HomeMy WebLinkAboutC-5832 - PSA for Traffic Signal Modernization Project - Phase 8t`J
m AMENDMENT NO.
PROFESSIONAL SERVICES
WITH ITERIS, INC.
V TRAFFIC SIGNAL MODERNIZATION
2 TO
AGREEMENT
FOR
PROJECT — PHASE 8
THIS AMENDMENT NO. 2 TO PROFESSIONAL SERVICES AGREEMENT
("Amendment No. 2") is made and entered into as of this 31st day of December, 2016
("Effective Date'), by and between the CITY OF NEWPORT BEACH, a California
municipal corporation and charter city ("City'), and ITERIS, INC., a Delaware corporation
("Consultant'), whose address is 1700 Carnegie Ave, Suite 100, Santa Ana, CA 92705,
and is made with reference to the following:
RECITALS
A. On May 28, 2014, City and Consultant entered into a Professional Services
Agreement ("Agreement') for Consultant to provide design and signal timing
services in support of Phase 8 of the Traffic Signal System Modernization Project
("Project').
B. On March 27, 2015, City and Consultant entered into Amendment No. One to the
Agreement ("Amendment No. One") to reflect additional services not previously
included in the Agreement, extend the term of the Agreement, to increase the total
compensation and to update insurance requirements.
C. The parties desire to enter into this Amendment No. 2 to extend the term of the
Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
Section 1 of the Agreement is amended in its entirety and replaced with the
following: `The term of this Agreement shall commence on the Effective Date, and shall
terminate on June 30, 2017, unless terminated earlier as set forth herein."
2. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT PAGE]
IN WITNESS WHEREOF, the parties have caused this Amendment No. 2 to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: l L 2
By:
C �-
Aaron C. Harp om
City Attorney
ATTEST: )
Date:,
r
By: 6vm 1
Leilani I. Brown
City Clerk
'q%ZKNIA
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: '1
By:
Dave
City Manager
CONSULTANT: Iteris, Inc., a Delaware
corporation
Date:
By: Signed in Counterpart
Ramin Massoumi, PE
Senior Vice President
Date:
By: Signed in Counterpart
Dan Gilliam
Assistant Secretary
[END OF SIGNATURES]
Iteris, Inc. Page 2
IN WITNESS WHEREOF, the parties have caused this Amendment No. 2 to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTR Z 'S FFICE
Date:
By: �- rL—
Aaron C. Harp
City Attorney
ATTEST:
Date:
0
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
Bv:
Dave Kiff
City Manager
CONSULTANT: Iteris, Inc., a Delaware
corporation
Date: l /zS / 17
By:
Ram n Massoumi, PE
Senior Vice President
�y: /oJ
Dan Gilliam,
Assistant Se
[END OF SIGNATURES]
Iteris, Inc. Page 2
01
AMENDMENT NO. ONE TO
PROFESSIONAL SERVICES AGREEMENT
WITH ITERIS, INC. FOR
TRAFFIC SIGNAL SYSTEM MODERNIZATION PROJECT — PHASE 8
THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT
("Agreement') is made and entered into as of this 27th day of March, 2015 ("Effective
Date"), by and between the CITY OF NEWPORT BEACH, a California municipal
corporation and charter city ("City"), and ITERIS, INC., a Delaware corporation
("Consultant'), whose address is 1700 Carnegie Ave, Suite 100, Santa Ana, CA 92705,
and is made with reference to the following:
RECITALS
A. On May 28, 2014, City and Consultant entered into a Professional Services
Agreement ("Agreement') to provide design and signal timing services in support
of Phase 8 of the Traffic Signal System Modernization Project ("Project').
B. City desires to enter into this Amendment No. One to reflect additional Services
not included in the Agreement, as amended, to extend the term of the Agreement
to December 31, 2016, to increase the total compensation and to update
insurance requirements.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
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, 2016, unless terminated earlier as set forth herein."
SERVICES TO BE PERFORMED
Exhibit A to the Agreement sh'll be supplemented to include the Scope of
Services, attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Exhibit A to the Agreement) Exhibit A to Amendment One shall collectively
be known as "Exhibit A." The City may elect to delete certain Services within the Scope
of Services at its sole discretion.
3. COMPENSATION TO CONSULTANT
Exhibit B to the Agreement shall be supplemented to include the Schedule of
Billing Rates, attached hereto as Exhibit B and incorporated herein by reference
("Services' or "Work"). Exhibit B to thq Agreement, Exhibit B to Amendment No. One
shall collectively be known as "Exhibit Bl"
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following: "City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
Consultant's compensation for all Work performed in accordance with this Agreement,
including all reimbursable items and subconsultant fees, shall not exceed One Hundred
Seventy Nine Thousand Seventy Five Dollars and 00/100 ($179,075.00), 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."
The total amended compensation reflects Consultant's additional compensation
for additional Services to be performed in accordance with this Amendment No. One,
including all reimbursable items and subconsultant fees, in an amount not to exceed
Seven Thousand Two Hundred Fifty Dollars and 00/100 ($7,250.00).
4. INSURANCE
Section 14 of the Agreement is amended in its entirety and replaced with the
following: "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."
5. 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]
Iteris, Inc. Page 2
IN WITNESS WHEREOF, the parties have caused this Amendment No. One to
be executed on the dates written below.
APPROVED AS TO FORM:
CITY ATT NE OFFICE
Date:
By:
Aaron C. Harp
City Attorney
ATTEST:
Date: �7• �J
:_A^r^n
nBy:, U �'V k��
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: -r] Lu- t l';'
By. e=
Dave KiffJ
City Manager
CONSULTANT: Iteris, Inc., a Delaware
corporation
Date: 't i 4
By:��- —
Dan GillianiX
Vice President
Date:
B
Craig A. Christensen
Controller
N! FpRr'
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Iteris, Inc. Page 3
EXHIBIT A
SCOPE OF SERVICES
Iteris, Inc. Page A-1
A. PROJECT APPROACH
Iteris is currently under contract with the City of Newport Beach on the Traffic Signal Modernization Phase 8
PS&E project. Iteris' approach is divided into the tasks listed below.
• Task 0: Project Management
• Task 1: Traffic Signal System Modernization Design (PS&E)
• Task 2: Traffic Signal Timing Development and Deployment
• Task 3: Construction Support
Per the City's request, Iteris' scope is being amended to include additional design services which includes the
design of fiber optic communication to three City Facilities. The additional services will be Incorporated into
Task 1 of Iteris' contact scope of work that includes the preparation of the PS&E.
