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HomeMy WebLinkAboutC-8832-1 - PSA for Permit Ready ADU Plan, Amendment No. 1-300 AMENDMENT NO. THREE TO PROFESSIONAL SERVICES AGREEMENT WITH RRM DESIGN GROUP, A CALIFORNIA CORPORATION FOR PERMIT READY ADU PLAN THIS AMENDMENT NO. THREE TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. "Three") is made and entered into as of this 11th day of September, 2023 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and RRM DESIGN GROUP, a California corporation, ("Consultant"), whose address is 3765 South Higuera, Suite 102, San Luis Obispo, CA 93401, and is made with reference to the following: RECITALS A. On January 20, 2022, City and Consultant entered into a Professional Services Agreement ("Agreement") for Permit Ready ADU Plan ("Project"). B. On December 5, 2022, City and Consultant entered into Amendment No. One to the Agreement ("Amendment No. One") to extend the term of the Agreement to June 30, 2023. C. On June 6, 2023, City and Consultant entered into Amendment No. Two to the Agreement ("Amendment No. Two") to extend the term of the Agreement to September 30, 2023. D. The parties desire to enter into this Amendment No. Three to extend the term of the Agreement to December 31, 2023. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on December 31, 2023, unless terminated earlier as set forth herein." 2. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] IN WITNESS WHEREOF, the parties have caused this Amendment No. Three to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California my�nicipal corporation Date: 9 7• 23 Date: o0 t I V 2 3 By: By: aro C. rp Ai5 Gr K. Leung Attorne "'IWZ3 Cit Manager ATTEST: CONSULTANT: RRM Design Group, a Date: corporation Date: Brown City Clerk Signed in Counterpart Bv: Scott Martin Vice President Date: By: Signed in Counterpart Debbie Rudd Secretary, Chief Financial Officer [END OF SIGNATURES] RRM Design Group, A California Corporation Page 2 IN WITNESS WHEREOF, the parties have caused this Amendment No. Three to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: q - 7. 23 as ,pf C.�irp Attornev\ , ATTEST: Date: By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: BY: 1'1� Grace K. Leung 9/3/Z3 City Manager CONSULTANT: RRM Design Group, a California corporation Date: c/ • /7' • Z� By: Sc t "rtin Vice President Date: Ll By: D 1aie u Secretar , Chi f Financial Officer [END OF SIGNATURES] RRM Design Group, A California Corporation Page 2 AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT WITH RRM DESIGN GROUP, A CALIFORNIA CORPORATION FOR PERMIT READY ADU PLAN THIS AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. Two") is made and entered into as of this 6th day of June, 2023 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and RRM DESIGN GROUP, a California corporation ("Consultant"), whose address is 3765 South Higuera Street, Suite 102, San Luis Obispo, California 93401, and is made with reference to the following: RECITALS A. On January 20, 2022, City and Consultant entered into a Professional Services Agreement ("Agreement") to develop a permit ready ADU Plan ("Project"). B. On December 5, 2022, City and Consultant entered into Amendment No. One to the Agreement ("Amendment No. One") to extend the term of the Agreement to June 30, 2023. C. The parties desire to enter into this Amendment No. Two to extend the term of the Agreement to September 30, 2023. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on September 30, 2023, unless terminated earlier as set forth herein." 2. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] RRM Design Group, a California Corporation Page 1 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORTy FFICE Date: 6 By: aro C. H p � o(.1a3U Ci y Attorney ATTEST: Date: �' Al. U%-g By: kha� kkxe�� — Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: &I q � � 23 By: Gr c . Leung C� anager CONSULTANT: RRM Design Group, a California corporation Date: Signed in Counterpart By: Scott Martin Vice President Date: M Signed in Counterpart Debbie Rudd Secretary [END OF SIGNATURES] RRM Design Group, a California Corporation Page 2 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTO fZnY;S OFFICE Date: & �� By: aro C. Ci y Attorney ATTEST: Date: la Leilani 1. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Grace K. Leung City Manager CONSULTANT: RRM Design Group, a California corporation Date: G ••L3 r By: Scott Martin Vice President Date: C/Iazd3 T� By' dd Secre [END OF SIGNATURES] RRM Design Group, a California Corporation Page 2 l W QP v AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT WITH RRM DESIGN GROUP, A CALIFORNIA CORPORATION FOR PERMIT READY ADU PLAN THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. One") is made and entered into as of this 5th day of December, 2022 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and RRM DESIGN GROUP, a California corporation ("Consultant"), whose address is 3765 South Higuera Street, Suite 102, San Luis Obispo, California 93401, and is made with reference to the following: RECITALS A. On January 20, 2022, City and Consultant entered into a Professional Services Agreement ("Agreement') to develop a permit ready ADU Plan ("Project"). B. The parties desire to enter into this Amendment No. One to extend the term of the Agreement to June 30, 2023. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on June 30, 2023, unless terminated earlier as set forth herein." 2. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] RRM Design Group, a California Corporation Page 1 IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORN�Y'$OFFICE Date: l9 ?i3 By: r n ar ►lal��u�. y to r ATTEST: Date: 0`r& 44wv Brown City Clerk � �___\v CITY OF NEWPORT BEACH, a California municipal corporation Date: By: GraPanager Leung Ci CONSULTANT: RRM Design Group, a California corporation Date: By: S in Vice President Date: By: 1 .4 Q__.# , _Z011 Debb R d Secret reasurer [END OF SIGNATURES] RRM Design Group, a California Corporation Page 2 PROFESSIONAL SERVICES AGREEMENT WITH RRM DESIGN GROUP, A CALIFORNIA CORPORATION FOR PERMIT READY ADU PLAN THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into as of this 20th day of January, 2022 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and RRM DESIGN GROUP, A CALIFORNIA CORPORATION, a California corporation ("Consultant"), whose address is 3765 South Higuera, Suite 102, San Luis Obispo, California 93401, and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City desires to engage Consultant to develop a permit ready ADU Plan ("Project"). C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the professional services described in this Agreement. D. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the Effective Date, and shall terminate on December 30, 2022, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ("Services" or "Work"). City may elect to delete certain Services within the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and Consultant shall perform the Services in accordance with the schedule included in Exhibit A. In the absence of a specific schedule, the Services shall be performed to completion in a diligent and timely manner. The failure by Consultant to strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.2 Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice within two (2) calendar days of the occurrence causing the delay to the other party so that all delays can be addressed. 3.3 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator as defined herein not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.4 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by hand -delivery or mail. 4. COMPENSATION TO CONSULTANT 4.1 City shall pay Consultant for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Seventy Six Thousand Seven Hundred Forty Eight Dollars and 00/100 ($76,748.00), without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.2 Consultant shall submit monthly invoices to City describing the Work performed the preceding month. Consultant's bills shall include the name of the person who performed the Work, a brief description of the Services performed and/or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) calendar days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Consultant only for those costs or expenses specifically identified in Exhibit B to this Agreement or specifically approved in writing in advance by City. 4.4 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. RRM Design Group, A California Corporation Page 2 Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. 5. PROJECT MANAGER 5.1 Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated Randy Russom to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. 5.2 Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 5.3 If Consultant is performing inspection services for City, the Project Manager and any other assigned staff shall be equipped with a cellular phone to communicate with City staff. The Project Manager's cellular phone number shall be provided to City. 6. ADMINISTRATION This Agreement will be administered by the Community Development Department. City's Principal Planner or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES To assist Consultant in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's Work schedule. 8. STANDARD OF CARE 8.1 All of the Services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with community professional standards and with the ordinary degree of skill and care that would be used by other reasonably competent practitioners of the same discipline under similar circumstances. All Services shall be performed by qualified and experienced personnel who are not employed by City. By delivery of completed Work, Consultant certifies that the Work conforms to the requirements of this Agreement, all applicable federal, state and local laws, and legally recognized professional standards. RRM Design Group, A California Corporation Page 3 8.2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force and effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.3 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9. HOLD HARMLESS 9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers and employees (collectively, the "Indemnified Parties"), from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorneys' fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), and which relate (directly or indirectly) to the negligence, recklessness, or willful misconduct of the Consultant or its principals, officers, agents, employees, vendors, suppliers, subconsultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable, or any or all of them. 9.2 Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence, active negligence or willful misconduct of the Indemnified Parties, or to require a Consultant who is a design professional, as defined by Civil Code section 2782.8(c), to provide indemnification or defense of the Indemnified Parties inconsistent with existing law. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the Work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Consultant or its employees. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any RRM Design Group, A California Corporation Page 4 of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the Work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance of the Work or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the Services. 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the Work to be performed. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -venture or syndicate or co -tenancy, which shall result in changing the control of Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five percent (25%) or more of the assets of the corporation, partnership or joint -venture. RRM Design Group, A California Corporation Page 5 16. SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A. Consultant shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. City is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 17. OWNERSHIP OF DOCUMENTS 17.1 Each and every report, draft, map, record, plan, document and other writing produced, including but not limited to, websites, blogs, social media accounts and applications (hereinafter "Documents"), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Additionally, all material posted in cyberspace by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents, including all logins and password information to City upon prior written request. 17.2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant, and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. 17.3 All written documents shall be transmitted to City in formats compatible with Microsoft Office and/or viewable with Adobe Acrobat. 18. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information. RRM Design Group, A California Corporation Page 6 19. INTELLECTUAL PROPERTY INDEMNITY Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement or alleged infringement of any United States' letters patent, trademark, or copyright, including costs, contained in Consultant's Documents provided under this Agreement. 20. RECORDS Consultant shall keep records and invoices in connection with the Services to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 21. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue Work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 22. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the Work accomplished by Consultant, the additional design, construction and/or restoration expense shall be borne by Consultant. Nothing in this Section is intended to limit City's rights under the law or any other sections of this Agreement. 23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. RRM Design Group, A California Corporation Page 7 24. CONFLICTS OF INTEREST 24.1 Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et seq., which (1) require such persons to disclose any financial interest that may foreseeably be materially affected by the Work performed under this Agreement, and (2) prohibit such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 24.2 If subject to the Act and/or Government Code §§ 1090 et seq., Consultant shall conform to all requirements therein. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 25. NOTICES 25.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first- class mail, addressed as hereinafter provided. 25.2 All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Principal Planner Community Development Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 25.3 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attn: Randy Russom RRM Design Group, A California Corporation 3765 South Higuera, Suite 102 San Luis Obispo, CA 93401 26. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Consultant shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Consultant's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and RRM Design Group, A California Corporation Page 8 identified by Consultant in writing as unsettled at the time of its final request for payment. Consultant and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Consultant shall be required to file any claim Consultant may have against City in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 27. TERMINATION 27.1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 27.2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven (7) calendar days' prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 28. STANDARD PROVISIONS 28.1 Recitals. City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 28.2 Compliance with all Laws. Consultant shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 28.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 28.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. RRM Design Group, A California Corporation Page 9 28.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 28.6 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 28.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 28.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 28.9 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 28.10 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, sexual orientation, age or any other impermissible basis under law. 28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 28.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] RRM Design Group, A California Corporation Page 10 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATT?RNEY'S OFFICE Date: / 2c.0/zZ By:-"'-� Aaron C. Harp City Attorney ATTEST: Date: � • 0(I 4. 