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HomeMy WebLinkAboutC-8168-1 - On-Call PSA for Landscape Architecture ServicesLANDSCAPE SCOPE OF SERVICES PROPOSAL Date: June 22, 2021 Project: Civic Center Dog Park Refurbishment Location: City of Newport Beach Contract No.: 8168-1 with Addenda Client: City of Newport Beach I. PROJECT DESCRIPTION The City wishes to make a series of improvements to the existing Dog Park. These improvements can be summarized as follows: • Replace existing vinyl mesh with new mesh or rigid screening along the pole fencing throughout— something durable and low maintenance • Drainage is fine, no improvements are anticipated. • Remove and replace caulking at joint between sidewalk and stem wall at perimeter of entire Dog Park. • Grout filler (horizontal and vertical throughout) • Replace two existing drinking fountains with new fixtures that include bottle fillers. Specify City standard. • Repaint all perimeter fencing. • Add one large or two small shade structures at small dog area. Parks would like to keep the tree; locate the structure(s) in the concrete area over the benches • Remove existing and replace synthetic turf system in both the large dog and small dog areas. SCOPE OF SERVICES R/Hdo shall provide complete design services for the project in accordance with the latest City - approved Standard Specifications for Public Works Construction (which, as of this date is the 2015 Edition) and the City of Newport Beach Design Criteria, Standard Special Provisions, and Standard Drawings (2004 Edition), including supplements. Tasks include as a minimum: Rabben/Herman design office Dog Park Refurbishment Proposal June 22, 2021 Page 2 of 9 Design Phase A. Preparing a design schedule showing times of completion and milestones for each task. Include at least three, one-hour meetings with City staff. This does not include the initial project kick-off meeting, project submittal meetings, or the preconstruction meeting. All meetings will take place in Newport Beach. B. Research issues and options related to separation of sidewalk and stem retaining wall. Provide options with estimated cost. These could include clean joint add XX and recalk, sawcut sidewalk and remove 8- 12" portion of sidewalk and replace, remove entire sidewalk panel and replace, etc. C. Research and provide options and costs for shade structure(s) at Small Dog Park. D. Research and provide options and costs for replacement of artificial turf at Small and Large Dog Park(s). E. Research and provide options and costs for replacement of vinyl mesh on existing perimeter fence. F. Research and connections of existing water fountain to determine requirements of new drinking fountains. Plans, Specifications and Estimate Phase G. Preparing PS&E at various scales on 24" x 36" sheet size including: a. Cover Sheet, with Notes and Abbreviations b. Demolition Plans c. Construction Document Base Sheets b. Hardscape Construction Plans d. Shade Structure Plans and details e. Hardscape and Architectural Construction Details Drawings shall be prepared in Auto CAD and shall comply with City CAD standards. All drawings shall be transmitted to the City electronically in both AutoCAD (.dwg) and Adobe (.pdg formats. Upon completion of the project, all written documents, in the City's latest adopted version of Microsoft Word and Excel, and original signed and stamped mylar plans and specifications shall be transmitted to the City. Currently, we do not anticipate performing any underground investigations regarding the settlement differential between the stem wall and the sidewalk paving. If the City wishes to undertake this work, we will need to engage the appropriate engineering expertise. Rabben/Herman design office Dog Park Refurbishment Proposal June 22, 2021 Page 3 of 9 We will engage Spire Structural Engineer to prepare structural calculations and design footings for the Shade Structure(s). Preparing complete contract documents using the City's standard template documents, including general and special provisions, quantities, proposals, and Engineer's Estimate. Submittals will include Design Phase Submittal with Options and Costs, 90% PS&E and Final PS&E incorporating all City comments. G. Preparing complete as -built drawings from information provided by the City. As -built drawings shall be submitted in AutoCAD (.dwg) and Adobe (.pdf) format. Mylar hard copies will not be required. Construction Engineering Assistance Phase When requested by the City, R/Hdo shall be available for: 1. Attending pre-bid, pre -construction, and construction coordination meetings. 2. Reviewing shop drawings and other submittals. 3. Monitoring construction progress, advising the City with respect to the contractor's general conformance to the drawings and specifications, visiting the site, and making field recommendations. We assume that a maximum of six (6) site visits to monitor some, if not all, of the following stages of landscape construction: • Review of paving mock-ups. • Layout of major hardscape elements i.e., paving, caulking, etc. • Review of installed hardscape (shade structures and fence enclosure) elements. • Pre -final Walkthrough to prepare Punch -List • Final Walkthrough prior to project acceptance • Final Walkthrough prior for project acceptance III. PROGRESS SUBMITTALS & PROJECT SCHEDULE Progress Submittals Progress submittals and/or meetings will be required prior to execution of the contract documents. Consultant shall prepare a detailed schedule with the following milestone submittals included: A. Design Phase with Options and Cost Estimates. B. 90 Percent Design Review — Consultant shall, as a minimum, submit draft final plans, completed specifications, and final quantities and cost estimates. All Design Phase review comments shall be addressed at this time. C. Final Approval Review — Consultant shall, as a minimum, submit final plans, completed specifications, and final quantities and cost estimates. All 90 percent design review comments shall be addressed at this time. Plans will be sealed by a California licensed landscape architect. Rabben/Herman design office Dog Park Refurbishment Proposal June 22, 2021 Page 4 of 9 E. Approval of Construction Documents — Consultant shall submit signed and sealed mylar original drawings and contract specifications. R/Hdo shall be responsible for addressing all plan review comments at each of the formal submittals as well as informal coordination throughout the plan preparation process. The City anticipates a period of three weeks for plan review of the Design Phase, 90 percent, and 100 percent submittals. The City will require a review meeting at the time of each design submittal as a minimum, and other meetings may be required. Project Schedule The City desires to complete the final design by November 30, 2021. In order to meet this schedule, the following preliminary milestones shall be incorporated into the R/Hdo's project schedule: Notice to Proceed — July 1, 2021 Design Phase Submittal — two weeks/approximately July 16, 2021 City Review — 3 weeks/approximately August 6, 2021 90% Percent Submittal — 3 weeks/approximately August 27, 2021 City Review — 3 weeks/approximately September 17, 2021 100 Percent Final Submittal — I week/approximately September 24, 2021 The City anticipates starting construction in late Spring 2022. IV. CONSULTANT REPRESENTATIVE R/Hdo's primary representative shall be Dan Herman, Principal and the alternate representative is Maro Urena. (see Attached resumes). The Consultant's representatives shall remain in responsible charge of all duties from contract negotiations through project completion. If the primary representative is unable to continue with the project, then the alternate representative shall become the primary representative upon the City's approval. V. CONSULTANT RESPONSIBILITIES The Consultant shall be responsible for completing the specified services in accordance with the