The additional services do not change the details of Task 0, Project Management, Task 2, Signal Timing, or Task
3, Construction Support. Accordingly, those tasks are not summarized in this addendum.
TASK 1: DETAILED DESIGN
The scope of work currently includes the design of fiber optic communication to three City Facilities; the Big
Canyon Reservoir, Ridge Park Fire Station and Public Library. The Big Canyon Reservoir was already within the
original scope, however the City has requested the design be changed and the new conduit be re-routed off of
San Miguel Drive instead of Marguerite Avenue. The design for Ridge Park Fire Station will utilize the base maps
prepared by Iteris for Phase 5. The design of Public Library will utilize the design plans completed by Iteris
during the Phase 4/7 project.
The new plans will be inserted into the Phase 8 PS&E package. The remaining portions of Task 1 contract scope
are unchanged.
ITEWS'
Page 12
EXHIBIT B
SCHEDULE OF BILLING RATES
Iteris, Inc. Page B-1
FEE PROPOSAL
Iteris' current contract fee insupport of the City's Traffic Signal Modernization Phase 8 project $$171,825.
Iteris' per sheet price for the additional design services as noted in this addendum are listed below. The price
factors into consideration the work already being completed for Phase 9 and represents a reduced price due to
economy nfscale.
1.Bid Canyon Reservoir Re -Design
lRidge Park Fire Station
lPublic Library
The total fee associated with the additional items is $1,Z5L0 and is detailed in the following table.
Iteris Staff
TASK
COST
System Modernization Design
Task 12 1 Detailed Design
6
12
18
36
$4,260,
Total Labor
$7,00
ODCs
$25(
Total Project Cost
$7,251
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 Employers 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 officers, agents,
employees and volunteers.
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
BFSG, LLC Page C-1
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 elected or appointed officers, agents, officials, employees
and volunteers 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 and its officers, officials, employees, and agents 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
BFSG, LLC Page C-2
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.
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.
BFSG, LLC Page C-3
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
BFSG, LLC 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: 4/2/15 Dept./Contact Received From: Raymund
Date Completed: 4/2/15
Sent to: Raymund By:
Company/Person required to have certificate:
Type of contract:
Iteris. Inc
All Others
Chris/Alicia
GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 4/1/15 to 4/1/16
A. INSURANCE COMPANY: Zurich American Insurance Company
B. AM BEST RATING (A-: VII or greater): A+:XV
C. ADMITTED Company (Must be California Admitted):
Is Company admitted in Califomia? N Yes ❑ No
D. LIMITS (Must be $1M or greater): What is limit provided?
2,000,0000/4,000,000
E. ADDITIONAL INSURED ENDORSEMENT — please attach
N Yes ❑ No
F. PRODUCTS AND COMPLETED OPERATIONS (Must
included): Is it included?
include): Is it included? (completed Operations status does
® Yes ❑ No
not apply to Waste Haulers or Recreation)
® Yes ❑ No
G. ADDITIONAL INSURED FOR PRODUCTS AND
COMPLETED OPERATIONS ENDORSEMENT (completed
is not limited solely by their negligence) Does endorsement
Operations status does not apply to Waste Haulers)
N Yes ❑ No
H. ADDITIONAL INSURED WORDING TO INCLUDE (The City
include "solely by negligence" wording?
its officers, officials, employees and volunteers): Is it
❑ Yes N No
included?
N 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 N No
K.
ELECTED SCMAF COVERAGE (RECREATION ONLY):
N N/A
❑ Yes ❑ No
L.
NOTICE OF CANCELLATION:
❑ N/A
N Yes ❑ No
II. AUTOMOBILE
LIABILITY
EFFECTIVE/EXPIRATION DATE: 4/1/15 to 4/1/16
A.
INSURANCE COMPANY: Zurich American Insurance Company
B.
AM BEST RATING (A-: VII or greater) A+:XV
C.
ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California?
N 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 N/A
❑ Yes ❑ No
G.
HIRED AND NON -OWNED AUTO ONLY:
❑ N/A
❑ Yes N No
H.
NOTICE OF CANCELLATION:
0 N/A
N Yes ❑ No
III. WORKERS' COMPENSATION
EFFECTIVE/EXPIRATION DATE: 4/1/15-4/1/16
A. INSURANCE COMPANY: Berkley National Insurance Company
B. AM BEST RATING (A-: VII or greater): A+:XV
C. ADMITTED Company (Must be California Admitted):
D. WORKERS' COMPENSATION LIMIT: Statutory
E. EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater)
F. WAIVER OF SUBROGATION (To include): Is it included?
G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
H. NOTICE OF CANCELLATION:
ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED
IV. PROFESSIONAL LIABILITY
V POLLUTION LIABILITY
V BUILDERS RISK
HAVE ALL ABOVE REQUIREMENTS BEEN MET?
IF NO, WHICH ITEMS NEED TO BE COMPLETED?
Approved
em l
Agent of Alliant Insurance Services
Broker of record for the City of Newport Beach
4/2/15
Date
® Yes ❑ No
® Yes ❑ No
1,000,000
® Yes ❑ No
® N/A ❑ Yes ❑ No
❑ NIA ® Yes ❑ No
❑ N/A ® Yes ❑ No
® N/A ❑ Yes ❑ No
® N/A ❑ Yes ❑ No
® Yes ❑ No
RISK MANAGEMENT APPROVAL REQUIRED (Non -admitted carrier rated less than _
Self Insured Retention or Deductible greater than $ ) ❑ NIA ❑ Yes ❑ No
Reason for Risk Management approval/exception/waiver:
Approved:
Risk Management Date
* Subject to the terms of the contract.
PROFESSIONAL SERVICES AGREEMENT
WITH ITERIS, INC. FOR
TRAFFIC SIGNAL SYSTEM MODERNIZATION PROJECT — PHASE 8
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and
entered into as of this 28th day of May, 2014 ("Effective Date"), by and between the
CITY OF NEWPORT BEACH, a California municipal corporation and charter city
("City"), and ITERIS, INC., a Delaware corporation ("Consultant"), whose address is
1700 Carnegie Ave, Suite 100, Santa Ana, CA 92705, 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 design and signal timing services in
support of Phase 8 of the Traffic Signal System Modernization Project ("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 June 30, 2015, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this
Agreement and Consultant shall perform the Services in accordance with the schedule
included in Exhibit A. In the absence of a specific schedule, the Services shall be
performed to completion in a diligent and timely manner. The failure by Consultant to
strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a
diligent and timely manner may result in termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Consultant shall not be responsible for
delays due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Consultant's control.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
Consultant's compensation for all Work performed in accordance with this Agreement,
including all reimbursable items and subconsultant fees, shall not exceed One Hundred
Seventy One Thousand Eight Hundred Twenty Five Dollars and 00/100
($171,825.00), without prior written authorization from City. No billing rate changes
shall be made during the term of this Agreement without the prior written approval of
City.