1 n= WON' ---r-own City Clerk CITY OF NEWPORT BEACH, a California unicipal corporation Date: By: Gr .Leung C Manager CONSULTANT: RRM DESIGN GROUP, A CALIFORNIA CORPORATION, a California corporation Date: B: Scott Martin Vice President Secretary [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements RRM Design Group, A California Corporation Page 11 EXHIBIT A SCOPE OF SERVICES RRM Design Group, A California Corporation Page A-1 Permit Ready ADU Plan and Public Outreach Improvement Services Proposed Scope of Services - Part A December 6, 2021 Page 2 of 1 1 SCOPE or SERWES Establish a Strong Foundation In this initial phase of the project, the team will engage in a due diligence process designed to inform the team and key city staff on the primary issues to be addressed and gather and review relevant data and background information. Task A.1: Initiation Meeting Following the review of existing data, the project team will meet with City staff to establish a mutual understanding of the key issues, further define the scope, project schedule, expectations, layout of significant project milestones, meeting times, deliverable targets, and review pertinent data. Based on evolving COVID restrictions, a digital meeting or Google field trip may be necessary. Deliverables: • One (I) meeting with City staff' • One (1) meeting minutes Task A.2: Data Gathering and Document Research As a first step in the process, the team will collect and review all data relevant from design guidelines, the general plan, the development code, specific plans, local jurisdiction's unique requirements, and other planning efforts that have a bearing on the communities. RRM will work with staff to compile a preliminary survey of existing city lots to identify the typical prevalent sizes and configurations. Next, RRM, in coordination with city staff, will review identified opportunities for implementation to further inform the final design solutions. Finally, RRM will prepare a program memo to document the project goals and alternatives the City wishes to achieve with the final designs. Deliverables: • ADU due diligence memo • One (1) meeting with City staff Permit Ready ADU Plan and Public Outreach Improvement Services Proposed Scope of Services — Part A December 6, 2021 Page 3 of 1 1 Preliminary ADU Plan Development RRM will compile the relevant data and goals from the research and city meetings to establish a straightforward program with identified constraints and opportunities to be used as the basis for the preliminary design. Based upon the initial description, RRM will provide design for a series of residential opportunities to be reviewed and approved by the City's Community Development Department. The generic prototypes which could be utilized as ADUs, or standalone single- family dwellings designed to fit on generic flat lots include the following: • One (1) approximately 350-450 sq ft: free-standing studio ADU in compliance with California Residential Code, California Code of Regulations, Title 24, Part 2.5, not exceeding 16' height and designed to conform to a typical flat lot • One (1) approximately 500-650 sq ft: free-standing one -bedroom, one -bathroom ADU in compliance with California Residential code appendix chapter Q, not exceeding 16' in height and designed to conform to a typical flatlot • One (1) approximately 750-850 sq ft: free-standing two-bedroom, one -bathroom ADU in compliance with California Residential codeappendix chapter Q, not exceeding 16' in height and designed to conform to a typical flat lot Each plan type will be designed to adapt to and include three alternate elevation styles to conform to the City's tending architectural vernacular. Each of the three base plans may be provided with multiple interior design options, including ADA adaptable and fully accessible options, storage options, additional bedroom or flex space options, and multiple entry locations to allow personalization and site flexibility. This approach allows for the three base plans to serve as many times as the number of designs. Task A.3: Preliminary ADU Design RRM recognizes that residential design can be one of the purest manifestations of community character, and as such, many people are passionate about homes. Therefore, RRM encourages a collaborative approach to working with staff to deliver designs that respond to the community's unique character. Following the initial staff collaboration in Task A above, RRM will design a series of preliminary site plans/floor plans, sections, and elevations for the unit prototypes. We will review the designs with staff for comment and approval at approximately the 30% completion stage. The designs will include typical front elevation style options. Plans will be based on generic sites as directed by staff. Permit Ready ADU Plan and Public Outreach Improvement Services Proposed Scope of Services — Part A December 6, 2021 Page 4 of 1 1 Deliverables: • PDF format submittal • One (1) meeting with the City staff- a preliminary plan, massing and elevation review meeting (currently expected to be conducted remotely on theplatform of City's choice • Preliminary site/floor plans for three (3) unit prototypes • Preliminary sections for three (3) unit prototypes, asneeded • Preliminary style options for front elevation of three (3) options per plan for a total of nine (9) frontelevations Schedule: • Four (4) weeks included staff