City's On -Call Professional Services Agreement (PSA) with Rabben/Herman design offices for Landscape Architecture and the Consultant's proposal. VI. CITY RESPONSIBILITIES The City shall provide the following items to assist the Consultant in completing the services: A. Existing plans that are available and applicable to the proposed project. Rabben/Herman design office Dog Park Refurbishment Proposal June 22, 2021 Page 5 of 9 B. Design criteria and standards that are available and applicable to the proposed project. C. Utility Maps/Atlas received from utility owners. D. Aerial topographic images E. City's GIS system with City -owned utilities (water, sewer, and storm drain) Rabben/Herman design office Dog Park Refurbishment Proposal June 22, 2021 Page 6 of 9 SCHEDULE 2 PROPOSAL ASSUMPTIONS A. LIMIT OF WORK — to include limits as shown on Attachment A. B. BASE FILES - AutoCAD base files indicating property lines, building footprints, curbs, setbacks, existing and proposed utilities, and improvements will be prepared by Psomas. C. CIVIL ENGINEERING — None required for this project. D. ELECTRICAL ENGINEERING — None required for this project. E. STRUCTURAL ENGINEERING - R/Hdo intends to engage the services of Spire Engineering to design the footings for the shade structure(s). See attached proposal. F. SPECIFICATIONS - R/Hdo will be responsible for preparing their own Division 2-16 specification sections for incorporation into specification manual. The City will prepare the front end of the Manual. G. CLIENT APPROVALS - verbal requests by the Client to commence the next phase of work shall constitute approval of the previous phase of work. Rabben/Herman design office Dog Park Refurbishment Proposal June 22, 2021 Page 7 of 9 SCHEDULE 3 PROPOSAL EXCLUSIONS Given the nature of this project R/Hdo would utilize the existing Construction Drawing as the "base plan" for all improvements and would not obtain field surveys. Items not covered in Schedule I (Scope of Work) and assumed to be provided by the Owner, Client, or others: A. Topographic, existing condition and boundary surveys. B. Geotechnical reports. C. Existing site utility drawings. Rabben/Herman design office Dog Park Refurbishment Proposal June 22, 2021 Page 8 of 9 SCHEDULE 4 ADDITIONAL SERVICES Services in addition to R/Hdo's Schedule I (Scope of Work) when requested shall be identified as such and billed at the current billing rate schedule. Additional services shall include, but are not limited to the following: A. Items that the Client deems are R/Hdo's responsibility indicated in Schedule 3 (Proposal Exclusions). B. GRAPHIC EXHIBITS - graphic exhibits required beyond those indicated in each phase of Schedule I (Scope of Work). C. FEES - Payment for governmental permits, application fees, processing fees, and plan check fees. D. EXCESS CITY MEETINGS OR PUBLIC WORKSHOPS - meetings in excess of those indicated in each phase of Schedule I (Scope of Work). E. SPECIAL RENDERINGS - professional renderings often required to portray the landscape design in a more highly articulated or rendered fashion than is usually customary. VALUE ENGINEERING REVISIONS - revisions required to value engineer the landscape improvements after bidding occurs. Rabben/Herman design office Dog Park Refurbishment Proposal June 22, 2021 Page 9 of 9 SCHEDULES FEE SCHEDULE AND SCHEDULE We will perform the Scope of Worl< as described on a time and material basis) per our Agreement) for the not to exceed fees, net of all local taxes, duties and levies, plus reimbursable expenses. Services will be invoiced per approved hourly rates. Work Total Phase Task I Design Phase Submittal $4,528 Task 2 90 % Submittal $12,196 Task 3 Final/ 100 % Submittal $3,425 Task 4 Final Approval Review $500 Task 5 Approval of Construction Documents $500 Task 6 Construction Engineering Assistance Phase $3,320 Spite Engineering (Structural Design) $3,000 TOTAL R/HDO LUMP SUM FEE $27,469 Note: Expenses are not included in R/Hdo's lump sum fee and willed be billed an addition to the lump sum fees. We estimate a not to exceed amount of $500.00 Rabben/Herman design office Civic Center Dog Park Refurbishment City of Newport Beach Person Hour and Fee Estimate $ 200 $ 145 $ 100 DH Maro Staff Task Design Phase Prepare Design Schedule Options for sidewalk repair (assume 3) Options for Shade Structure (assume 2) Options for artificial turf replacement Options for vinyl mesh replacement Water Fountain footing research Review meeting with City Sub -Total Hours Sub -Total Fees $ Plans Specifications and Estimates/90% Cover Sht, Notes and Abbreviations Construction Document Base Sheet Demolition Plan Hardscape Plan Hardscape Details Shade Structure Plans and Details Specifications Estimate of Probable Cost QA and Submittal Review with City Sub -Total Hours Sub -Total Fees $ Plans Specifications and Estimates/90% Respond to City Comments Update Specifications Update Estimate of Probable Cost QA and Submittal of Mylars Review with City Sub -Total Hours Sub -Total Fees $ Construction Assistance Attend Pre -Bid and Pre -Construction Conference 1 1 4 1 0.5 2 1 2 6 1 1 4 1 1 1 1_5 1_5 6 19.5 5 1,200 $ 2,828 $ 500 $ 4,528 6 4 1 4 1 8 12 2 8 12 1 4 8 6 2 6 3 4 2 1.25 1.25 8.25 38.25 50 1,650 $ 5,546 $ 5,000 $ 12,196 2 8 12 3 1 2 2 0.25 1 1 1 4.25 15 14 850 $ 2,175 $ 1,400 $ 4,425 1 4 Attend Construction Coordination Meetings (assume 6) 4 12 Sub -Total Hours 5 16 0 Sub -Total Fees $ 1,000 $ 2,320 $ - $ 3,320 Fee and Hourly Summary Total Hours 23.5 88.75 69 Sub -Total Fee $ 4,700 $ 12,869 $ 6,900 $ 24,469 Spite Engineering Structural Design $ 3,000 $ 3,000 Total Fee $ 4,700 $ 15,869 $ 6,900 $ 27,469 J7-rofessional Fee ProposalSTRUCTURAL ENGINEERING Date: June 21, 2021 Proposal No: 21SPR069 Client: Rabben/Herman design office Ltd. Contact: Dan Herman Project Name: Civic Center Dog Park Refurbish Reference No: Location: Avocado Avenue, Newport Beach, CA 92625 Scope of Services: Provide structural engineering services to design the foundations that will support a 2 to 3 post canopy at the existing dog park. Scope includes: • General notes. • Design and detail a footing that will support a 2 to 3 post canopy. • Respond to City plan check comments. • Construction administration (review submittals and remote RFI support). Assumptions and Qualifications: • Plan work is excluded. Drawings with only general notes and details will be provided. • Canopy, post, and base plate design are by others. • Site visits are excluded. Fixed fee: $3,000.00 lump sum. Miscellaneous reimbursable expenses (subject to 15% mark-up): Travel, postage and printing (In- house plotting will be billed at $0.60 per square foot). Notes: Additional structural consultation, construction administration and/or structural observation services can be provided on a time -and -material basis at the hourly rates per Table 1 below. Deliverables: Signed calculations and drawings. Schedule: To be determined (to meet Rabben/Herman design office's schedule). Special Conditions: Construction documents will be prepared with the information available during design. It should be noted that unknown existing conditions can cause alterations to the design during construction which may incur additional fees. Offered by: eo�11, I �_. , L1, 7 JMV+F_VX___1_ Jeremy C. Welton, SE 4614 Principal, Spire Structural Engineering Inc. Accepted by (Client): (signature) (date) Dan Herman Principal, Rabben/Herman design office Ltd. Table 1 — Hourly Rates Position Hourly Rate Principal $205.00 Project Manager $175.00 Project Engineer $150.00 Engineer $120.00 Senior Drafter $110.00 Drafter $100.00 Clerical $60.00 The Terms and Conditions on pages 2 and 3 of this form are part of this agreement. 