4.2 Consultant shall submit monthly invoices to City describing the Work
performed the preceding month. Consultant's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and/or the
specific task in the Scope of Services to which it relates, the date the Services were
performed, the number of hours spent on all Work billed on an hourly basis, and a
description of any reimbursable expenditures. City shall pay Consultant no later than
thirty (30) calendar days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Consultant only for those costs or expenses
specifically identified in Exhibit B to this Agreement or specifically approved in writing in
advance by City.
4.4 Consultant shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the
Project, but which is not included within the Scope of Services and which the parties did
Iteris, Inc. Page 2
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.
5. PROJECT MANAGER
5.1 Consultant shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Consultant has designated Paul Frislie 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.
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.
8.1 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 the highest professional
standards. For purposes of this Agreement, the phrase "highest professional
standards" shall mean those standards of practice recognized by one (1) or more first-
class firms performing similar work under similar circumstances.
Iteris, Inc. Page 3
8.2 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 the highest professional standard.
8.3 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.
8.4 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.
�0MPalo F1MIF, I4
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers and employees (collectively, the "Indemnified Parties), from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims"), which may arise under this Agreement or in
any manner relate (directly or indirectly) to the negligence, recklessness, or willful
misconduct of the Consultant or its principals, officers, agents, employees, vendors,
suppliers, subconsultants, subcontractors, anyone employed directly or indirectly by any
of them or for whose acts they may be liable, or any or all of them.
9.2 Notwithstanding the foregoing, nothing herein shall be construed to
require Consultant to indemnify the Indemnified Parties from any Claim arising from the
sole negligence, active negligence or willful misconduct of the Indemnified Parties.
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.
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
Iteris, Inc. Page 4
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.
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
Iteds, Inc. Page 5
power or twenty-five percent (25%) or more of the assets of the corporation, partnership
orjoint-venture.
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such
subcontractor other than as otherwise required by law. City is an intended beneficiary
of any Work performed by the subcontractor for purposes of establishing a duty of care
between the subcontractor and City. Except as specifically authorized herein, the
Services to be provided under this Agreement shall not be otherwise assigned,
transferred, contracted or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other
writing produced, including but not limited to, websites, blogs, social media accounts
and applications (hereinafter "Documents'), prepared or caused to be prepared by
Consultant, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and City
shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Additionally, all material posted in
cyberspace by Consultant, its officers, employees, agents and subcontractors, in the
course of implementing this Agreement, shall become the exclusive property of City,
and City shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Consultant shall, at Consultant's
expense, provide such Documents, including all logins and password information to City
upon prior written request.
17.2 Documents, including drawings and specifications, prepared by
Consultant pursuant to this Agreement are not intended or represented to be suitable
for reuse by City or others on any other project. Any use of completed Documents for
other projects and any use of incomplete Documents without specific written
authorization from Consultant will be at City's sole risk and without liability to
Consultant. Further, any and all liability arising out of changes made to Consultant's
deliverables under this Agreement by City or persons other than Consultant is waived
against Consultant, and City assumes full responsibility for such changes unless City
has given Consultant prior notice and has received from Consultant written consent for
such changes.
17.3 All written documents shall be transmitted to City in formats compatible
with Microsoft Office and/or viewable with Adobe Acrobat.
Iteris, Inc. Page 6
17.4 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.
17.5 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
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.
Iteris, Inc. Page 7
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
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.
Iteris, Inc. Page 8
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: Brad Sommers, Senior Civil Engineer
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: Paul Frislie
Iteris, Inc.
1700 Carnegie Ave, Suite 100
Santa Ana, CA 92705
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.).
Iteris, Inc. Page 9
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. PREVAILING WAGES
Pursuant to the applicable provisions of the Labor Code of the State of California,
not less than the general prevailing rate of per diem wages including legal holidays and
overtime Work for each craft or type of workman needed to execute the Work
contemplated under the Agreement shall be paid to all workmen employed on the Work
to be done according to the Agreement by the Consultant and any subcontractor. In
accordance with the California Labor Code (Sections 1770 et seq.), the Director of
Industrial Relations has ascertained the general prevailing rate of per diem wages in the
locality in which the Work is to be performed for each craft, classification, or type of
workman or mechanic needed to execute the Agreement. A copy of said determination
is available by calling the prevailing wage hotline number (415) 703-4774, and
requesting one from the Department of Industrial Relations. The Contractor is required
to obtain the wage determinations from the Department of Industrial Relations and post
at the job site the prevailing rate or per diem wages. It shall be the obligation of the
Contractor or any subcontractor under him/her to comply with all State of California
labor laws, rules and regulations and the parties agree that the City shall not be liable
for any violation thereof.
30. STANDARD PROVISIONS
30.1 Recitals. City and Consultant acknowledge that the above Recitals are
true and correct and are hereby incorporated by reference into this Agreement.
Iteris, Inc. Page 10
30.2 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.
30.3 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.
30.4 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.
30.5 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.
30.6 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.
30.7 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.
30.8 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.
30.9 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.
30.10 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 of race, religion, color, national origin, handicap,
ancestry, sex, age or any other impermissible basis under law.
30.11 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.
Iteris, Inc. Page 11
30.12 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]
Iteris, Inc. Page 12
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY AT �NEY'S OFFICE
Date: ((
'O'N
By. M U '—
Aaron C. Harp
City Attorney �s
ATTEST:
Date: ��•
c
By: h�
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: �. 2 P. I q
By. Q.4 ..
Rush N. Hill, II
Mayor
✓e/ aJl�'�
CONSULTANT: Iteris, Inc., a-Ga4#e4-
corporation
Date: t/ 2,0/4i
By: a.�_
Dan Gilliam
Vice President
Date: S�Z/Z/Y
By:
Craig . Christensen
Controller
[END OF SIGNATURES]
Attachments: Exhibit A – Scope of Services
Exhibit B – Schedule of Billing Rates
Exhibit C – Insurance Requirements
Iteris, Inc. Page 13
Iteris, Inc. Page A-1
M
i
Iteris, Inc. 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 officers, agents,
employees and volunteers.