review meetings Meeting: • One (1) concept design review meeting • One (1) preliminary design (30% set) review meeting prior to the development of the final schematic design package for review and approval to proceed Task AA: Schematic ADU Design Based on staff feedback of the preliminary design, RRM will refine the schematic design to an approximately 65% completion level for review by staff and any public outreach efforts. The submittal will be architecture -specific and for a non-specific generic site; no civil engineering or landscape architecture will be provided for review. It is assumed that city staff will coordinate all submittals, applications, and notices associated with any public hearings if later desired. Attendance and presentation documented for any public outreach or hearings are addressed in Task A.7 below. Deliverables: • PDF format 65% plan set • Floor plans for three (3) ADU prototypes with designoptions • Sections for three (3) ADU prototypes • Elevations for three (3) ADU prototypes; four (4)sides each unit • Two (2) additional style options of the front elevationo f each of the three (3) ADU base unit prototypes, a total of three (3) styles • Color and material boards; one (1) for each elevationstyle as printed images • Nine (9) color front elevations suitable for publication Schedule: • Four (4) weeks included staff review meetings Meeting: 0 Two (2) staff review meetings Permit Ready ADU Plan and Public Outreach Improvement Services Proposed Scope of Services - Part A December 6, 2021 Page 5 of 1 1 ADU Construction Documents Task A.5: Document Preparation and Plan Review Once the designs are reviewed and approved by city staff, RRM will develop the design into construction documents and coordinate the documents with consultants as needed. Our experience providing simple, cost-effective designs and plans complying with California Residential code conventional construction requirements provides a strong base for further modification, and a fully construction -ready plan of conditions meets code requirements. Our proposed scope provides for a fully designed building based upon CRC conventional construction. It utilizes a complying braced wall system that allows for significant customization within the pre -approved standard, reducing time and costs to the end-user. All unit elevations are customizable to allow for variations in exterior materials and door and window fenestration to express individual owners' tastes and community character. This will be achieved by stating minimum shear wall panel requirements for each exterior wall. Most interior walls will not be used for bearing, which will allow for further flexibility by the end-user. Our goal would be to express the design intent with a structural system that considers the most material and cost-efficient approach to provide a more implementable, affordable housing solution. This detailed review is typically only achievable with an in-house structural design team where all parties share a mutual goal. Title 24 energy compliance will be four orientation designs, allowing full implementation across sites. No mechanical and electrical engineering design is anticipated beyond typical line diagrams. Again, design efficiency will be a key parameter for mechanical and electrical design. RRM is a leader in efficient, sustainable design. We anticipate only one round of plan check revisions and resubmittal. RRM anticipates a single city coordinated review for all departments. The City will be responsible for the coordination of plan reviews. As part of the construction document scope, an ADU application submission template will be developed to allow individual lot -specific submissions and alternate design submissions. The submission template will be developed to be submitted using the City's standard submittal process. Plans to be produced to the following criteria: 2019 CRC unless the 2022 draft code is available for incorporation into the permit documents. I. All designs shall fully comply with the 2019 California Residential Code, California Code of Regulations, title 24, and Part 2.5. Permit Ready ADU Plan and Public Outreach Improvement Services Proposed Scope of Services — Part A December 6, 2021 Page 6 of 1 1 2. All designs shall comply with the 2019 California Building Code (CBC), California Code of Regulations, title 24, and Part 2 for structure(s) or elements(s) exceeding the design limitations in the CRC or specifically directed by the CRC to use the CBC. 3. Minimum Energy Compliance Design Criteria: State Title 24 Energy Compliance documentation in all four primary orientations (north-, south-, east-, and west -facing). a. Climate Zone: 3 b. Exterior Wall Insulation: R-15 c. Attic Insulation: R-30 d. Designed for both heating and cooling: 92 AFUE (Heating); 15 SEER (cooling) 4. Foundation Design criteria: The foundation design is generally site-specific, although the building code does allow for code minimums and the waiving of site-specific soils geotechnical investigations. The foundation design is provided for building sites that do not exceed a slope of one vertical to three horizontal units and a deep foundation design. The design does not assume unstable soil or expansive clay soil: a. Soil Bearing Pressure: 1500 PSF (without Geotechnical Report) b. Lateral Bearing Pressure: 100 PCF c. Foundation Depth Below Ground Surface: 18 inches min 5. Front porch options shall be provided on at least one elevation style of each plan type. Porch detailing