26461 Rancho Parkway South, Lake Forest, CA 92630 949.916.3440 www.spirestructures.com June 21, 2021 P21SPRO69 Civic Center Dog Park Refurbish Terms and Conditions Spire Structural Engineering Inc. (SPIRE) shall perform the services outlined in this Agreement for the stated fee arrangement. Fee The total fee, except stated lump sum, shall be understood to be an estimate, based upon Scope of Services, and shall not be exceeded by more than ten percent, without written approval of CLIENT. This fee proposal is valid for 30 days from the date of the Agreement. Where the fee arrangement is to be on an hourly basis, the rates shall be those that prevail at the time services are rendered. Billings/Payments Invoices will be submitted monthly for services and reimbursable expenses and are due when rendered. Invoice shall be considered PAST DUE if not paid within 30 days after the invoice date and SPIRE may, without waiving any claim or right against CLIENT, and without liability whatsoever to CLIENT, terminate the performance of the service. Retainers shall be credited on the final invoice. A service charge will be charged at 1.5% (or the legal rate) per month on the unpaid balance. In the event any portion of an account remains unpaid 90 days after billing, CLIENT shall pay cost of collection, including reasonable attorneys' fees. Access To Site Unless otherwise stated, SPIRE shall have access to the site for activities necessary for the performance of the services. SPIRE will take precautions to minimize damage due to these activities, but has not included in the fee the cost of restoration of any resulting damage. Hidden Conditions and Hazardous Materials A structural condition is hidden if concealed by existing finishes such that it cannot be discovered by reasonable visual observation. If SPIRE has reason to believe that such a condition may exist, SPIRE shall notify CLIENT who shall authorize and pay for all costs associated with the investigation of such a condition and, if necessary, all costs necessary to correct said condition. If (1) CLIENT fails to authorize such investigation or correction after due notification, or (2) SPIRE has no reason to believe that such a condition exists, CLIENT is responsible for all risks associated with this condition, and SPIRE shall not be responsible for the existing condition nor any resulting damages to persons or property. SPIRE shall have no responsibility for the discovery, presence, handling, removal, disposal or exposure of persons to hazardous materials of any form. Indemnifications CLIENT shall indemnify and hold harmless SPIRE and all of its personnel from and against any and all claims, damages, losses and expenses (including reasonable attorneys' fees) arising out of or resulting from the performance of the services, provided that any such claims, damage, loss or expense is caused in whole or in part by the negligent act or omission and/or strict liability of CLIENT, anyone directly or indirectly employed by CLIENT (except SPIRE) or anyone for whose acts any of them may be liable. This indemnification shall include any claim, damage or losses due to the presence of hazardous materials. Risk Allocation In recognition of the relative risks, rewards and benefits of the project to both CLIENT and SPIRE, the risks have been allocated such that CLIENT agrees that, to the fullest extent permitted by law, SPIRE's total liability to CLIENT, for any and all claims, injuries, damages, losses and expenses arising out of SPIRE's services, or alleged to have been caused or contributed to by SPIRE's services, shall not exceed the total amount of $20,000.00, the amount of SPIRE's fee (whichever is greater) or other amount agreed upon when added under Special Conditions. Such causes include, but are not limited to, SPIRE's negligence, errors, omissions, strict liability, breach of contract or breach of warranty. Termination of Services This Agreement may be terminated by mutual agreement of CLIENT and SPIRE at any time and may be terminated upon 10 days written notice by either party should the other fail to perform its obligations hereunder. In the event of termination instigated by CLIENT, CLIENT shall pay SPIRE for all services _ STRUCTURAL ENGINEERING EL - age June 21, 2021 P21SPR069 Civic Center Dog Park Refurbish rendered to the date of termination, all reimbursable expenses, and reasonable termination expenses per the following: A. Fixed -fee contract: remaining balance of fee. B. Time and materials contract: the fee for one month of work, based on the agreed budget and project duration, not to exceed the remaining budget. Ownership of Documents All documents produced by SPIRE under this Agreement shall remain the property of SPIRE and may not be used by CLIENT for any other endeavor without the written consent of SPIRE. All electronic files (CAD files and otherwise) created and used by SPIRE in the execution of the design of the Project are the sole property of SPIRE. Transfer of such files to CLIENT, Owner, Architect, Contractor, Subcontractors, or any other affiliated party is not included as part of this contract. Dispute Resolution All claims, counterclaims, disputes and other disagreements between CLIENT and SPIRE arising out of the project, or relating to this Agreement will be presented to nonbinding mediation before a mediator mutually agreed to by the Parties. The Parties agree that no complaint or cause of action shall proceed with arbitration or be filed in court concerning a matter arising out of the Project or this Agreement until completion of a mediation attended in good faith by the Parties. Arbitration: It is understood that any dispute as to the services rendered under this Agreement, including whether such services were performed, not performed, unnecessary, unauthorized, or were improperly, negligently or incompetently performed, will be determined by submission to arbitration as provided by California law, and not by lawsuit or resort to court process, except as California law provides for judicial review of arbitration proceedings. Both Parties to this Agreement, by entering into it, are giving up their constitutional right to have any dispute decided in a court of law before a jury, and instead are accepting the use of arbitration. NOTICE: BY SIGNING THIS AGREEMENT, YOU ARE AGREEING TO HAVE ANY ISSUE OR DISPUTE CONCERNING THE SUBJECT MATTER OF THIS AGREEMENT DECIDED BY NEUTRAL ARBITRATION AND YOU ARE GIVING UP YOUR RIGHT TO A JURY OR COURT TRIAL. SPIRE Structural Engineering Inc. Rabben/Herman design office Ltd. CLIENT L S__ - / XP R%_.1 I EL_ _ STRUCTURAL ENGINEERING age 1 AMENDMENT NO. TWO TO Q� ON-CALL PROFESSIONAL SERVICES AGREEMENT WITH RABBEN/HERMAN DESIGN OFFICE LTD FOR U LANDSCAPE ARCHITECTURE SERVICES THIS AMENDMENT NO. TWO TO ON-CALL PROFESSIONAL SERVICES AGREEMENT ("Amendment No. Two") is made and entered into as of this 24th day of June, 2021 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and RABBEN/HERMAN DESIGN OFFICE LTD, a California corporation ("Consultant"), whose address is 833 Dover Drive, Suite 9, Newport Beach, CA 92663, and is made with reference to the following: RECITALS A. On July 30, 2016, City and Consultant entered into an On -Call Professional Services Agreement ("Agreement") for Consultant to provide comprehensive professional landscape architecture services on an on-call and/or as -needed basis ("Project") . B. On June 1, 2019, City and Consultant entered into Amendment No. One to the Agreement ("Amendment No. One") to extend the term of the Agreement to July 30, 2021. C. The parties desire to enter into this Amendment No. Two to extend the term of the Agreement to December 31, 2021, amend the Conflicts of Interests section, and update Insurance requirements. 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, 2021, unless terminated earlier as set forth herein." 2. CONFLICTS OF INTEREST Section 25 of the Agreement shall be amended in its entirety and replaced with the following: "25.1 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. 25.2 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." 