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, one million dollars ($1,000,000) 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) with
no endorsement or modification limiting the scope of coverage for liability
assumed under a 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
Iteris, Inc. Page C-1
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 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 elected or appointed officers, agents, officials, employees
and volunteers 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 and its officers, officials, employees, and agents 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
Iteris, Inc. Page C-2
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.
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.
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.
Iteris, Inc. Page C-3
F*1:11:3 k r_1
Iteris, Inc. Page A-1
ITERIS
Amod.
forbethrnmbitlp/
May 8, 2014
Brad Sommers
Senior Civil Engineer
City of Newport Beach
Public Works Department
100 Civic Center Drive
Newport Beach, CA 92660
Re: Proposal for Newport Beach Traffic Signal System Modernization Project— Phase 8
P14G N R L-0362.14
Dear Mr, Sommers:
Iteris, Inc. (Iteris) is pleased to submit this proposal to provide Design and Signal Timing services in support of
the Traffic Signal System Modernization Project — Phase 8 to the City of Newport Beach (City). Headquartered in
Santa Ana, Iteris staff supporting this project are located just minutes from Newport Beach. Iteris has
successfully completed numerous ITS design projects within Orange County Including Newport Beach, where
Iteris has completed similar services for the City's Phases 1-7.
Iteris is the largest transportation engineering firm specializing in the fields of traffic engineering, Traffic Signal
Systems, Intelligent Transportation Systems (ITS) and transportation planning, headquartered in Southern
California. The firm's knowledge of traffic engineering and operations enables staff to design and implement
transportation solutions that help public agencies reduce traffic congestion, enhance system reliability and
Improve mobility.
Iteris proposes Mr, Paul FYISIie, a registered California Professional Engineer, as the Project Manager for this
project. Mr. Frislie will be the principal contact with the City and other entities per the City's direction. As
Project Manager, Mr. Frislie will oversee work from project inception to completion and will be responsible for
coordinating staff activities and meetings. For over twelve years, Mr. Frislie has been Involved in several
transportation and traffic engineering projects that include planning, design and deployment of ITS, and traffic
signal design. Mr. Frislie will be supported by Mr. Scott Carlson, who will serve as Senior Advisor.
Thank you very much for the opportunity to submit this proposal. Iteris looks forward to this new opportunity
to continue assisting the City on Important and successful ITS planning, design and deployment projects. Please
feel free to call me at 949-270-9578, or the designated Project Manager, Mr. Paul Frislie, at 949-270-9597,
should you have any questions.
Sincerely,
Iteris, Inc.
Scott Carlson, PE
Vice President -West Region ITS/Engineering
Transportation Systems
1700 Cameg(e Avenue I Suite 100 1 Santa Ana I CA 192706-5551 1 tel. 949.270.9400 1 fax 949.270.9401 1 www.iteds.com
Table of Contents
A. Project Approach......................................................................................................................1
B. Fee Schedule..........................................................................................................................13
Tables and Figures
Figure1: Project Area Map............................................................................................................3
Page I i I Bi
A. PROJECTAPPROACH
Iteris has prepared a detailed scope of work to ensure that the Traffic Signal Modernization Phase 8 project is
completed on time, within budget and to the complete satisfaction of the City. Iteris proposes to complete the
design of the project (Task 1) within a three-month time period; a schedule that should allow the City to capture
the low construction costs. The schedule for signal timing is devised to implement signal timing plans after
construction is completed.
The project approach is based on the project understanding, project issues and goals, Iteris' depth of
understanding of both ITS and Systems Engineering; and past experience working with the City of Newport
Beach on the Traffic Signal Communication Master Plan and Phase I PS&E, the Traffic Signal Modernization
Phase 2 and Phase 3, the Traffic Signal Modernization Phase 4 and 7, the Traffic Signal Modernization Phase 5
project, and the Traffic Signal Modernization Phase 6A and 6B projects. Iteris' approach is divided into the tasks
listed below.
Task O: Project Management
Task 1: Traffic Signal System Modernization Design (PS&E)
Task 2: Traffic Signal Timing Development and Deployment
+ Task 3: Construction Support
Iteris' scope of work is based on the services Iteris provided to the City on the previous Traffic Signal
Modernization projects as previously noted, the details of the Master Plan specific for Phase 8 and Input from
City staff. Iteris will work with City staff to prepare a detailed schedule as necessary to meet any project
requirements and is proposing a 3 -month schedule to complete design. Note that the preparation of the signal
timing plans can occur at any time. Iteris recommends that the initial data collection for the signal timing effort
be completed in parallel with the design field work. However, the traffic counts need to be completed while
school is in session (January — June or September — November), which may require an adjustment in the
schedule for Task 2. Implementation and fine-tuning will be completed after construction of the traffic signal
system modernizations.
Iteris strongly believes that excellent project management is essential in the successful completion of any
project. Successful completion does not only mean finishing the project, but also completing the project to the
client's satisfaction within budget and on schedule. As part of Iteris' project management strategy, Mr. Paul
Frislie will serve as the Project Manager (PM) for this project. He will be the principal contact with the City and
other entities per the City's direction. As part of the Project Management task, Mr. Frislie will be available to
attend regular meetings with City staff and prepare and present status reports. He will also be available to City
staff should specific questions arise throughout the duration of the project and for special coordination
meetings to discuss the project with other stakeholders/neighboring agencies. Mr. Frislie will be supported by
Mr, Bernard Li who will serve as the Senior Advisor on this project.
Iteris' PM approach has been developed through many years of experience, and has proven effective in
measuring progress, anticipating problems, reacting quickly to changes in the requirements and maintaining
ITE
Page I 1
schedule integrity, This approach is designed with checks and balances that have resulted in an impressive track
record of successful projects. Some items that contribute to this approach are discussed briefly below.
COMMUNICATION
Active and open communication between the City and Iteris is vital. Communication is essential to the
successful outcome of any project. Iteris' primary objective is to keep the City abreast of the developments that
impact the project.
QUALITY AssURANCE/QUALITY CONTROL (QA/QC)
Iteris' ability to implement high-quality deliverables is a result of the adherence to a quality assurance program
that ensures accuracy, product usability and an overall commitment to product excellence and user satisfaction.
The Iteris PM ensures the team's commitment to these objectives by identifying goals at the outset of the
project and monitoring the product implementation and delivery process. Iteris strives to improve the
processes and tools used to provide high-quality products and services.
INTERNAL QA/QC
Iteris' quality assurance also includes internal management reviews. Iteris upper-level management is
committed to maintaining a proper environment for the successful execution of the project, providing projects
with adequate resources, and monitoring the effectiveness of the project PM and the project team. Internal
management conducts monthly project review meetings, reviewing the current project status against the
current project schedule to ensure that projects are kept on schedule and on budget.