shall include at a minimum: a. Ledger and attachment details b. Porch framing member size, spacing and connection details c. Column size and isolated footing design, including connection details d. Any soffit and finish trim details required to fulfill the design intent 6. Fire Resistive Construction Details: a. The proposed detached units should be anticipated to be located within four feet of a real or assumed property line on the rear or side elevation b. Therefore, for each of the proposed plan elevations, the rear and side elevation will be designed with options to comply c. with CRC table R332.1 (1) Fire Resistance Protection/Rating of exterior Wall elements 7. the following minimum fire protection details shall be included within the plans: a. One-hour fire -rated wall construction detail for each architectural style that would comply with ASTM e 119 or ul 263 testing b. One-hour fire -rated projection details on the underside of the projection for each architectural plan style. assume a two -foot minimum fire separation distance c. Design elevation where the opening on the exterior firewalls shall not exceed 25% of the wall area d. Specifications and details of roofing material and roof sheathing that would comply with a two- (2-) foot minimum fire separation distance Permit Ready ADU Plan and Public Outreach Improvement Services Proposed Scope of Services — Part A December 6, 2021 Page 7 of 1 1 Deliverables: • PDF format plan set • Jurisdictional specific cover sheet • Generic site plan with fllable information; no grading, stormwater, or utilities information five (5) feet beyond unit • Floor plan • Foundation plans (both slab on grade and raised foundation options based upon CBC soil minimums of 1,500 PSF • Floor framing plans • Roof plan • Roof framing plan • Sections; as necessary, maximum of two (2) per unit • External elevations; one (1) front, two (2) sides andone (1) rear as plan typical elevations • Front exterior elevation options; two (2) optionalfront elevations per plan, with associated details • Renderings of exterior, one (1) exterior elevation rendering per style for marketing publication provided as individual graphic files • Recommended external and internal materials • Architectural and structural details • Mechanical, electrical, and plumbing plans; limited to line diagram electrical and mechanical, gas isometric only • T24 Energy calculations (compliant for all building orientations) • No Fire sprinklers plans to be provided other thandesignating the requirement for fire sprinklers as applicable • CALGreen (Title 24/Part 11) requirements sheet • One (1) plan review cycle is anticipated Final Delivery Documents: • 24 x 36 PDF file • I I x 17 PDF file (non -scalable) • Color exterior renderings suitable for marketing and • Publication • Illustrative floor plan for marketing and publication Schedule: • Eight (8) weeks of production time till initial submittal Meeting: • One (1) pre -submittal 90% set review meeting Permit Ready ADU Plan and Public Outreach Improvement Services Proposed Scope of Services — Part A December 6, 2021 Page 8 of 11 Manage the Project Task A.6: Project Management/Coordination The foundation of RRM's practice relies on expert and proactive project management. Successfully accomplishing each unique assignment within the needed timeframe and allocated budget is essential. RRM focuses on capturing a clear direction on final deliverables and end products at the beginning of a project, establishing a shared understanding of the project with the City and all team members. This provides an essential project "road map," RRM develops a critical path schedule, monitoring and updating it regularly throughout the process. We make it a practice to provide regular status reports of project progress and closely coordinate with the City's project manager and key consultant team members. RRM views close project team collaboration as a key mechanism to ensure issues are well -vetted and fully addressed because better projects result from multiple perspectives. In addition, all product deliverables are reviewed internally for quality control purposes before the city submittal. We have found it helpful to establish mutually agreeable, timely turnaround review times in managing a schedule. one helpful approach can be for the City to provide one redlined, marked - up version of comments from its staff so that all comments are reconciled and expedited the revision process. Early consultation with affected agencies and stakeholders is vital for a smooth and efficient process. These approaches reduce potential surprises that can add costs, cause delays, and dilute consensus. In addition, the performance of project managers is evaluated in several ways: • Monthly review of compliance with project budgets by task by RRM management and principals. Our Deltek Vision project Management and accounting software also allow project managers and principals to track daily time entries and task budgets • Ongoing oversight by the principal -in -charge regarding contract and schedule adherence aswell as overall project progress • Periodically, report cards are provided to clientsto solicit feedback on the project manager and overall project performance • Annually, project managers are evaluated on thequality of their performance • Throughout the project process, client feedbackis sought for both RRM project managers and contract personnel to ensure satisfaction and provide the opportunity for adjustment if needed