3. INSURANCE Exhibit C of the Agreement shall be deleted in its entirety and replaced with Exhibit C, attached hereto and incorporated herein by reference. Any reference to Exhibit C in the Agreement shall hereafter refer to Exhibit C attached hereto. 4. 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] Rabben/Herman Design Office LTD 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 OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California municipal corporation Date: 6/1(0120-L� Date: .11IN 2, 2 2021 By: ()jt Poe - By: Aaron C. Harp Gra . Leung City Attorney p�° �'• / Ci anager ATTEST: IO•- 2��ZI CONSULTANT: Date: RABBEN/HERMAN DESIGN OFFICE LTD, a California corporation Date: Fir,. fdj , 4 �—m el �;j I �w � � Leilani I. Brown City Clea By: Signed in Counterpart Dan Herman Vice President/Secretary ND OF SIGNATURES] Attachments: Exhibit C — Insurance Requirements Rabben/Herman Design Office LTD Page 3 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: '/I(;,1?-:,2� By: L;,! Aaron C. Harp a� City Attorney ATTEST: Date: Leilani I. Brown City Clerk Attachments CITY OF NEWPORT BEACH, a California municipal corporation Date: Grace K. Leung City Manager CONSULTANT: RABBEN/HERMAN DESIGN OFFICE LTD, a California corporation Date:���e, By: Dah Neahan ' ' Vice President/Secretary [END OF SIGNATURES] Exhibit C — Insurance Requirements Rabben/Herman Design Office LTD Page 3 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, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). 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. Rabben/Herman Design Office LTD 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 Rabben/Herman Design Office LTD 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- Rabben/Herman Design Office LTD 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. TimeIV 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. 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. Rabben/Herman Design Office LTD Page C-4 City of Newport Beach Insurance Compliance PO Box 100085 - FV Duluth, GA 30096 October 5, 2021 Rabben/Herman Design Office 833 Dover Drive., Suite 9 Newport Beach, CA 92663 Reference Number: 8168-1 This Account has moved from non-compliant to COMPLIANT status and currently in compliance for certificate of insurance requirements. As of the date above, your insurance meets City of Newport Beach insurance requirements. We appreciate your efforts and those of your insurance agent in working with our insurance representatives. Please call us at (951) 766-2285 if you have any questions. Sincerely, City of Newport Beach Compliant Notice [CA1] LANDSCAPE SCOPE OF SERVICES PROPOSAL Date: September 9, 2020 Project: Dahlia Overlook/Ocean Blvd Sidewalk Location: Corona del Mar, CA Client: Citv of Newport Beach I. PROJECT DESCRIPTION The Department pf Public Works has prepared a concept plan illustrating to add a sidewalk to the south side of Ocean Blvd. between Dahlia Ave and Fernleaf Ave. The Concept Plan also shows the addition of a widened sidewalk and new ADA ramp on the south side of Ocean west of Dahlia. Minor irrigation repair may be required on the sidewalk widening portion of the project, but no new landscape planting will be added. R/Hdo would be responsible for developing the design of the sidewalk widening to create an overlook area. The overlook would include seating and relocation of an existing historical plaque. The project would also include replacement of landscape planting associated with the overlook improvement as well as minimal new landscape planting at the gore of the sidewalk widening at Ocean Blvd and Dahlia Ave ramp to China Cove. As part of the landscape improvements the existing irrigation for the entire project limits would be modified to irrigate the new landscape. The City intends to engage a civil engineer under a separate contract to survey and design the civil components required by the contract. R/Hdo will coordinate schedules, information, design and other items as necessary to compile a single coordinated set of Plans, Specifications and Estimates. II. SCOPE OF SERVICES R/Hdo shall provide complete design services for the project in accordance with the latest City - approved Standard Specifications for Public Works Construction (which, as of this date is the 2015 Edition) and the City of Newport Beach Design Criteria, Standard Special Provisions, and Standard Drawings (2004 Edition), including supplements. Tasks include as a minimum: Design Phase A. The Department of Public Works has prepared a concept plan illustrating a add a sidewalk to the south side of Ocean Blvd. between Dahlia Ave and Fernleaf Ave. The Concept Plan also shows the addition of a widened sidewalk and new ADA ramp on the south side of Ocean west of Dahlia. R/Hdo would be responsible for developing the design of the sidewalk widening to create an overlook area and the landscape and irrigation related to that portion of the project. The overlook would include seating and relocation of an existing historical monument. B. R/Hdo will coordinate with civil engineering consultant in providing complete design services and construction documents. Consultant shall be responsible for professional landscape architecture services and civil engineering/surveying consultant will be responsible for all civil engineering and surveying design services. For the overlook area, R/Hdo will prepare a Schematic Design illustrating paving areas, paving materials, colors and finishes, ADA ramping and other hardscape as required. We assume that the civil engineer would incorporate this design into their Construction Documents. R/Hdo would complete Ocean Blvd./Dahlia Overlook Landscape Proposal Revised September 9, 2020 Page 2 of 8 Construction Documents for the Landscape Planting and Irrigation design and any Special Provisions required for unique hardscape elements as well as landscape planting and irrigation. C. Researching and providing recommendations for drought resistant plants. D. Conducting field reviews with City staff of existing irrigation to look at controller location, existing laterals and other extensions of the existing irrigation. E. Preparing construction drawings with a base scale of I" = 20' and 24" x 36" sheet size including: a. Hardscape Construction Plans (Schematic Only) c. Hardscape Construction Details (Schematic Only) d. Planting Plans e. Planting Details f. Modification Irrigation Plans downstream from irrigation point of connection. g. Retrofit Irrigation Details Water pressure, electrical, and soil analysis shall be provided by the City. Drawings shall be prepared in Auto CAD and shall comply with City CAD standards. All drawings shall be transmitted to the City electronically in both AutoCAD (.dwg) and Adobe (.pdf) formats. Upon completion of the project, all written documents, in the City's latest adopted version of Microsoft Word and Excel, and original signed and stamped mylar plans and specifications shall be transmitted to the City. Performing substructure investigation, including coordinating pothole efforts by utility companies as needed. The Civil Engineer will prepare and distribute utility verification and/or relocation notices. City staff will send out the first utility information request and will forward the received utility maps/atlas to the Civil Engineer. All utility facilities shall be shown on the contract drawings. Drawings shall be signed and sealed by a California licensed Landscape Architect. F. Preparing complete contract documents using the City's standard template documents, including general and special provisions, quantities, proposals and Engineer's Estimate. G. Preparing complete as -built drawings from information provided by the City. As -built drawings shall be submitted in AutoCAD (.dwg) and Adobe (.pdf) format. Mylar hard copies will not be required. Construction Engineering Assistance Phase When requested by the City, R/Hdo shall be available for: I. Attending pre-bid, pre -construction, and construction coordination meetings. Rabben/Herman design office Ocean Blvd./Dahlia Overlook Landscape Proposal Revised September 9, 2020 Page 3 of 8 2. Reviewing shop drawings and other submittals. 