This task will focus on the continued citywide upgrade of the City's VMS 330 traffic signal system to the
Centracsm traffic signal system, the deployment of CCN cameras at select intersections and upgrades (rewire,
signal modifications) at select signalized intersections, all of which will be supported by Ethernet -based
communications employing a combination of new fiber optic cable and existing twisted pair cable.
The Project will include a total of 6 City of Newport Beach signalized intersections. The listing of project
signalized intersections below includes the type of existing traffic signal controller.
(1)
San Miguel Dr/ Port Ramsey PI
Existing 820A
(2)
San Miguel Dr Spy Glass Hill Rd — Eastgate Dr
Existing 820A
(3)
San Miguel Dr/ Port Sutton Dr—Yacht Coquette
Existing 820A
(4)
San Miguel Dr/ Pacific View Dr
Existing 820A
(5)
Bayside Dr/ Marine Ave—Jamboree Rd
Existing 820A
(6)
Birch St / Von Karman Ave
Existing 820A
The Project signalized intersections, as shown in Figure 1, represent a portion of Phase 8 of the Master Plan.
The output of Task 1 will be a detailed Plans, Specifications and Estimate (PS&E) package for the system
elements summarized below.
ITE
Page 12
LEGEND
14llbstlntcs 820182CA
Proposed CCN Camera
U..IYO, New Fiber Opix: Cable in Exuding Condut
*Nen Conduit and Fiher optic Cabia
Figure 1: Project Area Map
BEACH
dV' l
1. Traffic Signal Controllers: Replace existing traffic signal controllers at six (6) existing Project signalized
intersections with new City -furnished Econolite ASC/3 shelf -mount traffic signal controllers in NEMA
cabinets.
2. CCN Surveillance Cameras: Prepare design to implement new IP CCN camera at four (4) locations with
cameras mounted on existing traffic signal poles.
(1) Bayside Dr / Marine Ave
(2) Irvine Ave/Santiago Dr
(3) Balboa Blvd / Main Str
(4) San Miguel Dr/ Spy Glass Hill Rd
3. Communications: The Project signalized intersections east of San Miguel Drive are currently supported with
twisted pair cable. The City's existing communications will be modernized to support Ethernet
communications to all traffic signal controllers along the corridor and the CCN cameras. The upgrades will
ITE
Page 13
ky��\\l��;y���U
.-
Figure 1: Project Area Map
BEACH
dV' l
1. Traffic Signal Controllers: Replace existing traffic signal controllers at six (6) existing Project signalized
intersections with new City -furnished Econolite ASC/3 shelf -mount traffic signal controllers in NEMA
cabinets.
2. CCN Surveillance Cameras: Prepare design to implement new IP CCN camera at four (4) locations with
cameras mounted on existing traffic signal poles.
(1) Bayside Dr / Marine Ave
(2) Irvine Ave/Santiago Dr
(3) Balboa Blvd / Main Str
(4) San Miguel Dr/ Spy Glass Hill Rd
3. Communications: The Project signalized intersections east of San Miguel Drive are currently supported with
twisted pair cable. The City's existing communications will be modernized to support Ethernet
communications to all traffic signal controllers along the corridor and the CCN cameras. The upgrades will
ITE
Page 13
utilize the existing infrastructure to the maximum extent possible, and will include new fiber optic cable.
The details of the communications upgrades are summarized below.
(1) San Miguel Drive: Communication upgrades will consist of new fiber optic cable installed in new
conduit along San Miguel Drive from San Joaquin Hills Road to Port Ramsey Place
(2) MacArthur Boulevard: Communication upgrades will consist of new fiber optic cable installed in new
conduit along MacArthur from Bison Avenue to Bonita Canyon Drive
(3) Jamboree Road: Communication upgrades will consist of new fiber optic cable installed in new
conduit along Jamboree Road from Coast Highwayto Bayside Drive
(4) Bayview Place: Remove existing wireless communication, install new fiber optic cable in new conduit
along Bayview Place from Bristol Street South to Bayview Circle
(5) Orchard Street: Remove existing wireless communication, install new fiber optic cable in new conduit
along Orchard Street from Irvine Avenue to Birch Street.
(6) Birch Street: Utilize existing twisted pair cable between MacArthur Boulevard and Von Karman
Avenue.
(7) Marguerite Avenue: Communication upgrades will consist of new fiber optic cable installed in new
conduit along Marguerite from San Joaquin Hills Rd to the Big Canyon Reservoir buildings.
4. Full Intersection Rehabilitation: Upgrade existing signalized intersection with new traffic signal poles, signal
heads, pedestrian heads, traffic signal controller cabinet and new conductors (rewire), at three signalized
intersections listed below.
(1) Jamboree Rd/Marine at Bayside — Full Rehabilitation
(2) MacArthur Blvd at San Joaquin Hills Rd — Full Rehabilitation (Continued from Phase 5 30% Design)
(3) San Miguel Rd at Pacific View— Removal of protected/permissive left turn
Task 1.1: Preliminary Design and 30% Plans
The first step in developing the PS&E package for the Traffic Signal System Modernization Phase 8 project is to
prepare a Preliminary Design Technical Memorandum that both qualifies and quantifies the project elements.
Under this task Iteris will detail the design of the signal system modernizations, CCN camera design, and
communication infrastructure to support the overall Project. Iteris has designed, deployed and integrated
several systems similar to this for the City of Newport Beach and will be able to complete this effort as efficiently
and effectively as possible. Based on the proposed scope of work and Iteris' understanding of the project, the
Preliminary Design Technical Memorandum efforts will focus on the Project elements as detailed previously in
Task 1.
Upon completion of the field surveys, Iteris will prepare a Technical Memorandum for review by the City. The
Technical Memorandum will serve as a basis for the Detailed Design completed in Task 1.2. City comments on
the Technical Memorandum will be incorporated into the detailed design. Below is a summary of the efforts that
will support the development of the Preliminary Design.
Page 14
Traffic Signal Modernization
The design of the traffic signal controller upgrades will involve the preparation of design packages for the
installation of new ASC/3 traffic signal controllers in existing traffic signal controller cabinets at select locations,
as detailed in Task 1.
The design of the traffic signal cabinet and controller replacements will include an extensive field review of the
existing inventory and detail necessary cabinet equipment upgrades, intersection wiring, communications
interface, as well as conduit and pull boxes. Civil engineering improvements will be limited to the cabinets
where it is determined that the existing cabinets need to be replaced. This work will be detailed on a
combination of the 40 -scale communication design plans as well as 20 -scale intersection plans in the case of
signal rewiring and rehabilitation locations.
