes more competitive, we have included services that may be beneficial to the City in the coming years, such as Port Coordination (through our Port on -call), Climate Change Resiliency, and Safety Studies. Kimley-Horn has had success with these services for other agencies, like the San Diego County Regional Airport Authority. As Contract Manager, I am enthusiastic about continuing to work on projects that have a positive impact in the community. During my 12 years as an engineer with Kimley-Horn and the last five years woring in National City, I have focused on projects that improve livability, primarily through complete street design. The time I've spent working in National City have been the most rewarding years of my career and I look forward to continuing this partnership in the years to come. Sincerely, KIMLEY-HORN AND ASSOCIATES, INC. Jennifer Koopman, P.E. Contract Manager 2 Kimley>>> Horn Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) Executive Summary Kimley-Horn is proud of our successful partnership with the City and would be honored to continue serving you on this On -Call for your Capital Improvement Program (CIP). Our team offers local knowledge, experience, depth, and expertise in many of the professional services that the City requires to deliver projects in a timely and cost-effective manner. The Kimley-Horn Team offers the following benefits: Familiar, trusted partners who understand National City. Our dedicated team has been working with you on projects for the past five years, so we are familiar with your staff, your processes, your priorities, and your challenges. We have met with all levels of staff from City Manager to Public Works crews and we have seen projects from the planning stage through construction. We have helped develop new projects and modified existing projects to make them more competitive for grant funding, then worked closely with the City to secure more than $22M in funding over the last five years. We know you need a consultant who is technically sound, but also understands the big picture regarding funding and schedules; a consultant who is flexible, thorough, and can change direction at a moment's notice to help get your most urgent tasks completed. We have been that consultant and are committed to continuing to our service and our relationship with the City. Depth of talented, local professionals to meet your needs. From our contract manager, through our experienced local office staff, strong local subconsultants and additional design teams and subject matter experts, our team is complete and ready to continue serving the City. Our team consists of more than 30 certified engineers, planners, architects, and landscape architects, that offer diverse experience in nearly all the disciplines listed in your RFQ (a complete list of disciplines is listed in Section 5). We have successful, long-term relationships with our teaming partners and our experience working together as a team to serve local municipalities, including National City, has given us a broad project resume that includes several award -winning projects in National City (A Avenue Green Street, Paradise Creek Educational Park, 12th Street and D Avenue Roundabout, and Community Corridors). City of National City I GMOC80004.17 3 Kimley>» Horn Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) We are your on -call experts. In addition to National City, our local on call contracts include, agencies like SANDAG, the Port of San Diego, Caltrans District 11, MTS, and the City of San Diego. From local municipalities to large government organizations, this varied on -call experience illustrates the distinct difference the Kimley-Horn team offers. We have completed projects ranging from small ($1,000 ADA improvements), to large ($5M complete streets projects), to mega ($90M freeway interchange projects), and everything in between. covered. niai� u:WI' 1.1 �;, t,ds�lili Whatever support services the City requires, Kimley-Horn has you The added value we bring based on our unique experience in National City. We know that the City will be required to continue its focus on the overall safety of its public infrastructure and look for funding opportunities to plan, design and construct projects that will reduce and/or eliminate injuries on its public roads. Our Statement of Qualifications proposes services that will be beneficial to the City in the coming years, such as Port Coordination, Climate Change Resiliency, and Safety Studies. Kimley-Horn has had success with these services for other agencies, like the San Diego County Regional Airport Authority. Hands-on, dedicated contract manager. Jennifer Koopman, P.E. will continue to serve as the overall Contract Manager and the City's main point of contact. Jennifer will be responsible for the management and design of many projects and has the authority to mobilize Kimley-Horn's firmwide resources to meet the City's needs. Jennifer will oversee a group of experienced Task Order Managers that will be assigned to lead specific tasks based on the project type and size. The Task Order Managers provide day-to- day leadership on each individual task order. This approach allows us to balance the demands of tight schedules on multiple concurrent task orders. You have experienced the dedication and level of service Jennifer provides firsthand. Her dedication and enthusiasm come from a sincere desire to work with the City and community members to continue to make National City a wonderful place to live, visit, and play. Experience -based approach to successful project delivery. Kimley-Horn's approach to delivering successful CIP and other projects for the City is based on years of experience working in National City and other agencies throughout San Diego County. We understand that each project is unique and we tailor our methods to best meet our client's goals and objectives. Our overall approach is a starting point for most projects and includes the following elements: City of National City I GMOC80004.17 4 Kimley»> Horn Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) • Detailed Scope of Work. Create a detailed scope of work that specifically meets the needs of the project and the City. • Design Considerations. Keep specific design considerations in mind throughout the life of the project. Some that are specific to National City include identify and mitigate pavement deficiencies, identify potential grant opportunities, and actively seek opportunities to involve National City non- profit organizations and community members. • Innovative and Advanced Techniques. Be innovative with project design and delivery. This is especially critical due to the City's dependency on grant funds to deliver their CIP. • Flexibility and Responsiveness. For more than five years, Kimley-Horn has focused on providing high quality and responsive professional services to the City. Our goal is to quickly and efficiently respond to City requests. • Schedule and Budget Control. A clear understanding of the scope of work and budget leads to the creation of a detailed schedule. Kimley-Horn's Management Information System (MIS) tracks both effort and performance. • QA/QC. Kimley-Horn has aggressively pursued a commitment to quality for every task, deliverable, and service provided by the firm. Recognizing the importance of careful quality control. Our quality program will include the review of project documents and supporting data by our QA/QC manager and task order managers. Solid financial management allows us to serve you better. Our accounting system is highly automated, with online time recording capability and on -the -spot capability for the project manager to review charges to a project and current project status and costs. This internal control allows us to adjust, on a timely basis, which may be necessary to stay within budget and assist in maintaining the project schedule. The proven financial management tools we have in place have made us a leader in the engineering consulting profession for 50 years. City of National City I GM0080004.17 5 Kimley»)Horn EXHIBIT "A" Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) Cover Letter March 6, 2017 Mr. Stephen Manganiello Director of Public Works/City Engineer City of National City Engineering & Public Works Department 1243 National City Boulevard National City, CA 91950 r 401 B Street Suite 600 San Diego, California 92101 TEL 619 234 9411 RE: Proposal for On -Call Project Support Services for National City's Capital Improvement Program (CIP) Dear Mr. Manganiello and Members of the Selection Committee: National City is a vibrant, multimodal community that goes above and beyond any obligations to promote smart growth and healthy living. The