3. Monitoring construction progress, advising the City with respect to the contractor's general conformance to the drawings and specifications, visiting the site, and making field recommendations. We assume that a maximum of twelve (12) site visits to monitor some, if not all, of the following stages of landscape construction: • Review of paving mock-ups. • Layout of major hardscape elements i.e., paving, tree grates and signage (2 visits). • Review of installed hardscape elements. • Layout of plant material (I visits). • Irrigation sprinkler coverage test. • Pre -final Walkthrough prior to the start of the 90 -day landscape maintenance period. • Final Walkthrough prior to the start of the 90 -day landscape maintenance period. • Final Walkthrough for project acceptance III. PROGRESS SUBMITTALS & PROJECT SCHEDULE Progress Submittals Progress submittals and/or meetings will be required prior to execution of the contract documents. Consultant shall prepare a detailed schedule with the following milestone submittals included: A. 60 Percent Design Review — Consultant shall, as a minimum, submit preliminary title sheet, plan sheets, including details and sections, and preliminary quantities and estimates. B. 90 Percent Final Design Review — Consultant shall, as a minimum, submit final plans, completed specifications, and final quantities and cost estimates. C. Final Approval Review — Consultant shall submit final plans, specifications, and revised final quantities and cost estimates prepared and sealed by a California licensed landscape architect. All 90 -percent design review comments shall be addressed at this time. E. Approval of Construction Documents — Consultant shall submit signed and sealed mylar original drawings and contract specifications. R/Hdo shall be responsible for addressing all plan review comments at each of the formal submittals as well as informal coordination throughout the plan preparation process. The City anticipates a period of three weeks for plan review of the 60 percent, 90 percent and 100 percent submittals. The City will require a review meeting at the time of each design submittal as a minimum, and other meetings may be required. Rabben/Herman design office Ocean Blvd./Dahlia Overlook Landscape Proposal Revised September 9, 2020 Page 4 of 8 Project Schedule The City desires to complete the final design by the end of December 2020. In order to meet this schedule, the following milestones shall be incorporated into the R/Hdo's project schedule: Notice to Proceed — Assumed to be October 1, 2020 60 Percent Submittal — approximately 2 weeks 90 Percent Submittal — approximately 2 weeks 100 Percent Final Submittal — approximately 2 weeks The City anticipates starting construction in early 2021. IV. CONSULTANT REPRESENTATIVE R/Hdo's primary representative shall be Dan Herman, Principal. The Consultant's representatives shall remain in responsible charge of all duties from contract negotiations through project completion. If the primary representative is unable to continue with the project, then the alternate representative shall become the primary representative upon the City's approval. V. CONSULTANT RESPONSIBILITIES The Consultant shall be responsible for completing the specified services in accordance with the City's On -Call Professional Services Agreement (PSA) with Rabben/Herman design offices for Landscape Architecture and the Consultant's proposal. VI. CITY RESPONSIBILITIES The City shall provide the following items to assist the Consultant in completing the services: A. Existing plans that are available and applicable to the proposed project. B. Design criteria and standards that are available and applicable to the proposed project. C. Utility Maps/Atlas received from utility owners. D. Aerial topographic images E. City's GIS system with City -owned utilities (water, sewer, and storm drain) SCHEDULE 2 PROPOSAL ASSUMPTIONS Rabben/Herman design office Ocean Blvd./Dahlia Overlook Landscape Proposal Revised September 9, 2020 Page 5 of 8 A. LIMIT OF WORK — to include limits as shown on City prepared Concept Plans, dated 7/2/20. (see attached for limits of improvements). B. BASE FILES - AutoCAD base files indicating property lines, building footprints, curbs, setbacks, existing and proposed utilities and improvements will be prepared by the Civil Engineer. C. CIVIL ENGINEERING — The project Civil Engineer is assumed to supply R/Hdo with construction document base sheets, which clearly indicate property lines, building footprints, curbs, utilities, existing and proposed utility improvements, and other pertinent information deemed necessary for R/Hdo to prepare accurate landscape construction documents. In addition, the civil engineer is assumed responsible for providing rough and fine grading, drainage, vertical and horizontal controls. D. ELECTRICAL ENGINEERING — We assume that existing power is available to the existing controller and an Electrical Engineer will not be required. E. SPECIFICATIONS - R/Hdo will be responsible for preparing their own Division 2-16 specification sections for incorporation into specification manual. The City will prepare the front end of the Manual. CLIENT APPROVALS - verbal requests by the Client to commence the next phase of work shall constitute approval of the previous phase of work. Rabben/Herman design office Ocean Blvd./Dahlia Overlook Landscape Proposal Revised September 9, 2020 Page 6 of 8 SCHEDULE 3 PROPOSAL EXCLUSIONS Items not covered in Schedule I (Scope of Work) and assumed to be provided by the Owner, Client or others: A. Topographic and boundary surveys. B. Geotechnical reports. C. Existing site utility drawings. D. Horticultural soil testing. "AS -DESIGNED" DRAWINGS - preparation of "As -Designed" drawings which collate previous RFI, modification drawings, field changes, and value engineering revisions into one final set of construction documents. "AS -BUILT" DRAWINGS - preparation of "As -Built" drawings. R/Hdo assumes that this effort will be provided by the Contractor. Rabben/Herman design office Ocean Blvd./Dahlia Overlook Landscape Proposal Revised September 9, 2020 Page 7 of 8 SCHEDULE 4 ADDITIONAL SERVICES Services in addition to R/Hdo's Schedule I (Scope of Work) when requested shall be identified as such and billed at the current billing rate schedule. Additional services shall include, but are not limited to the following: A. Items that the Client deems are R/Hdo's responsibility indicated in Schedule 3 (Proposal Exclusions). B. GRAPHIC EXHIBITS - graphic exhibits required beyond those indicated in each phase of Schedule I (Scope of Work). C. FEES - Payment for governmental permits, application fees, processing fees, and plan check fees. D. EXCESS CITY MEETINGS OR PUBLIC WORKSHOPS - meetings in excess of those indicated in each phase of Schedule I (Scope of Work). E. SPECIAL RENDERINGS - professional renderings often required to portray the landscape design in a more highly articulated or rendered fashion than is usually customary. VALUE ENGINEERING REVISIONS - revisions required to value engineer the landscape portion. R/Hdo will update the construction quantities and coordinate with the other team members to update the project cost estimate to be submitted to the City for review. Value Engineering analysis will be performed after the 60% plans are submitted (one time only) and the team will discuss any options with the City before continuing with the 90% package. Revisions to the street improvement plans as a result of value engineering will be incorporated into the 90% package. Rabben/Herman design office Ocean Blvd./Dahlia Overlook Landscape Proposal Revised September 9, 2020 Page 8 of 8 SCHEDULES FEE SCHEDULE AND SCHEDULE We will perform the Scope of Work as described