The details of the traffic signal controller modernization, including Ethernet communication requirements,
recommended upgrades and integration with the new traffic signal system, and other possible intersection
upgrades, will be incorporated into the design.
CCN Cameras
The design of the CCN cameras will involve the preparation of PS&E package for the installation of new CCN
cameras at the signalized intersections as detailed in Task 1. The design will include details on all necessary
cabinet equipment upgrades, intersection wiring and communications interface. Civil engineering
improvements will be limited to the installation of CCN cameras on existing poles.
The CCN design will include the plans, specifications and cost estimates for the implementation of CCN
cameras, and associated hardware to interface the cameras with the fiber optic communication system. The
design of the CCTV camera system will be based on IP CCN cameras.
Traffic Signal Communication Upgrades
Iteris will prepare the PS&E for the communication system. The design of the communication system will focus
on implementing an Ethernet -based communications system to support the Project traffic signal controllers and
CCN cameras, while serving as a foundation for the expansion of the communication system to other corridors
and signalized intersections overtime.
The design of the communication system will include fiber optic cable in a combination of primarily existing and
select segments of new conduit. At the discretion of the City, other communication mediums can be considered.
The design of the communication system will include the use of existing conduit and pull boxes to the maximum
extent possible and the installation of new conduit and pull boxes, as required, due to lack existing
infrastructure or the lack of spare capacity in the existing infrastructure.
Design Reviews and Approvals
The Preliminary Design Memorandum will document the existing conditions, and detail the recommended
design elements encompassed in the traffic signal controller upgrades, traffic signal cabinet upgrades, CCN
cameras, and the communication upgrades, along with a Preliminary Cost Estimate for construction. The
Preliminary Design Memorandum will also include the 30% design that includes base plans and preliminary
design elements that will be used to support the Preliminary Cost Estimate for construction.
ITE"S'
Page 15
The Preliminary Design Memorandum will be submitted to the City in draft form. As a cost savings measure,
Iteris will conduct a review of City comments and incorporate them into the Detailed Design. The Preliminary
Design Memorandum will not be updated and submitted as a final document.
Required Permits, Affected Agencies and Coordination Issues
The installation of the field elements will be done primarily in existing conduit, minimizing the amount of
construction, and will be completed within City right-of-way. It is not anticipated that any permits will be
required.
Deliverables:
• Preliminary Design Memorandum
• 30% Plans and Estimates
Task 1.2: Detailed Design
Once the details of the project elements have been identified and agreed upon by the City in the form of City
comments on the Preliminary Design Memorandum (Task 1.1), Iteris will begin the detailed design phase that
will produce the 90%, 100% and Final submittals.
The plans and specifications will include the traffic signal controller upgrades, traffic signal cabinet upgrades,
CCN cameras, wiring and other intersection upgrades, associated communication equipment, fiber optic and
twisted pair communications and infrastructure. The plans and specifications will be prepared to satisfy the
requirements of the project. The final PS&E will include all necessary improvements to be performed by a
contractor for a complete and operational system. The final PS&E will be prepared based on final comments
from City staff. Plans will be prepared on AutoCAD in English units for City right-of-way.
It is anticipated that detailed PS&E packages will be prepared for the following items:
• CCN site plans at 20 -scale.
• Communication infrastructure, including conduit, pull boxes, etc., at 40 -scale.
• Communication infrastructure details for the installation of conduit, pull boxes and splice vaults, if
applicable.
• Traffic signal controller, cabinets and communication hardware upgrades at 40 -scale as part of the
communication plans.
• Detailed communication block diagrams for field equipment and hardware, nodes, communication hubs
and fiber assignments.
Based on initial estimates, it is envisioned that the PS&E package will be comprised of 20 plan sheets.
Typical construction detail sheets will be prepared to support construction of items shown on the field element
design plans. These sheets will cover details such as mounting configuration and hardware, and the installation
of field element equipment. These sheets will also cover details such as trench configurations, pull box/splice
vault details, risers, sweeps and bend requirements, structure crossings, splice procedures, arrangement of
multiple field cabinets, cabinet equipment layout and power distribution assembly, and others needed to clearly
illustrate the work required.
ITE
Page 16
Iteris assumes that the City will provide the following information to support the preparation of the detailed
design.
1. Utility contact information
2. 20 -scale plans (electronically, scanned .tif files or hard copies) for the signalized intersections within the
limits of the communication segments previous identified in this task.
3. Aerials and/or GIS files that include the communication segments previous identified in this task.
Standard Specifications
The City's Traffic Signal Specification Supplemental, updated by Iteris as part of the Phase 6A/B project will be
used to support the Phase 8 project.
Design Reviews and Approvals
It is assumed that the PS&E for the traffic signal controller upgrades, CCN cameras, and Communications design
elements will be submitted as one package and that each submittal will be subject to review by the City.
Comments from each review cycle received within the established time frames will be reviewed, discussed and
incorporated into the next scheduled PS&E submittal. Signature blocks for City will be added to the plans as
appropriate.
Iteris will meet with the City at each review to discuss the design and address comments. Comments received
by the utilities and third party entities will be incorporated into subsequent submittals.
Applicable Standards
Design plans will be prepared in accordance with applicable Caltrans or Newport Beach standards, including
Caltrans 2010 standards, Pubic Works Construction (2003) and City standards. Symbols and legends will be
compiled based on discussions with the City and presented for approval before commencing with detailed
design. NTCIP standards and open architecture standards will be identified and followed when possible.
Estimates
Construction cost estimates will be submitted with the plan submittal at each submittal. For the final submittal,
a detailed breakdown by project component will be included in the Bid Summary.
Deliverables:
• 90% PS&E
• 100% PS&E
• Final (Mylar) PS&E
• Digital PS&E Files
Task 1.3: Overall Citywide Fiber Exhibits
With the construction and completion of all eight phases of the City's Traffic Modernization ITS Master Plan,
Iteris will combine all the fiber assignments, schematics, port assignments and installed equipment from each
phase into one master file for submittal to the City for their records.
ITE S'
Page 17
Defiverables:
• Citywide Fiber Network Diagrams & Schematics
• Digital Files
Iteris will prepare the weekday signal timing plans as detailed in the subtasks presented in Task 2 for all Project
signalized intersections listed below.