City's commitment to improving safety and livability —while protecting open space and water quality —have garnered regional and statewide recognition. Through the implementation of the City's CIP, community members and non-profit organizations have an opportunity to participate in project planning, development, and completion —resulting in a better community for and by your residents. This community participation makes National City a model for agencies in the San Diego region and nationwide. To continue delivering this impressive program, the City needs a consulting partner who can respond and adapt quickly to varying project demands and is able to foster community participation on the project delivery. IGmley- Horn and Associates, Inc. is that team. We are honored to have been your pettier for the last five pans, planning, designing, and implementing many of your award -winning SIP projects We are your one -stop - shop to provide planning, design, community outreach, engineering, project management, grants management, and more. Our team is comprised of local staff, subconsultants, and subject matter experts to meet your CIP needs. We have a history of successfully teaming with these partners on multiple on -calls and projects small and large. As funding becomes more competitive, we have included services that may be beneficial to the City in the coming years, such as Port Coordination (through our Port on -call), Climate Change Resiliency, and Safety Studies. Kimley-Horn has had success with these services for other agencies, like the San Diego County Regional Airport Authority. As Contract Manager, I am enthusiastic about continuing to work on projects that have a positive impact in the community. During my 12 years as an engineer with Kimley-Horn and the last five years woring in National City, I have focused on projects that improve livability, primarily through complete street design. The time I've spent working in National City have been the most rewarding years of my career and I look forward to continuing this partnership in the years to come. Sincerely, KIMLEY-HORN AND ASSOCIATES, INC. Jennifer Koopman, P.E. Contract Manager 2 Kimley »Horn Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) Executive Summary Kimley-Horn is proud of our successful partnership with the City and would be honored to continue serving you on this On -Call for your Capital Improvement Program (CIP). Our team offers local knowledge, experience, depth, and expertise in many of the professional services that the City requires to deliver projects in a timely and cost-effective manner. The Kimley-Horn Team offers the following benefits: Familiar, trusted partners who understand National City. Our dedicated team has been working with you on projects for the past five years, so we are familiar with your staff, your processes, your priorities, and your challenges. We have met with all levels of staff from City Manager to Public Works crews and we have seen projects from the planning stage through construction. We have helped develop new projects and modified existing projects to make them more competitive for grant funding, then worked closely with the City to secure more than $22M in funding over the last five years. We know you need a consultant who is technically sound, but also understands the big picture regarding funding and schedules; a consultant who is flexible, thorough, and can change direction at a moment's notice to help get your most urgent tasks completed. We have been that consultant and are committed to continuing to our service and our relationship with the City. Depth of talented, local professionals to meet your needs. From our contract manager, through our experienced local office staff, strong local subconsultants and additional design teams and subject matter experts, our team is complete and ready to continue serving the City. Our team consists of more than 30 certified engineers, planners, architects, and landscape architects, that offer diverse experience in nearly all the disciplines listed in your RFQ (a complete list of disciplines is listed in Section 5). We have successful, long-term relationships with our teaming partners and our experience working together as a team to serve local municipalities, including National City, has given us a broad project resume that includes several award -winning projects in National City (A Avenue Green Street, Paradise Creek Educational Park, 12th Street and D Avenue Roundabout, and Community Corridors). City of National City I GMOC80004.17 3 Kimley » Horn Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) We are your on -call experts. In addition to National City, our local on - call contracts include, agencies like SANDAG, the Port of San Diego, Caltrans District 11, MTS, and the City of San Diego. From local municipalities to large government organizations, this varied on -call experience illustrates the distinct difference the Kimley-Horn team offers. We have completed projects ranging from small ($1,000 ADA improvements), to large ($5M complete streets projects), to mega ($90M freeway interchange projects), and everything in between. Whatever support services the City requires, Kimley-Horn has you covered. .lr4:7e: i!lrto!!i vzta, v®v The added value we bring based on our unique experience in National City. We know that the City will be required to continue its focus on the overall safety of its public infrastructure and look for funding opportunities to plan, design and construct projects that will reduce and/or eliminate injuries on its public roads. Our Statement of Qualifications proposes services that will be beneficial to the City in the coming years, such as Port Coordination, Climate Change Resiliency, and Safety Studies. Kimley-Horn has had success with these services for other agencies, like the San Diego County Regional Airport Authority. Hands-on, dedicated contract manager. Jennifer Koopman, P.E. will continue to serve as the overall Contract Manager and the City's main point of contact. Jennifer will be responsible for the management and design of many projects and has the authority to mobilize Kimley-Horn's firmwide resources to meet the City's needs. Jennifer will oversee a group of experienced Task Order Managers that will be assigned to lead specific tasks based on the project type and size. The Task Order Managers provide day-to- day leadership on each individual task order. This approach allows us to balance the demands of tight schedules on multiple concurrent task orders. You have experienced the dedication and level of service Jennifer provides firsthand. Her dedication and enthusiasm come from a sincere desire to work with the City and community members to continue to make National City a wonderful place to live, visit, and play. Experience -based approach to successful project delivery. Kimley-Horn's approach to delivering successful CIP and other projects for the City is based on years of experience working in National City and other agencies throughout San Diego County. We understand that each project is unique and we tailor our methods to best meet our client's goals and objectives. Our overall approach is a starting point for most projects and includes the following elements: City of National City I GMOC80004.17 4 Kimley>>> Horn Statement of Qualifications for 'NNW On -Call Project Support Services for National City's Capital Improvement Program (CIP) • Detailed Scope of Work. Create a detailed scope of work that specifically meets the needs of the project and the City. • Design Considerations. Keep specific design considerations in mind throughout the life of the project. Some that are specific to National City include identify and mitigate pavement deficiencies, identify potential grant opportunities, and actively seek opportunities to involve National City non- profit organizations and community members. • Innovative and Advanced Techniques. Be innovative with project design and delivery. This is especially critical due to the City's dependency on grant funds to deliver their CIP. • Flexibility and Responsiveness. For more than five years, Kimley-Horn has focused on providing high quality and responsive professional services to the City. Our goal is to quickly and efficiently respond to City requests. • Schedule and Budget Control. A clear understanding of the scope of work and budget leads to the creation of a detailed schedule. Kimley-Horn's Management Information System (MIS) tracks both effort and performance. • QA/QC. Kimley-Horn has aggressively pursued a commitment to quality for every task, deliverable, and service provided by the firm. Recognizing the importance of careful quality control. Our quality program