for the not to exceed fees, net of all local taxes, duties and levies, plus reimbursable expenses. Services will be invoiced per approved hourly rates. Work Total Phase Task 1 60 % Submittal $5,953.00 Task 2 90 % Submittal $6,240.00 Task 3 100 % Submittal $2,268.00 Task 4 Construction Engineering Assistance Phase 2,860.00 TOTAL R/HDO LUMP SUM FEE $17,320.00 Note: Expenses are not included in R/Hdo's lump sum fee and willed be billed an addition to the lump sum fees. We estimate a not to exceed amount of $500.00 Rabben/Herman design office CLASIR DESKN 424 New Jersey Lane Placentia, CA 92870 714-514-9930 chris@glasirdesign.com September 1, 2020 This is an agreement for irrigation consulting services to be performed by Glasir Design (Consultant), as requested by Rabben Herman Design Office (Client), for the project listed below. Project Name/Location: Ocean Blvd Streetscape Newport Beach, California Rabben/Herman design office 833 Dover Drive, Suite 9 Newport Beach, CA 92663 Attn: Mr. Dan Herman danh@rhdo.com, (949) 548-3459 ex.22 The client and the consultant agree to the following: A. Consultant agrees to provide the following services: Provide irrigation consulting services for the above referenced project. The project is the design of a landscape irrigation system for renovated streetscape planting on Ocean Blvd. between Dahlia Ave and Fern Leaf Ave. in Newport Beach, California. The project shall be designed using AutoCAD drafting software on no more than one (1) sheets of irrigation plan drawings at 1" = 20' scale. The client shall provide an e -transmit of the AutoCAD drawings to include all required x -reference drawings, image files and plotting "ctb" files. Additional submittals (other than direct municipal agency irrigation plan check revisions) and other design documents, not listed below, are excluded from the consultant's scope of work and fee proposal. This scope of work is based on the image provided by the client on August 31, 2020. The scope of work shall be defined as the following: Site Investigation— The consultant shall visit the site prior to the design of the irrigation system to verify water and power supply locations, existing irrigation systems for coordination, and general site conditions that may affect the design of the irrigation system. The consultant shall review the city's irrigation standards during this phase of work. Construction Documents— The consultant shall provide complete drip, and/or overhead irrigation construction drawings including plans, notes, materials legends, installation details, water pressure calculations, estimated water use calculation, irrigation run time calculations and specifications. The fee assumes that there will be no more than two (2) submittals of the construction document irrigation drawings (90% & Final%). Construction Administration —the consultant shall provide construction administration services in the form of the review and written comments on contractor materials submittals, as well as answer any RFls. The consultant shall provide field observation services during construction to observe and report on the installation of the irrigation system. The consultant recommends that site observations be provided at the following milestones: irrigation coverage test. The scope and fees assume no more than one (1) construction observations shall be provided. All site observations include a punch list. This scope of work is optional. Ocean Blvd Streetscape - p01 Page 1 of 2 IV N Client agrees to compensate the consultant as follows: Site Investigation: Construction Documents: Construction Admin.: $260.00 $1,260.00 $780.00 - Optional Service Payment terms: net 30 days from the date of the invoice. Consultant hourly rates as follows: Irrigation Designer - $105.00 per hour On-site Consulting- $130.00 per hour D. Consultant shall maintain in force insurance in the following amounts: $4,000,000 — General Liability; $2,000,000 - Professional Liability and $2,000,000 - Umbrella. Each party agrees to indemnify, defend and hold the other free and harmless from and against all losses, claims, demands, damages or judgments of or in favor of any third party arising from any act by, or negligence of, the indemnitor or its officers, agents or employees while engaged in the performance of this contract or while in or about the premises for any reason connected in any way with the performance of this contract. Glasir Design grants Rabben Herman Design Office permission to use the above proposal information to respond to any RFPs related to this project, and to create a sub -consultant agreement that may be signed later. Proposal created by Chris Curry of Glasir Design. Ocean Blvd Streetscape - p01 Page 2 of 2 Ocean Blvd./Dahlia Blvd. Overlook Landscape Proposal Man Hour Estimate Dan Staff Irrigation 60% Submittal Field Review 1 1 Irrigation Investigation with City Staff 2 to determine location of valves, and other issues. Preliminary Overlook/sidewalk design 4 8 Preliminary Landscape design 2 6 Preliminary Irrigation Design Preliminary hardscape details for rail and wall 4 12 Subtotal 11 29 Cost $ 2,475 $ 2,900 $ 90% Submittal 90% Overlook design 90% Landscape design 90% Irrigation Design 90% hardscape details for rail, medallion and wall Final Submittal 2 8 2 4 4 24 Subtotal 8 36 Cost $ 1,800 $ 3,600 $ Final Overlook design 0.5 Final Landscape design 0.5 Final Irrigation Design Final hardscape details for rail, medallion and wall 2 Specifications/Special Provisions 3_5 Subtotal 6.5 Cost $ 1,463 $ Construction Observation Submittals and RFI Field Visits Punch List 1 8 2 Subtotal 11 Cost $ 1,650 $ 2 1 4 7 700 $ 4 4 400 $ Tota I Total 2.5 3 5.5 578 $ 5,953 E•1 8 840 $ 6,240 N 1 105 $ 2,268 2 3 1 6 810 $ 2,860 $ 17,320 OCEAN BOULEVARD SIDEWALK .V SIDEWALK EXISTING STREET DIMENSIONS 0 OAT, * I OCEAN BLVD NEW _ QtaEWPoq�,e roflNa W a u - a J w i 'Ile PROPOSED STREET DIMENSIONS SIDEWALK DATE: 07/2/20 I AMENDMENT NO. ONE TO ON-CALL PROFESSIONAL SERVICES AGREEMENT WITH RABBEN/HERMAN DESIGN OFFICE LTD FOR LANDSCAPE ARCHITECTURE SERVICES THIS AMENDMENT NO. ONE TO ON-CALL PROFESSIONAL SERVICES AGREEMENT ("Amendment No. One") is made and entered into as of this 1st day of June, 2019 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and RABBEN/HERMAN DESIGN OFFICE LTD, a California corporation ("Consultant'), whose address is 833 Dover Drive, Suite 9, Newport Beach, CA 92663, and is made with reference to the following: RECITALS A. On July 30, 2016, City and Consultant entered into an On -Call Professional Services Agreement ("Agreement') to provide comprehensive professional landscape architecture services on an on-call and/or as -needed basis ("Project'). B. The parties desire to enter into this Amendment No. One to extend the term of the Agreement to July 30, 2021. 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 July 30, 2021, 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] Rabben/Herman Design Office Ltd 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 OF NEWPORT BEACH, CITY ATTO NEY'S OFFICE a California ni pal corporation Date: 2 q c) Date: �S Ow) By: 1 By:_ F,r: Aaron C. Harp \G Grace K. Leung City Attorney pyo t City Manager ATTEST: �-�o I q �D CONSULTANT: Rabben/Herman Design Date:_ (�. Office Ltd, as California corporation Date:�- By: . Leilani I. grown 'William Rab en City Clerk President Dc a [END OF SIGNATURES] Rabben/Herman Design Office Ltd Page 2 ON-CALL PROFESSIONAL SERVICES AGREEMENT WITH RABBEN/HERMAN DESIGN OFFICE LTD FOR LANDSCAPE ARCHITECTURE SERVICES THIS ON-CALL PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and entered into as of this 30th day of July, 2016 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City'), and RABBEN/HERMAN DESIGN OFFICE LTD, a California corporation ("Consultant'), whose address is 833 Dover Drive, Suite 9, Newport Beach, California 92663, 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 provide comprehensive professional landscape architecture services on an on-call and/or as -needed basis ('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 July 30, 2019, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED 2.1 Consultant shall perform the on-call services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ("Services" or "Work"). Upon written request from the Project Administrator as defined herein, Consultant shall provide a letter proposal for Services requested by the City (hereinafter referred to as the "Letter Proposal'). The Letter Proposal shall include the following: 2.1.1 A detailed description of the Services to be provided; 2.1.2 The position of each person to be assigned to perform the Services, and the name of the individuals to be assigned, if available; and 2.1.3 The estimated number of hours and cost to complete the Services; 2.1.4 The time needed to finish the specific project. 