(1) San Miguel Dr / Port Ramsey PI
(2) San Miguel Dr/ Spy Glass Hill Rd— Eastgate Dr
(3) San Miguel Dr Port Sutton Dr—Yacht Coquette
(4) San Miguel Dr / Pacific View Dr
(5) Bayside Dr/ Marine Ave—Jamboree Rd
(6) Birch St / Von Karman Ave
One element of this task will be to determine the grouping of the Phase 8 signalized intersections for
coordination, including where coordination between signalized intersections does not make sense due to
spacing, traffic patterns, etc. Based on discussions with City staff, most of these signalized intersections will
need to be reviewed to determine whether coordination is required for the entire day, especially during hours
of the day when traffic is light.
Task 2.1: Field Review
This sub -task involves conducting field reviews of the intersections to ensure a thorough understanding of
current traffic operations conditions. The field review will support the signal timing analysis. Initial information
will be obtained from Iteris' files based on previous work completed for the City of Newport Beach and
additional verification will be completed through field reviews. The data that will be collected includes: physical
intersection geometry, lane assignments, posted speed limits, crosswalk lengths, turn bay lengths, turn
restrictions, intersection signing, vehicle pedestrian displays, pedestrian push buttons, and the condition of the
existing controller cabinet and stub up conduit.
Deliverable:
• Field Review Technical Memorandum.
Task 2.2: Data Collection
The focus of this task is to collect the necessary information to thoroughly understand existing traffic conditions
and facilitate the analysis of optimized signal timing plans.
7 -Day Average Daily Traffic (ADT) Counts
Iteris will conduct 7 -day ADT counts at up to six key locations along the Project corridors. This data will be
utilized to better understand the peaking characteristics of Project corridors. The results of the 7 -day ADT
counts will also be used to determine the 2 -hour peak periods in which the turning movement counts will be
conducted during the AM, midday and PM peaks. In addition, ADT counts will be utilized to identify the need for
Page 18
additional coordination patterns.
Turning Movement Counts
Upon the completion of the ADT count collection and activities, AM, midday and PM peak period turning
movement counts will be conducted at all Project signalized intersections. Turning movement counts at two 2 -
hour peak periods will be collected. No weekend turning moving counts will be conducted.
Deliverable:
Traffic Counts Technical Memorandum
Task 2.3: Signal Timing Optimization and Implementation
As part of this subtask, Iteris will evaluate the existing timing operation, update the existing Synchro model
(developed by Iteris as part of the 2003 Traffic Flow Optimization project and updated as part of the Phases 1
through 7 projects), and perform signal timing analysis to determine the most ideal signal timing plans for
various volume patterns. This analysis will be conducted for weekday AM, midday and PM peak periods for the
Phase 8 Project intersections. This will include the development of the optimal cycle length, coordination
timing, phasing order, split timing, vehicle (yellow and all red) and pedestrian (walk and don't walk) timings, and
time -of -day start and stop intervals for each timing plan identified.
Actuated Settings Analysis
As part of this sub -task, Iteris will review actuated settings for each Phase 8 study intersection to not only ensure
that the existing data from the 820/820A traffic signal controllers are transferred properly to the new ASC/3
controllers, but also to identify opportunities to enhance safety and to minimize delay during non -coordinated
periods. The analysis shall include, but not be limited to, review of minimum and maximum green settings;
yellow change and red clearance interval times to ensure that they meet the latest 2012 California Manual on
Uniform Traffic Control Devices (MUTCD); pedestrian timing; gap, extension and reduction settings; and phase
sequence. Recommendations will be forwarded to the City of Newport Beach staff for approval.
Coordinated Settings Analysis
Iteris staff developed an extensive Synchro network of the City of Newport Beach as part of past projects
completed by Iteris (developed as part of the 2003 Traffic Flow Optimization project and updated as part of the
Phase 1 through 7 projects). That network will be used as a base network for this project to save the City funds
and assist in conducting this project as efficiently as possible. The new project intersections will be revised
accordingly based on the new controllers and any revisions in timing setting values listed (as described in the
previous section). The following sub -tasks will develop optimum signal timing plans for the time periods
identified to benefit from the provision of coordinated signal operation. It is proposed that once the initial
signal cycle lengths and subsystems have been completed, meetings be held with City staff. Upon approval of
these initial settings, more detailed analysis (i.e. split timings, offsets, etc) will be conducted.
Cycle Length Analysis:
The initial step in the analysis process will be to determine the minimum cycle length, the critical intersection
cycle length, the signal groupings/subsystems and the cycle lengths for the signal groupings/subsystems, These
elements are summarized below.
1. Minimum Cycle Length: Depending on the level of pedestrian activity, the need to accommodate pedestrian
Page 19
ITE IS.
ate,.._.
timings at each intersection will be a key element in determining the cycle length and thru movement splits. As
part of the minimum cycle length analysis, the pedestrian volumes will be studied and minimum cycle lengths
will be developed. Some of the assumptions that will be used in developing the minimum cycle lengths include;
• Minimum thru split with pedestrian timing = Walk+ Flashing Don't Walk + Yellow + All Red
• Minimum left turn split (if protected left turn movement) = Minimum green time + Yellow + All Red
It should be noted that the vehicular (yellow and all red time) clearance times will be based on the minimum
values dictated by the latest California MUTCD. The intersections will also be reviewed to determine minimum
green time should it be updated to meet the new bicycle clearance minimums.
2. Critical Intersection Cycle Length: At intersections with the highest volume/capacity ratio and a high number
of pedestrian and bicycle activity (critical intersection) a detailed cycle length analysis will be conducted. The
theory behind this analysis is that the critical intersections drive the operation of the roadway segment or sub-
system of intersections and it is key to first study them. In conducting the cycle length analysis at these critical
intersections, the following factors will be taken into consideration: cycle length required to serve pedestrian
and vehicular demand; intersection turning movement volumes; individual intersection delay and level of
service; and approach delay per movement for each intersection
In order to provide an efficient flow of traffic, it is important to provide a cycle length that would provide
sufficient green time to be able to serve all movements. However, high cycle lengths typically cause increased
delay for side street approaches and/or protected -only left turn movements. The optimum cycle length will be
the merging of all the above factors into one value. The option to operate these signals as free during periods of
the day will also be evaluated.
3. Signal Groupings/Subsystems: A sub -system evaluation will be conducted following the critical intersection
cycle length analysis. Reasons for grouping intersections together will be: travel time between intersections
(this captures the proximity of intersections to each other); storage capacity between intersections; similar
traffic characteristics between intersections; coordinated crossing arterials; cycle lengths of critical intersections;
cycle lengths of major crossing corridors; intersections with similar cycle lengths; traffic platoons; and traffic
volumes.