will include the review of project documents and supporting data by our QA/QC manager and task order managers. Solid financial management allows us to serve you better. Our accounting system is highly automated, with online time recording capability and on -the -spot capability for the project manager to review charges to a project and current project status and costs. This internal control allows us to adjust, on a timely basis, which may be necessary to stay within budget and assist in maintaining the project schedule. The proven financial management tools we have in place have made us a leader in the engineering consulting profession for 50 years. City of National City I GM0080004.17 5 Kimley>>» Horn EXHIBIT "B" Kimley»>Horn On -Call Project Support Services For National City's Capital Improvement Program (CIP) Classification Sr. Professional II Sr. Environmental Planner Sr. Professional I Professional II Professional I Analyst Support Staff Rate Schedule Effective through May 31, 2020 Billing Rate per Hour $290.45 $233.93 $219.95 $199.46 $169.45 $136.08 $106.37 Other Direct Costs: Outside Printing/Reproduction, Delivery Services/USPS, Misc. Field Equipment/Supplies, and Travel Expenses will be billed. Mileage will be billed at the Federal Rate. Client#: 25320 KIMLHORN HUUttWT. CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 5/25/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. THIS POLICIES 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 Grayling Ins. Brokerage/EPIC 3780 Mansell Road, Suite 370FAX Alpharetta, GA 30022 CONTACT NAME: Jerry Noyola PHONE . Ext): 770-552-4225 No): 866-550-4082 E-MAILDMDRESS: jerry.noyola@greyling.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: National Union Fire Ins. Co. 19445 INSURED Kimley-Horn and Associates, inc. 421 Fayetteville Street, Suite 600 Raleigh, NC 27601 nnlrrn w,rn INSURER B : Aspen American Insurance Compan 43460 INSURER C : New Hampshire Ins. Co. 23841 INSURER D: Lloyds of London 085202 INSURER E : INSURER F : CERTIFICATE NUMBER: 17-18 ..w-• www r.vrnocrt: 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 LTR TYPE OF INSURANCE ADDLSUBR INSR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X 5268169 04/01/2017 04/01/2018 EACH OCCURRENCE $1,000,000 CLAIMS -MADE X OCCUR E PREMISES (Ea occur ante) $500,000 X Contractual Liab. MED EXP (Any one person) $25,000 PERSONAL & ADV INJURY $1,000,000 GEN'L AGGREGATE X LIMIT APPLIES JECT X PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 $ A AUTOMOBILE X _ X LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS X _ SCHEDULED AUTOS NON -OWNED AUTOS X 4489663 04/01/2017 04/01/2018 (E° aBcideDtSINGLE LIMIT $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ B X UMBRELLA LIAB . EXCESS LIAB X OCCUR CLAIMS -MADE CX005FT17 04/01/2017 04/01/2018 EACH OCCURRENCE $5,000,000 AGGREGATE $5,000,000 DED X RETENT ON $0 $ C A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under Y / N N NIA 015893685 (AOS)PER 015893686 (CA) 04/01 /2017 04/01/2017 04/01/2018 04/01/2018 X STATUTE OTH- _ER E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 D Professional Liab P070831700 04/01/2017 04/01/2018 Per Claim $2,000,000 Aggregate $2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached it more space is required) Re: On -Call Project Support Services for National City's Capital Improvement Program (CIP 2017 through 2019). The City of National City, its elected officials, officers, agents & employees are named as Additional Insureds with respects to General & Automobile Liability where required by written contract. Waiver of Subrogation is applicable where required by written contract & allowed by law. Umbrella Follows Form with respects to General, Automobile & Employers Liability Policies. CANCELLATION City of National City do Risk Manager 1243 National City Boulevard National City, CA 91950 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 © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) 1 of 1 The ACORD name and logo are registered marks of ACORD #5797129/M695961 JNOY1 This page has been left blank intentionally. ENDORSEMENT This endorsement, effective 12:01 A.M, 04/01/2017 forms a part of policy No. 4489663 issued to KIIILEY-HORN & ASSOCIATES, INC. by NATIONAL UNION FIRE INSURANCE COMPANY OF P 11TSBURGH , PA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, ADDITIONAL INSURED - WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE ADDITIONAL INSURED: ANY PERSON OR ORGANIZATION FOR WHOM YOU ARE CONTRACTUALLY BOUND TO PROVIDE ADDITIONAL INSURED STATUS BUT ONLY TO THE EXTENT OF SUCH PERSON OR ORGANIZATIONS LIABILITY ARISING OUT OF THE USE OF A COVERED AUTO. SECTION II - LIABILITY COVERAGE, A. Coverage, 1. - Who Is Insured, is amended to add: d. Any person or organization, shown in the schedule above, to whom you become obligated to include as an additional insured under this policy, as a result of any contract or agreement you enter into which requires you to furnish insurance to that person or organization of the type provided by this policy, but only with respect to liability arising out of use of a covered "auto", However, the insurance provided will not exceed the lesser of: (1) The coverage and/or limits of this policy, or (2) The coverage and/or limits required by said contract or agreement. 87950 (10/05) A horized Representative or Countersignature (in States Where Applicable) Page 1 of 1 This page has been left blank intentionally. BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below, (The following "attaching clause" need be completed only when this endorsement Is Issued subsequent to preparation of the policy). This endorsement, effective 12:01 AM 04 / 01 / 17 forms a part of Policy No. 015893686 (CA) Issued to KIMLEY-HORN AND ASSOCIATES, INC. By NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA. We have a right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against any person or organization with whom you have a written contract that requires you to obtain this agreement from us, as regards any work you perform for such person or organization. The additional premium for this endorsement shall be 2.00 % of the total estimated workers compensation premium for this policy. WC 04 03 61 (Ed. 11/90) Countersigned by APAD4 Authorized Representative POLICY NUMBER: 5268169 COMMERCIAL GENERAL LIABILITY CC 20 33 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - AUTOMATIC STATUS WHEN REQUIRED IN CONSTRUCTION AGREEMENT WITH YOU This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II - Who Is An Insured is amended to include as an additional insured any person or organization for whom you are performing operations when you and such person or organization have agreed in writing In a contract or agreement that such person or organization be added as an additional insured on your policy. Such person or organization is en addi- tional insured only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional Insured. However, the insurance afforded to such additional insured: 1. Only applies to the extent permitted by law; and 2. Will not be broader than that which you are required by the contract or agreement to provide for such additional insured. A person's or organization's status as an addi- tional insured under this endorsement ends when your operations for that additional insured are completed. B. With respect to the insurance afforded to these additional insureds, the following additional ex- clusions apply: This insurance does not apply to: 1. "Bodily Injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: CC 20 33 04 13 a. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or b. Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrong- doing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily in- jury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional architectural, engineering or surveying services. 2. "Bodily injury" or "property damage" occurring after: a. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or b. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. C. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: The most we will pay on behalf of the additional Insured is the amount of insurance: Insurance Services Office, Inc., 2012 Page 1 of 2 13 1. Required by the contract or agreement you have entered into with the additional insured; or 2. Available under the applicable Limits of Page 2 of 2 Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Insurance Services Office, Inc., 2012 CC 20 33 04 13 n POLICY NUMBER: 5268169 COMMERCIAL GENERAL LIABILITY CG20370413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organizatlonls) Location And Description Of Completed Operations ANY PERSON OR ORGANIZATION WHOM YOU BECOME OBLIGATED TO INCLUDE AS AN ADDITIONAL INSURED AS A RESULT OF ANY CONTRACT OR AGREEMENT YOU HAVE ENTERED INTO. PER THE CONTRACT OR AGREEMENT, Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II Who Is An Insured is amended to include as an additional insured the person(s) or organizations) shown in the Schedule, but only with respect to liability for "bodily injury" or B. "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agree- ment, the insurance afforded to such addi- tional insured will not be broader than that CO20370413 which you are required by the contract or agreement to provide for such additional insured. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insu- rance shown in the Declarations; whichever is less. This endorsement shall not increase the appli- cable Limits of Insurance shown in the Decla- rations. 0 Insurance Services Office, Inc., 2012 Page 1 of 1 ❑ This page has been left blank intentionally. RESOLUTION NO. 2017 — 92 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A TWO-YEAR AGREEMENT WITH KIMLEY-HORN AND ASSOCIATES, INC. FOR A NOT -TO -EXCEED AMOUNT OF $2,000,000 TO PROVIDE ON -CALL PROJECT SUPPORT SERVICES FOR NATIONAL CITY'S CAPITAL IMPROVEMENT PROGRAM, INCLUDING, BUT NOT LIMITED TO, PROJECT MANAGEMENT; ENGINEERING; ARCHITECTURE; LAND SURVEYING; ENVIRONMENTAL ASSESSMENTS; GEOTECHNICAL; CONSTRUCTION SUPPORT; PLAN REVIEWS; COMMUNITY OUTREACH AND COMMUNICATIONS; AND AUTHORIZING THE CITY MANAGER TO EXECUTE ANY PROJECT -SPECIFIC SUPPLEMENTAL AGREEMENTS, AS MAY BE REQUIRED FOR GRANT FUNDED PROJECTS WHEREAS, the Engineering Department issued Requests for Proposals to professional firms to provide on -call project support services for National City's Capital Improvement Program ("CIP"), including, but not limited to, project management; engineering; architecture; land surveying; environmental assessments; geotechnical; construction support; plan reviews; community outreach and communications; and WHEREAS, 51 responses to the Requests for Proposals were received and reviewed, taking into consideration, among other things, past performance history, knowledge of the environment, the type of services offered, and the cost to the City; and WHEREAS, staff recommends Kimley-Horn and Associates, Inc., to provide on - call project support services for National City's Capital Improvement Program; and WHEREAS, the City has determined that Kimley-Horn and Associates, Inc., is qualified by experience and ability to perform the services desired by the City, and Kimley-Horn And Associates, Inc., is willing to perform such services for the not to exceed amount of $2,000,000 from June 6, 2017 through June 5, 2019. NOW, THEREFORE, BE IT RESOLVED that the City Council hereby approves the selection of Kimley-Horn and Associates, Inc., and authorizes the Mayor to execute an Agreement with Kimley-Horn and Associates, Inc., in the not to exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program ("CIP"), including but not limited to, project management; engineering; architecture; land surveying; environmental assessments; geotechnical; construction support; plan reviews; community outreach and communications. Said Agreement is on file in the office of the City Clerk. BE IT FURTHER RESOLVED that the City Council hereby authorizes the City Manager to execute any project -specific supplemental agreements as may be required for grant funded projects. [Signature Page to Follow] Resolution No. 2017 — 92 Page Two PASSED and ADOPTED this 6th day of June, 2017. Morrison, Mayor ATTEST: /i Michel R. Dalla, •ity Clerk APPROVED AS TO FORM: Passed and adopted by the Council of the City of National City, California, on June 6, 2017 by the following vote, to -wit: Ayes: Councilmembers Cano, Mendivil, Morrison, Rios, Sotelo-Solis. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California idij City C erk of the City o ational City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2017-92 of the City of National City, California, passed and adopted by the Council of said City on June 6, 2017. City Clerk of the City of National City, California By: Deputy CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: June 6, 2017 AGENDA ITEM NO. 30 ITEM TITLE: Resolution of the City Council of the City of National City, 1) authorizing the Mayor to execute a two-year Agreement with Kimley-Horn and Associates, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program (CIP), including, but not limited to, project management; engineering; architecture; land surveying; environmental assessments; geotechnical; construction support; plan reviews; community outreach and communications; and 2) authorizing the City Manager to execute any project -specific supplemental agreements, as may be required for grant funded projects. PREPARED BY: Stephen Manganiello PHONE: 619-336-4382 EXPLANATION: See attached. DEPARTMENT: Engineering/Public Works APPROVED BY: FINANCIAL STATEMENT: ACCOUNT NO. APPROVED: APPROVED: Finance MIS Funds are appropriated in various CIP accounts for FY 2017; funding for subsequent fiscal years is dependent on future CIP appropriations as part of annual budget and/or future grant awards. ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: FINAL ADOPTION: STAFF RECOMMENDATION: Adopt Resolution executing an Agreement with Kimley-Horn and Associates, Inc. for a not -to -exceed amount of $2,000,000 to provide on -call project support services for National City's CIP. BOARD / COMMISSION RECOMMENDATION: N/A ATTACHMENTS: 1. Explanation 2. Agreement 3. Resolution $R,sok,vic Ovl NQ. (a,01r1- va Explanation: National City's Capital Improvement Program (CIP) estimates approximately $80 million in capital needs over the next five years. Approximately $67 million (or 84%) is available through traditional funding sources and existing grant awards. The City will need to explore alternative funding options and continue to aggressively pursue competitive grant opportunities to fund the remaining, approximately $13 million in capital needs. Projects include, for example, corridor enhancements for traffic calming, pedestrian / bicycle safety (including Americans with Disabilities Act compliance) and smart growth redevelopment; road diets and complete streets; safe routes to school; traffic signal modifications; new street lights; sewer replacement and upsizing; storm drain improvements and implementation of Low -Impact Development (LID) measures for treatment of urban storm water runoff; drought tolerant landscaping; park amenities; and energy efficiency upgrades to City -owned buildings. In order to successfully design, manage and construct these projects, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for various engineering, architectural and construction support services on February 2, 2017. Additional services requested via the RFQ include, for example, plan and map reviews, preparation of plat and legal descriptions, sewer system management and financial administration, and environmental compliance involving storm water, wastewater and hazardous materials. The RFQ was advertised on the City's website, published in the San Diego Union Tribune, and e-mailed to over 100 professional consulting firms. The Department received 51 Statement of Qualifications (SOQs) from various firms by the March 6, 2017 deadline. Copies of the SOQs received are available in the Office of the City Engineer. Based on the strength of their SOQ, interview and past performance, staff recommends executing a two-year Agreement (with the option to extend for one additional year) with Kimley-Horn and Associates for a not -to -exceed amount of $2,000,000 to provide on - call project support services for National City's CIP, including, but not limited to, project management; engineering; architecture; land surveying; environmental assessments; geotechnical; construction support; plan reviews; community outreach and communications. See Exhibit "A" for general scope of work and Exhibit "B" for schedule of fees (to remain fixed throughout the term of the Agreement). Services will be provided "as -needed" based on available funding and capital priorities. In addition, staff recommends authorizing the City Manager to execute any project - specific supplemental agreements, as may be required for grant funded projects. These supplemental agreements would reference the terms and conditions of the attached master on -call Agreement, while incorporating additional project -specific grant requirements for use of consultant support services. Authorization to accept and appropriate grant funds, and execute grant agreements with the awarding agency (e.g. Caltrans, SANDAG, etc.) would still require separate City Council action. AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND KIMLEY-HORN AND ASSOCIATES, INC. THIS AGREEMENT is entered into on this 6th day of June, 2017, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and KIMLEY-HORN AND ASSOCIATES, INC., a corporation (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide on -call project support services for National City's Capital Improvement Program (CIP). WHEREAS, on February 2, 2017, the Engineering & Public Works Department advertised a Request for Qualifications (RFQ) for on -call project support services for National City's CIP; WHEREAS, on March 6, 2017, the CONSULTANT submitted a Statement of Qualifications (SOQ) in response to the RFQ, consistent with the requirements of the RFQ; WHEREAS, the CITY has determined that the CONSULTANT is an engineering firm; and WHEREAS, based on evaluation of the CONSULTANT'S SOQ and interview, the CITY has determined that the CONSULTANT is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide on -call project support services for National City's Capital Improvement Program (CIP), 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 June 6, 2017. The duration of this Agreement is for the period of June 6, 2017 through June 5, 2019. This Agreement may be extended by mutual agreement upon the same terms and conditions for an additional one (1) year term. Any extension of this Agreement must be approved in writing by the City Council. 3. SCOPE OF SERVICES. The CONSULTANT will perform services as set forth in the attached Exhibit "A", including, but not limited to, project management; engineering; architecture; land surveying; environmental assessments; geotechnical; construction support; plan reviews; community outreach and communications. The CONSULTANT will be expected to submit proposals for individual task orders in a timely manner, consistent with the general scope of services in Exhibit "A". Task order proposals shall include a detailed scope of work, schedule of deliverables and "not -to - exceed" cost estimate. The Project Coordinator will issue a Notice to Proceed upon approval of each individual task order. After issuance of a Notice to Proceed for each individual task order, the CONSULTANT will only receive compensation for actual work performed, on a time and materials basis, consistent with the detailed scope of work and within the limits of the "not -to - exceed" cost estimate. The CONSULTANT shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CITY may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services. 4. PROJECT COORDINATION AND SUPERVISION. 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. Jennifer Koopman, P.E., Project Manager, thereby is designated as the Project Director for the CONSULTANT. 5. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not exceed $2,000,000. The compensation for the CONSULTANT'S work shall not exceed the rates set forth in Exhibit "B". The CITY will not accept CONSULTANT "mark-ups" for services provided by SUBCONSULTANTS. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with the general scope of services in Exhibit "A", and the detailed scope of work and schedule of deliverables provided for individual task orders, 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 Standard Agreement Page 2 of 11 Revised May 2017 Kimley-Hom & Assoc City of National City and performance, the acceptable completion of this Agreement, and the amount of compensation due. In the event the CONSULTANT and the CITY cannot agree to the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT in this 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 Services of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT'S employees are employees of the CITY, and are not entitled to any of the rights, benefits, or privileges of the CITY'S employees, including but not limited to retirement, medical, unemploy- ment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONSULTANT and the CONSULTANT'S employees, and it is recognized by the parties that a substantial inducement to the CITY for entering into this Agreement was, and is, the professional reputation and competence of the CONSULTANT and its employees. Neither this Agreement nor any interest herein may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem Standard Agreement Page 3 of 11 City of National City and Revised May 2017 Kimley-Horn & Assoc 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 reasonably commercially available. Any failure by the CONSULTANT to use due diligence under this sub -section will render the CONSULTANT liable to the CITY for any increased costs that result from the CITY'S later inability to obtain the specified items or any Standard Agreement Page 4 of 11 City of National City and Revised May 2017 Kimley-Hom & Assoc reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 13. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONSULTANT will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause. 14. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 14, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONSULTANT shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CITY. In its performance hereunder, the CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 15. 15. INDEMNIFICATION AND HOLD HARMLESS. The CONSULTANT agrees to defend, indemnify, and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT'S negligent performance of this Agreement. CITY will cooperate reasonably in the defense of any action, and CONSULTANT shall employ competent counsel, reasonably acceptable to the City Attorney. Standard Agreement Page 5 of 11 City of National City and Revised May 2017 Kimley-Hom & Assoc 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 Labor Code and all amendments thereto; and all similar State or federal acts or laws applicable; and shall indemnify, and hold harmless the CITY and its officers, employees, and volunteers from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or recovered against the CITY or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONSULTANT under this Agreement. 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 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, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of either $2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and $2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property damage arising out of its operations, work, or performance under this Agreement. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". The "project" or "location" should be noted with specificity on an endorsement that shall be incorporated into the policy. D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT'S employees and employers' liability insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed with a waiver of subrogation in favor of the CITY. Said endorsement shall be provided prior to commencement of work under this Agreement. If CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, officials, employees, and volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) Standard Agreement Page 6 of 11 City of National City and Revised May 2017 Kimley-Horn & Assoc days prior written notice to the CITY's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must be on or before the date of this Agreement. G. The Certificate Holder for all policies of insurance required by this Section shall be "City of National City, c/o Risk Manager, 1243 National City Boulevard, National City, CA 91950-4397. H. Insurance shall be written with only insurers authorized to conduct business in California that hold a current policy holder's alphabetic and financial size category rating of not less than A:VII according to the current Best's Key Rating Guide, or a company of equal financial stability that is approved by the CITY'S Risk Manager. In the event coverage is provided by non -admitted "surplus lines" carriers, they must be included on the most recent California List of Eligible Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements. I. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the CITY'S Risk Manager. If the CONSULTANT does not keep all 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. J. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. K. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY requires and shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 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. 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 Standard Agreement Page 7 of 11 City of National City and Revised May 2017 Kimley-Horn & Assoc 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. 20. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: To CITY: Stephen Manganiello Director of Public Works/City Engineer Engineering & Public Works Department City of National City 1243 National City Boulevard National City, CA 91950-4397 Standard Agreement Page 8 of 11 Revised May 2017 Kimley-Horn & Assoc City of National City and To CONSULTANT: Jennifer Koopman, P.E. Project Manager Kimley-Horn and Associates, Inc. 401 "B" Street, Suite 600 San Diego, CA 92101 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. 21. 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. El 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 Section 21 by the CONSULTANT. 22. PREVAILING WAGES. State prevailing wage rates may apply to work performed under this Agreement. State prevailing wages rates apply to all public works contracts as set forth in California Labor Code, including but not limited to, Sections 1720,1720.2, 1720.3, 1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and regulations. 23. 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 Standard Agreement Page 9 of 11 City of National City and Revised May 2017 Kimley-Hom & Assoc shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state, or legal holiday. B. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. C. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof D. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. To the extent any exhibits, schedules, or provisions thereof conflict or are inconsistent with the terms and conditions contained in this Agreement, the terms and conditions of this Agreement shall control. 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. Subcontractors or Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. In the event any portion of the work under this Agreement is subcontracted, the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY, both the insurance provisions in Section 17 and the indemnification and hold harmless provision of Section 15 of this Agreement. M. 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 Standard Agreement Page 10 of 11 Revised May 2017 Kimley-Horn & Assoc City of National City and 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 KIMLEY-HORN AND ASSOCIATES, INC. By: By: Ron Morrison, Mayor Dennis Landaal, Sr. Vice President By: Jennifer Koopman, Assistant Secretary APPROVED AS TO FORM: Angil P. Morris -Jones City Attorney By: Roberto M. Contreras Deputy City Attorney Standard Agreement Page 11 of 11 Revised May 2017 Kimley-Hom & Assoc City of National City and EXHIBIT "A" Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) Cover Letter March 6, 2017 Mr. Stephen Manganiello Director of Public Works/City Engineer City of National City Engineering & Public Works Department 1243 National City Boulevard National City, CA 91950 401 B Street Suite600 San Diego, California 92101 TEL 619 234 9411 IRE: Proposal for On -Cal Project Support Services for National City's Capital kimroveined Program (OP) Dear Mr. Manganiello and Members of the Selection Committee: National City is a vibrant, multimodal community that goes above and beyond any obligations to promote smart growth and healthy living. The City's commitment to improving safety and livability while protecting open space and water quality —have garnered regional and statewide recognition. Through the implementation of the City's CIP, community members and non-profit organizations have an opportunity to participate in project planning, development, and completion —resulting in a better community for and by your residents. This community participation makes National City a model for agencies in the San Diego region and nationwide. To continue delivering this impressive program, the City needs a consulting partner who can respond and adapt Quickly to varying project demands and is able to foster community participation on the project delivery. I - Horn and Associates, Inc,: is that team. k it. vithriafec, r tuft , yaw pi ir,. riff tASI. ' vlo ;: - °�t��in CIPproject-We are your one -stop - shop to provide planning, design, community outreach, engineering, project management, grants management, and more. Our team is comprised of local staff, subconsultants, and subject matter experts to meet your CIP needs. We have a history of successfully teaming with these partners on multiple on -calls and projects small and large. As funding becomes more competitive, we have included services that may be beneficial to the City in the coming years, such as Port Coordination (through our Port on -call), Climate Change Resiliency, and Safety Studies. Kimley-Horn has had success with these services for other agencies, like the San Diego County Regional Airport Authority. As Contract Manager, I am enthusiastic about continuing to work on projects that have a positive impact in the community. During my 12 years as an engineer with Kimley-Horn and the last five years woring in National City, I have focused on projects that Improve livability, primarily through complete street design. The time I've spent working in National City have been the most rewarding years of my career and i look forward to continuing this partnership in the years to come. Sincerely, KIMLEY HORN AND ASSOCIATES, INC. Jennifer Koopman, P.E. Contract Manager r im ey>» Horn Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) Executive Summary ICmley-tiorn is proud of our successful partnership with the City and would be honored to continue serving you on this On -Call for your Capital Improvement Program (CIP). Our team offers local knowledge, experience, depth, and expertise in many of the professional services that the City requires to deliver projects in a timely and cost-effective manner. The Kimley-Horn Team offers the following benefits; Familiar, trusted partners who understand National City. Our dedicated team has been working with you on projects for the past five years, so we are familiar with your staff, your processes, your priorities, and your challenges. We have met with all levels of staff from City Manager to Public Works crews and we have seen projects from the planning stage through construction. We have helped develop new projects and modified existing projects to make them more competitive for grant funding, then worked closely with the City to secure more than $22M in funding over the last five years. We know you need a consultant who is technically sound, but also understands the big picture regarding funding and schedules; a consultant who is flexible, thorough, and can change direction at a moment's notice to help get your most urgent tasks completed. We have been that consultant and are committed to continuing to our service and our relationship with the City. Depth at talented. local prelusion* tb meet yaw needs. From our contract manager, through our experienced local office staff, strong local subconsultants and additional design teams and subject matter experts, our team is complete and ready to continue serving the City. Our team consists of more than 30 certified engineers, planners, architects, and landscape architects, that offer diverse experience in nearly all the disciplines listed in your RFQ (a complete list of disciplines is listed in Section 5). We have successful, long-term relationships with our teaming partners and our experience working together as a team to serve local municipalities, including National City, has given us a broad project resume that includes several award -winning projects In National City (A Avenue Green Street Paradise Creek Educational Park, 12th Street and D Avenue Roundabout, and Community Corridors). City of Noting City I GMOC80004.17 3 t .f z >>> Horn Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) We are your on -cal experts. In addition to National City, our local on - call contracts include, agencies like SANDAG, the Port of San Diego, Caltrans District 11, MTS, and the City of San Diego. From local municipalities to large government organizations, this varied on -call experience Illustrates the distinct difference the Kmley-Horn team offers. We have completed projects ranging from small ($1,000 ADA improvements), to large ($5M complete streets projects), to mega ($90M freeway interchange projects), and everything In between, Whatever support services the City requires, Kimley-Hom has you covered. The added value we bring based on our unique experience in National City, We know that the City will be required to continue its focus on the overall safety of its public infrastructure and look for funding opportunities to plan, design and construct projects that will reduce and/or eliminate injuries on Its public roads. Our Statement of Qualifications proposes services that will be beneficial to the City In the coming years, such as Port Coordination, Climate Change Resiliency, and Safety