We take project management seriously, and we are committed to delivering on time and on budget. Permit Ready ADU Plan and Public Outreach Improvement Services Proposed Scope of Services — Part A December 6, 2021 Page 9 of 1 1 RRM may need to coordinate and meet with City staff, various departments, and interest groups in addition to those specifically outlined in this scope. This will include information teleconferences, meetings, research correspondence, status reports, record keeping, project coordination, electronic file management, preparation for meetings, and all other coordination during the project. Deliverables: • PDFs, project administration, and coordination asneeded • Conference calls and emails as needed • Print sets for plan check submittal and resubmittal Task A.7: Public Outreach and Public Hearings As part of the ADU design development process, it is anticipated that some public outreach or informational public hearings may be added to the scope of the project. As part of this optional task, RRM will prepare presentation materials and provide project representation for the City as requested. These meetings are assumed to be in-person meetings, and standard travel charges would apply. Deliverables: • Presentation materials for meetings and hearings as requested. • In-person project representation at public meetings and hearings Task A.8: ADU Part B Coordination The pre -approved ADU project is separated into Part A and Part B. The original tasks assumed RRM in-house planning providing Part B services. It is anticipated that with an outside consultant providing Part B, there will be some amount of project coordination. Additionally, it is common to have some level of graphical support provided to coordinate planning and architecture works. This task anticipated the possible need for support and coordination if required. Deliverables: Graphic support as requested Coordination with Part 8 consultant as required EXHIBIT B SCHEDULE OF BILLING RATES RRM Design Group, A California Corporation Page B-1 w C ma W N a ac G EXHIBIT C INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES 1. Provision of Insurance. Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage. 2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 3. Coverage Requirements. A. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its City Council, boards and commissions, officers, agents, volunteers and employees. B. General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, personal and advertising injury. C. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. RRM Design Group, A California Corporation Page C-1 D. Professional Liability (Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of one million dollars ($1,000,000) per claim and two million dollars ($2,000,000) in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the Effective Date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the Services required by this Agreement. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its City Council, boards and commissions, officers, agents, volunteers and employees or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. B. Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, if required, but not including professional liability, shall provide or be endorsed to provide that City, its City Council, boards and commissions, officers, agents, volunteers and employees shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self-insurance maintained by City. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days' notice of cancellation (except for nonpayment for which ten (10) calendar days' notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least RRM Design Group, A California Corporation Page C-2 fifteen (15) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant sixty (60) calendar days' advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation. C. Right to Review Subcontracts. Consultant agrees that upon request, all agreements with subcontractors or others with whom Consultant enters into contracts with on behalf of City will be submitted to City for review. Failure of City to request copies of such agreements will not impose any liability on City, or its employees. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a format at least as broad as CG 20 38 04 13. D. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. E. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits 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. F. Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self- RRM Design Group, A California Corporation Page C-3 insurance will not be considered to comply with these requirements unless approved by City. G. City Remedies for Non -Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. H. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. I. Consultant's Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. RRM Design Group, A California Corporation Page C-4 RRM Design Group From: Customer Service To: Ramirez, Brittanv; Insurance Cc: Iori.alcala(c ebix.com Subject: Compliance Alert -Vendor Number FV00000719 Date: February 03, 2022 6:42:14 AM [EXTERNAL EMAIL J DO NOT CLICK links or attachments unless you recognize the sender and know the content is safe. This Account has moved from non-compliant to COMPLIANT status and is currently in compliance for certificate of insurance requirements. FV00000719 RRNI Design Group Sent by Ebix, designated insurance certificate reviewer for the City of Newport Beach.