2.2 No Services shall be provided until the Project Administrator has provided written acceptance of the Letter Proposal. Once authorized to proceed, Consultant shall diligently perform the duties in the approved Letter Proposal. 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 and the Letter Proposal. 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 and the Letter Proposal, 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 Letter Proposal 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 One Hundred Twenty Thousand Dollars and 001100 ($120,000.00), 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 Rabben/Herman Design Office Ltd Page 2 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 and the Letter Proposal 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. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B and the Letter Proposal. 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 Dan Herman 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 Public Works Department. City's Public Works Director 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. Rabben/Herman Design Office Ltd Page 3 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. 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, employees and any person or entity owning or otherwise in legal control of the property upon which Consultant performs the Project and/or Services contemplated by this Agreement (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, Rabben/Herman Design Office Ltd Page 4 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. 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 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. Rabben/Herman Design Office Ltd Page 5 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. 16. SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A and the Letter Proposal. 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 Rabben/Herman Design Office Ltd Page 6 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 CADD data delivered to City shall include the professional stamp of the engineer or architect in charge of or responsible for the Work. City agrees that Consultant shall not be liable for claims, liabilities or losses arising out of, or connected with (a) the modification or misuse by City, or anyone authorized by City, of CADD data; (b) the decline of accuracy or readability of CADD data due to inappropriate storage conditions or duration; or (c) any use by City, or anyone authorized by City, of CADD data for additions to this Project, for the completion of this Project by others, or for any other Project, excepting only such use as is authorized, in writing, by Consultant. By acceptance of CADD data, City agrees to indemnify Consultant for damages and liability resulting from the modification or misuse of such CADD data. All original drawings shall be submitted to City in the version of AutoCAD used by the City in .dwg file format, on a CD, and should comply with the City's digital submission requirements for improvement plans available from the City's Public Works Department. The City will provide Consultant with City title sheets as AutoCAD file(s) in .dwg file format. All written documents shall be transmitted to City in formats compatible with Microsoft Office and/or viewable with Adobe Acrobat. 17.4 All improvement and/or construction plans shall be prepared with indelible waterproof ink or electrostatically plotted on standard twenty-four inch (24") by thirty-six inch (36") Mylar with a minimum thickness of three (3) mils. Consultant shall provide to City 'As -Built' drawings and a copy of digital Computer Aided Design and Drafting ("CADD") and Tagged Image File Format (.tiff) files of all final sheets within ninety (90) days after finalization of the Project. For more detailed requirements, a copy of the City of Newport Beach Standard Design Requirements is available from the City's Public Works Department. 18. OPINION OF COST Any opinion of the construction cost prepared by Consultant represents the Consultant's judgment as a design professional and is supplied for the general guidance of City. Since Consultant has no control over the cost of labor and material, or over Rabben/Herman Design Office Ltd Page 7 competitive bidding or market conditions, Consultant does not guarantee the accuracy of such opinions as compared to Consultant or contractor bids or actual cost to City. 19. 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. 20. 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. 21. 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. 22. 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. 23. 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 Rabben/Herman Design Office Ltd Page 8 borne by Consultant. Nothing in this Section is intended to limit City's rights under the law or any other sections of this Agreement. 24. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 25. CONFLICTS OF INTEREST 25.1 Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the Work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 25.2 If subject to the Act, Consultant shall conform to all requirements of the Act. 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. 26. NOTICES 26.1 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. 26.2 All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: David A. Webb, Public Works Director Public Works Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 26.3 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attn: Dan Herman Rabben/Herman Design Office Ltd 833 Dover Drive, Suite 9 Newport Beach, CA 92663 Rabben/Herman Design Office Ltd Page 9 27. 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 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.). 28. TERMINATION 28.1 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. 28.2 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. 29. STANDARD PROVISIONS 29.1 Recitals. City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 29.2 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. Rabben/Herman Design Office Ltd Page 10 29.3 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. 29.4 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. 29.5 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. 29.6 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. 29.7 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. 29.8 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. 29.9 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. 29.10 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. 29.11 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. 