Studies. Kimley-Hom has had success with these services for other agencies, like the San Diego County Regional Airport Authority. Hdedicetet contract mana_ , Jennifer Koopman, P.E. will continue to serve as the overall Contract Manager and the City's main point of contact. Jennifer will be responsible for the management and design of many projects and has the authority to mobilize Kimley-Hom's firmwide resources to meet the City's needs. Jennifer will oversee a group of experienced Task Order Managers that will be assigned to lead specific tasks based on the project type and size. The Task Order Managers provide thy -to- day leadership on each individual task order. This approach allows us to balance the demands of tight schedules on multiple concurrent task orders. You have experienced the dedication and level of service Jennifer provides firsthand. Her dedication and enthusiasm come from a sincere desire to work with the City and community members to continue to make National City a wonderful place to live, visit, and play, Experience -based approach to successful project delivery. Kimley-Horn's approach to delivering successful CIP and other projects for the City is based on years of experience working in National City and other agencies throughout San Diego County. We understand that each project is unique and we tailor our methods to best meet our client's goals and objectives. Our overall approach is a starting point for most projects and includes the following elements: City of National City 1 GMOC80004.17 4 v>> Horn Statement of Qualifications for On -Call Project Support Services for National City's Capital Improvement Program (CIP) • Detailed Scope of Work. Create a detailed scope of work that specifically meets the needs of the project and the City. • Design Considerations. Keep specific design considerations in mind Throughout the life of the project. Some that are specific to National City include identify and mitigate pavement deficiencies, identify potential grant opportunities, and actively seek opportunities to involve National City non- profit organizations and community members. • Innovative and Advanced Techniques. Be innovative with project design and delivery. This is especially critical due to the City's dependency on grant funds to deliver their CIP. • Flexibility and Responsiveness. For more than five years, Kimley-Hom has focused on providing high quality and responsive professional services to the City. Our goal is to quickly and efficiently respond to City requests. *, Schedule and Budget Control, A clear understanding of the scope of work and budget leads to the creation of a detailed schedule. Kimsey-Hom's Management Information System (MIS) tracks both effort and performance. • QA/QC. Kimley-Hom has aggressively pursued a commitment to quality for every task, deliverable, and service provided by the firm. Recognizing the importance of careful quality control. Our quality program will include the review of project documents and supporting data by our QA/QC manager and task order managers. Solid financial management allows us to serve you better. Our accounting system is highly automated, with online time recording capability and on -the -spot capability for the project manager to review charges to a project and current project status and costs. This internal control allows us to adjust, on a timely basis, which may be necessary to stay within budget and assist in maintaining the project schedule. The proven financial management tools we have in place have made us a leader In the engineering consulting profession for 50 years. City al Natiooai City 16M0080004.17 5 Tr! »Horn EXHIBIT "B" Kimiey Horn On -Call Project Support Services For National City's Capital Improvement Program (CIP) Classification Sr. Professional II Sr. Environmental Planner Sr. Professional I Professional II Professional I Analyst Support Staff Rate Schedule Effective through May 31, 2020 Billing Rate per Hour $290.45 $233.93 $219.95 $199.46 $169.45 $136.08 $106.37 Other Direct Costs: Outside Printing/Reproduction, Delivery Services/USPS, Misc. Field Equipment/Supplies, and Travel Expenses will be billed. Mileage will be billed at the Federal Rate. Client#: 25320 KIMLHORN ACORD. CERTIFICATE OF LIABILITY INSURANCE °"TE`MINDONY"Y) 5/25/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. OR ALTER THE COVERAGE AFFORDED BY THE THIS POLICIES CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED IMPORTANT: if the certificate holder la an ADDITIONAL INSURED, the policy(Ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms end conditions of the policy, certain pollciea may requlrc 'an artIorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER Greyling Ins. Brokerage/EPIC 3780 Mansell Road, Suite 370 Alpharetta, GA 30022 " Jerry Noyola Ms_. FAX es : 770-552.4225 (AIC, No); 866-550 4082 DDRM1U AESS: jerry.noyola@greyling.com INSURER(S) AFFORDING COVERAGE NAIC C INSURER A: National Union Fire Ins. Co. 19445 INSURED Kimsey -Horn and Associates, Inc. 421 Fayetteville Street, Suite 600 Raleigh, NC 27601 INSURERS: Aspen American Insurance Compan 43460 INSURER C : New Hampshire Ins. Co. 23841 INSURER D : Lloyds of London 085202 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 17-18 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��y��DBYppPAID LrRR TYPE OF INSURANCE IN$B'IUBR POUCY NUMBER (MM1DbtYYW) ggCLAIMS. IMMiDD1YYYYl LIMITS A X COMMERCIAL GENERAL UABILRY X 5268169 04/01/2017 04/01/2018 EACH OCCURRENCE $1,000,000 $500,000 s25,000 CLAIMS -MADE X OCCUR YOVIrfiiM 0ENjurrEpencel MED EXP (Any one person) X Contractual Liab. PERSONAL & ADV INJURY $1,000,000 $2,000,000 GEM. AGGREGATE}LIMIT APPUES PER: GA POLICY I i JECT U to, OTHER: GENERAL AGGREGATE PRODUCTS COMP/OP AGG $2,000,000 S A AUTOMOBILEUADILITY X X ANY AUTO ALL OWNED AUTOS HIREDAUTOS X SCHEDULED AUTOS AUTOS ED X 4489663 04/01/2017 04/01/201s FaMeMIrGLEUMIT 51,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ (Per PROPERTY E $ $ B X UMBRELLA LIAB . EXCESS LIAR X OCCUR CLAIMS -MADE CX00SFT17 04/01/2017 04/01/2018 EACH OCCURRENCE 55,000.000 AGGREGATE s5,000,000 DED XI—RETENTIONSO$ C A � I -,_-____�E DI= I YlN (Maine onr In NMe4 Iry DESdesu6e under asss CRIPTION OF OPERATIONS below NlA 015893685 (AOS) 0/5883888 (CA) 04/01/2017 04101/2017 04/01/2018 04101/2018 X SAYtrre i EaW EL. EACH ACCIDENT $1,000.000 E.L. DISEASE - EA EMPLOYEE $1,000,000 $1,000,000 E.L. DISF&aF . POLICY LIMIT D Professional Llab P070831700 04/01/2017 04/01/2018 Per Claim $2,000,000 Aggregate $2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached It more space Is required) Re: On -Call Project Support Services for National City's Capital Improvement Program (CIP 2017 through 2019). The City of National City, Its elected officials, officers, agents & employees are named as Additional insureds with respects to General & Automobile Liability where required by written contract. Waiver of Subrogation is applicable where required by written contract & allowed by law. Umbrella Follows Form with respects to General, Automobile & Employers Liability Policies. CERTIFICATE HOLDER CANCELUJ4T1ON City of National City cio Risk Manager 1243 National City Boulevard National City, CA 91950 I SHOULD ANY OF THE ABOVE DESCRIBED POLICES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POUCY PROVISIONS. AUTHORIZED REPRESENTATIVE 01988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) 1 of 1 The ACORD name and logo are registered marks of ACORD 115797129/M695961 JNOY1 This page has been left blank intentionally. ENDORSEMENT This endorsement, effective 12:01 A.M. 04n1/2017 forms a part of policy No. 448ess3 Issued to KIKEY- HORN & ASSOCIATES, I NC, by NATIONAL UNION FIRE INSURANCE COMPANY OF PI TTSBURGH, PA THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE ADDITIONAL INSURED: ANY PERSON OR ORGANIZATION FOR WHOM YOU ARE CONTRACTUALLY BOUND TO PROVIDE ADDITIONAL INSURED STATUS BUT ONLY TO THE EXTENT OF SUCH PERSON OR ORGANIZATIONS LIABILITY ARISING OUT OF THE USE OF A COVERED AUTO. I. SECTION N - LIABILITY COVERAGE, A. Coverage, 1. - Who Is Insured, is amended to add: d. Any person or organization, shown in the schedule above, to whom you become obligated to include as an additional insured under this policy, as a result of any contract or agreement you enter Into which requires you to furnish insurance to that person or organization of the type provided by this policy, but only with respect to liability arising out of use of a covered "auto". However, the insurance provided will not exceed the lesser of: (1f The coverage and/or limits of this policy, or (2) The coverage and/or limits required by said contract or agreement. 07950 (10/05) Page 1 of 1 Atfthor(zed Representative or Countersignature (In States Where Applicable, This page has been left blank intentionally. BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it Is attached effective on the Inception date of the policy unless a different date is indicated below. (The following "attaching clause" need be completed only when this endorsement Is Issued subsequent to preparation of the poky). This endorsement, effective 12:01 AM 0 4 / 01 / 17 forms a part of Polley No. Q 15 8 9 3 6 8 6 (CA) Issued to K I MLEY- HORN AND ASSOCIATES , I NC By NATIONAL UNION FIRE INSURANCE COMPANY OF PI1 SBURGH, PA. We have a right to recover our payments from anyone liable for an Injury covered by this policy. We will not enforce our right against any person or organization with whom you have a written contract that requires you to obtain this agreement from us, as regards any work you perform for such person or organization. The additional premium for this endorsement shall be 2.00 % of the total estimated workers compensation premium for this policy. WC04ns@1 (Ed. 11190) Countersigned by AmiLet Authorized Representative POLICY NUMBER: 5288169 COMMERCIAL GENERAL LIABILITY CC20330413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - AUTOMATIC STATUS WHEN REQUIRED IN CONSTRUCTION AGREEMENT WITH YOU This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section Ii - Who Is An insured is amended to include as an additional insured any person or organization for whom you ere performing operations when you and such person or, organization have agreed in writing in a contract or agreement that such person or organization be added as an additional insured on your policy. Such person or organization is en addi- tional insured only with respect to liability for "bodily injury", "property damage" or 'personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured. However, the insurance afforded to such additional insured; 1. Only applies to the extent permitted by law; and 2. Will not be broader than that which you are required by the contract or agreement to provide for such additional insured. A person's or orgenization's status as en addi- tional insured under this endorsement ends when your operations for that additional insured ere completed. S. With respect to the insurance afforded to these additional insureds, the following additional ex- clusions apply: This insurance does not apply to: 1. "Bodily injury". "property damage" or "personal end advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: CG20330413 a. The preparing, approving, or falling to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or b. Supervisory, Inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrong- doing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence' which caused the "bodily in- jury" or "property damage", or the offense which caused the "personal end advertising injury`, involved the rendering of or the failure to render any professional architectural, engineering or surveying services. 2. "Bodily injury' or "property damage" occurring after: a. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(sl at the location of the covered operations has been completed; or b. That portion of "your work" out of which the injury or damage arises has been put to its Intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a pert of the same project. C. With respect to the insurance afforded to these additional insureds, the following is added to Section lii * Limits Of insurance: The most we will pay on behalf of the additional insured is the amount of insurance: Insurenoe Services Office, Inc., 2012 Page 1 of 2 0 1. Required by the contract or agreement you have entered into with the additional insured; or 2. Available under the applicable Limits of insurance shown In the Declarations; whichever is less. This endorsement shall not Increase the applicabte Limits of Insurance shown in the Declarations. Page 2 of 2 6 insurance Services Office, Inc., 2012 C0 20 33 0413 C� a POLICY NUMBER: 5268169 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Parsoniel Or OrganIzatlonis) Location And Description Of Completed Operations ANY PERSON OR ORGANIZATION WHOfi YOU BECOME OBLIGATED TO INCLUDE AS AN ADDITIONAL INSURED AS A RESULT OF ANY CONTRACT OR AGREEMENT YOU HAVE ENTERED INTO. PER THE CONTRACT OR AGREEMENT. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section fi - Who Is An Insured is amended to include as an additional insured the personisi or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or B. "property damage" caused, In whole or In part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional Insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agree- ment, the insurance afforded to such addi- tional insured will not be broader than that CO 20 37 04 13 which you are required by the contract or agreement to provide for such additional Insured. With respect to the insurance afforded to these additional insureds, the following Is added to Section III - Limits Of Insurance: If coverage provided to the additional insured le required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insu- rance shown in the Declarations; whichever is less. This endorsement shall not increase the appli- cable Limits of Insurance shown In the Decla- rations. 0 Insurance Services Office, Inc., 2012 Page 1 of 1 RESOLUTION NO. 2017 — RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A TWO-YEAR AGREEMENT WITH KIMLEY-HORN AND ASSOCIATES, INC. FOR A NOT -TO -EXCEED AMOUNT OF $2,000,000 TO PROVIDE ON -CALL PROJECT SUPPORT SERVICES FOR NATIONAL CITY'S CAPITAL IMPROVEMENT PROGRAM, INCLUDING, BUT NOT LIMITED TO, PROJECT MANAGEMENT; ENGINEERING; ARCHITECTURE; LAND SURVEYING; ENVIRONMENTAL ASSESSMENTS; GEOTECHNICAL; CONSTRUCTION SUPPORT; PLAN REVIEWS; COMMUNITY OUTREACH AND COMMUNICATIONS; AND AUTHORIZING THE CITY MANAGER TO EXECUTE ANY PROJECT -SPECIFIC SUPPLEMENTAL AGREEMENTS, AS MAY BE REQUIRED FOR GRANT FUNDED PROJECTS WHEREAS, the Engineering Department issued Requests for Proposals to professional firms to provide on -call project support services for National City's Capital Improvement Program ("CIP"), including, but not limited to, project management; engineering; architecture; land surveying; environmental assessments; geotechnical; construction support; plan reviews; community outreach and communications; and WHEREAS, 51 responses to the Requests for Proposals were received and reviewed, taking into consideration, among other things, past performance history, knowledge of the environment, the type of services offered, and the cost to the City; and WHEREAS, staff recommends Kimley-Horn and Associates, Inc., to provide on - call project support services for National City's Capital Improvement Program; and WHEREAS, the City has determined that Kimley-Horn and Associates, Inc., is qualified by experience and ability to perform the services desired by the City, and Kimley-Horn And Associates, Inc., is willing to perform such services for the not to exceed amount of $2,000,000 from June 6, 2017 through June 5, 2019. NOW, THEREFORE, BE IT RESOLVED that the City Council hereby approves the selection of Kimley-Horn and Associates, Inc., and authorizes the Mayor to execute an Agreement with Kimley-Horn and Associates, Inc., in the not to exceed amount of $2,000,000 to provide on -call project support services for National City's Capital Improvement Program ("CIP"), including but not limited to, project management; engineering; architecture; land surveying; environmental assessments; geotechnical; construction support; plan reviews; community outreach and communications. Said Agreement is on file in the office of the City Clerk. BE IT FURTHER RESOLVED that the City Council hereby authorizes the City Manager to execute any project -specific supplemental agreements as may be required for grant funded projects. [Signature Page to Follow] Resolution No. 2017 — Page Two PASSED and ADOPTED this 6th day of June, 2017. Ron Morrison, Mayor ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: Angil P. Morris -Jones City Attorney CITY OF NATIONAL CITY Office of the City Clerk 1243 National City Blvd., National City, California 91950-4397 619-336-4228 Michael R. Dalla, CMC - City Clerk June 26, 2017 Ms. Jennifer Koopman Kimley-Horn and Associates, Inc. 401 "B" Street, Suite 600 San Diego, CA 92101 Dear Ms. Koopman, On June 6th, 2017, Resolution No. 2017-92 was passed and adopted by the City Council of the City of National City, authorizing execution of an Agreement with Kimley-Horn and Associates, Inc. We are enclosing for your records a certified copy of the above Resolution and a fully executed original Agreement. Sincerely, 410i A A (Walt Michael R. Dalla, CMC City Clerk Enclosures