29.12 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] Rabben/Herman Design Office Ltd Page 11 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY' ' OFFICE Date: 6 By: Aaron C. Harp City Attorney ATTEST: �} Date: qt� CITY OF NEWPORT BEACH, a California municipal corporation Date: %il.)l. By: %. Dave <iff City Manager CONSULTANT: Rabben/Herman Design Office Ltd, a California corporation Signed in Counterpart By: William Rabben President Date: Signed in Counterpart By: Dan Herman Vice-President/Secretary [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Rabben/Herman Design Office Ltd Page 12 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY' OFFICE Date: By: Aaron C. Harp M% City Attorney ATTEST: Date: CITY OF NEWPORT BEACH, a California municipal corporation Dave Kiff City Manager CONSULTANT: Rabben/Herman Design Office Ltd, a California corporation Date: 0-1 Leilani I. Brown Qam R A 6en City Clerk President / - M ce-Pres id ent/Secretary [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rate= Exhibit C — Insurance Requirements Rabben/Herman Design Office Ltd Page 12 EXHIBIT A SCOPE OF SERVICES The following is a list of landscape architecture services that may be required: Landscape Architecture services shall include conceptual and final design of landscaping for City capital improvement and maintenance projects, including streetscape, median, parks, open space and other public facilities. The successful Consultant(s) shall have the ability to provide in-house services, or capacity to subconsult, for the following areas: • Prepare conceptual design and architectural renderings • Provide public outreach services (i.e., town hall meetings, HOA meetings, Council meetings, etc.) • Prepare full landscape/hardscape/irrigation construction plans, specifications, and estimates. Specifications may incorporate full City -standards "front end" specifications, in addition to technical specifications • Prepare irrigation studies/plans • Incorporate water/energy savings design measures and value engineering services • Provide bid support • Provide construction support and administration services • Prepare record drawings • Other landscape architecture -related tasks, as necessary Rabben/Herman Design Office Ltd Page A-1 EXHIBIT B SCHEDULE OF BILLING RATES Time Charges Principals Senior Associates Associates Professional Staff Administrative & Word Processing Reimbursable Expenses Consultants: Cost plus 5%. Hourly Rate Range $180.00 - $245.00 $120.00 - $145.00 $85.00 - $100.00 $65.00 - $85.00 $55.00 - $65.00 Travel: Private vehicles @ $0.585 per mile for travel outside of OC. Commercial travel and related expenses at cost plus 10%. All International travel to be Business Class. Other project expenses: Cost plus 5%. Such as: Printing, graphics, photography and reproduction, rental or purchase of special equipment and materials, special shipping or delivery, models and renderings, lodging and subsistence. Rabben/Herman Design Office Ltd Page B-1 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, employees and any person or entity owning or otherwise in legal control of the property upon which Consultant performs the Project and/or Services contemplated by this Agreement. 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, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). 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 Rabben/Herman Design Office Ltd Page C-1 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. 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, employees and any person or entity owning or otherwise in legal control of the property upon which Consultant performs the Project and/or Services contemplated by this Agreement 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, employees and any person or entity owning or otherwise in legal control of the property upon which Consultant performs the Project and/or Services contemplated by this Agreement 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: Rabben/Herman Design Office Ltd Page C-2 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. 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. 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. D. 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. E. 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- insurance will not be considered to comply with these requirements unless approved by City. F. 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. Rabben/Herman Design Office Ltd Page C-3 G. Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Contract, 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. H. 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. Rabben/Herman Design Office Ltd Page C-4 CERTIFICATE OF INSURANCE CHECKLIST City of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. * Date Received: 9/8/16 Dept./Contact Received From: Raymund Date Completed: 9/8/16 Sent to: Raymund By: Alicia Company/Person required to have certificate: Rabben/Herman Design Office, Ltd. Type of contract: Public Works I. GENERAL LIABILITY EFFECTIVE/EXPIRATION DATE: 4/14/16-4/14/17 A. INSURANCE COMPANY: Travelers Property Casualty Co of America B. AM BEST RATING (A-: VII or greater): A++;XV AM BEST RATING (A-: VII or greater) A++;XV C. ADMITTED Company (Must be California Admitted): ADMITTED COMPANY (Must be Califomia Admitted): Is Company admitted in California? ® Yes ❑ No D. LIMITS (Must be $1 M or greater): What is limit provided? $1,000,000 / $2,000,000 E. ADDITIONAL INSURED ENDORSEMENT—please attach ® Yes ❑ No F. PRODUCTS AND COMPLETED OPERATIONS (Must LIMITS Waiver of Auto Insurance / Proof of coverage (if individual) include): Is it included? (completed Operations status does N/A F. not apply to Waste Haulers or Recreation) ® Yes ❑ No G. ADDITIONAL INSURED FOR PRODUCTS AND ® N/A ❑ Yes ❑ No G. COMPLETED OPERATIONS ENDORSEMENT (completed ❑ N/A ® Yes ❑ No H. Operations status does not apply to Waste Haulers) ® Yes ❑ No H. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? ® Yes ❑ No I. PRIMARY & NON-CONTRIBUTORY WORDING (Must be included): Is it included? ® Yes ❑ No J. CAUTION! (Confirm that loss or liability of the named insured is not limited solely by their negligence) Does endorsement include "solely by negligence" wording? ❑ Yes ® No K. ELECTED SCMAF COVERAGE (RECREATION ONLY): ® N/A ❑ Yes ❑ No L. NOTICE OF CANCELLATION: ❑ N/A ® Yes ❑ No II. AUTOMOBILE LIABILITY EFFECTIVE/EXPIRATION DATE: 4/14/16-4/14/17 A. INSURANCE COMPANY: Travelers Indemnity Co. of Connecticut B. AM BEST RATING (A-: VII or greater) A++;XV C. ADMITTED COMPANY (Must be Califomia Admitted): Is Company admitted in California? ® Yes ❑ No D. LIMITS - If Employees (Must be $1M min. BI & PD and $500,000 UM, $2M min for Waste Haulers): What is limits provided? $1,000,000 E LIMITS Waiver of Auto Insurance / Proof of coverage (if individual) (What is limits provided?) N/A F. PRIMARY & NON-CONTRIBUTORY WORDING (For Waste Haulers only): ® N/A ❑ Yes ❑ No G. HIRED AND NON -OWNED AUTO ONLY: ❑ N/A ® Yes ❑ No H. NOTICE OF CANCELLATION: ❑ N/A ® Yes ❑ No III. WORKERS' COMPENSATION EFFECTIVE/EXPIRATION DATE: 5/23/16 to 5/23/17 A. INSURANCE COMPANY: Travelers Property Casualty Co. of America B. AM BEST RATING (A-: VII or greater): A++;XV C. ADMITTED Company (Must be California Admitted): ® Yes ❑ No D. WORKERS' COMPENSATION LIMIT: Statutory ® Yes ❑ No E. EMPLOYERS' LIABILITY LIMIT (Must be $1 M or greater) $1,000,000 F. WAIVER OF SUBROGATION (To include): Is it included? ® Yes ❑ No G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM: ® N/A ❑ Yes ❑ No H. NOTICE OF CANCELLATION: ❑ NIA ® Yes ❑ No ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED IV. PROFESSIONAL LIABILITY Travelers Casualty & Surety Co Eff 6/11/16-6/11117 1MM/3MM Rating: A++; XV Admitted ❑ N/A ® Yes ❑ No V POLLUTION LIABILITY ►�:I�11�U�:by:769C/ HAVE ALL ABOVE REQUIREMENTS BEEN MET? IF NO, WHICH ITEMS NEED TO BE COMPLETED? Approved: Agent of Alliant Insurance Services Broker of record for the City of Newport Beach 9/8/16 Date ® N/A ❑ Yes ❑ No ® N/A ❑ Yes ❑ No O ■ RISK MANAGEMENT APPROVAL REQUIRED (Non -admitted carrier rated less than _; Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No Reason for Risk Management approval/exception/waiver: Approved: Risk Management " Subject to the terms of the contract.