A coordination subsystem or sub -area comprises a group of signals within a traffic signal system that have
similar characteristics and are located adjacent to each other, The major objective in selecting a group of signals
and designing a coordination subsystem is to allow for the effective coordination of as many traffic signals as
possible within subsystems. With the successful implementation of proper geographical subsystems and timing
plans, dispersed vehicles can be joined together to form vehicle platoons which will aid in smoother traffic flow
while maintaining rather uniform speeds. Once the decision to form subsystems has been completed, the next
step is to decide which type of subsystem to form.
4. Signal Grouping/Subsystem Cycle Length: System wide coordination would be accomplished by using a
similar cycle length throughout the system or grouping of intersections. Upon the development of the optimal
cycle lengths for critical intersections, the minimum cycle lengths based on pedestrian activity, and corridor or
sub -system of corridors, the optimum cycle length for each study period will be developed. This analysis could
result in operating some of the intersections with a half -cycle.
Page 110
Phase Splits, Sequence and Coordination Analysis:
Using Synchro and Iteris' signal timing expertise, the final step in the analysis process will be to calculate the
optimum signal timing splits that will provide sufficient green time to adequately serve the vehicle demand. In
addition, the phase order and the offsets will be optimized to provide the most efficient coordination with the
widest bandwidth and least delay. In developing the signal timing splits and phase sequences, it will also be
important to keep in mind the special needs of each individual intersection along the corridor. The green time
that will be developed will also be dependent on transit and pedestrian activities.
Development of Timing Sheets
Traffic signal timing plans for identified periods will be developed from the above-mentioned process. The new
timing plans will be submitted to City staff for their review and approval. Timing sheets (in the appropriate
signal controller format) will accompany the brief technical memorandum presented to the City for review. The
format will be easily integrated into the Centrocs' traffic management system and the appropriate signal
controller (ASC/3-NEMA), to be performed as part of another task. Modifications will be made to the memo and
timing sheets based on the City's comments and a revised set of timing plans, timing plan sheets and time -space
diagrams will be presented. SimTraffic micro -simulation tool will be used to illustrate the proposed signal timing
plans.
In addition to inputting the Phase 8 coordination parameters, the timing sheets developed by Iteris will also
provide inputs for the other "non -coordination" based settings. These inputs will be based on the city-wide
standards developed by Iteris as part of the previous project activities, most recently the Phase 6 project.
If the City reconfigures its current detection settings at any of the Project intersections, Iteris will coordinate
with Econolite to make sure the new settings are input into the new controllers.
All settings will be presented to the City in an electronic version (Excel) of the ASC/3 timing sheets.
Controller Setting Deployment
Iteris will coordinate the activities of this task with Econolite and City staff to ensure the most efficient
deployment procedure is followed. It is envisioned that Econolite will configure the Phase 8 traffic signal
controllers with basic signal timing parameters for initial operations. From the TMC, Iteris will program the
Project traffic signal controllers with the coordinated signal timing plans developed for Task 2.
Signal Timing Fine-tuning
Although modern optimization software produces excellent coordination plans, observation and fine-tuning of
the plans under field conditions are crucial to achieving the best possible coordinated flows along the corridor.
Once the Phase 8 proposed signal timing plans have been implemented, Iteris staff will conduct field reviews
after the deployment of the timing plans. The intent of this task is to observe the efficiency of the new signal
timing plans. Special attention will be given in regard to the interaction of cross -corridors and existing
coordinated crossing arterials (MacArthur Boulevard, Bonita Canyon Drive and San Joaquin Hills Road), and
minor streets. When developing optimum signal timing plans, in addition to providing the widest green
bandwidth along the coordinated corridors, it is important to observe the vehicle delays and queuing on the
minor movements during the field fine-tuning exercise. Upon completion of the field fine-tuning, Iteris will
revise the signal timing sheets and deliver final timing plan sheets to the Cityfor their records and use.
Page 11.1
T
pow,"
Deliverables:
Technical memorandum summarizing proposed cycle length, splits and offsets (including time -space
diagrams)
Electronic Synchro 6.0 data files used in analysis
• Implementation ready timing sheets in appropriate format
Field Implementation of optimized traffic signal plans, including all required fine-tuning
• Technical memorandum documenting the signal timing implementation and fine-tuning
In support of this task, Iteris will serve as an extension of City staff to provide construction support. Iteris staff
will be available to support the activities listed below.
1. Attendance at Pre -Construction Meeting
2. Assistance with Bid Process, Selection and Award
3. Communicating through City staff, respond via phone and email to requests for information by Contractor or
City staff
4. Support approval process of submittals by Contractor
5. On-site construction support
6. Preparation of Mylar record drawings based on Contractor red -line As-Builts drawings
Deliverables:
• Status Meeting Notes
• Mylar Record Drawings
I S
Page 112
Iteris, Inc. Page B-1
B. FEE SCHEDULE
Iteris' fee estimate to complete the Project as detailed in the scope of work is presented below.
ITE
Page 113
STAFF
`w
`w
y
c
c
c
w
ru
HOURS)
TASK
`w
w
d
a
QUANT.
COST
w 0
o
w po
a
O
e
6
C
Q
c
c c
h
O
Cr
t b0
N a
W
W
m N
6 6
l7 Cl
N O
Q U,
Task 0:3 ProiedManagennent
4 i;
34
1
1
10
48:i
$7,260
Tasks Traffic Signal Sem Modernization Design s
22 '
160
38
292
32
400
300
0
.1224
$138,1515
Task 1.1 Preliminary Design and 30% Plans
S
40
2
80
10
120
100
360
$39,950
Task 1.2 Detailed Design
12
100
12
180
22
220
200
746
$84,410
Taskl.3 City -Wide Fiber Exhibits
2
20
4
32
60
118
$13,790
Task2 7 Traffic SignalTinning Development and Deployment
2 <
3
2
0
22
40
40
0
309
$11925
Task 2,1 Field Review
1
1
5
30
10
27
$2,965
Task 22 Data Collection
1
5
8
8
22
$2,350
Task 23 Signal Timing O timintion and Implementation
1
1
2
12
22
22
60
$6.610
Task3 lConstructionSupport
4 (
22
-8
16
12
625
$9,490
Total Hours Labor
32
219
28
30S
fib
440
340
10
1443
Total Labor
$166,825
ODCs
$1,200
Traffic Counts
(ADT and Turning Movement Counts)
$3800
Total Project Cost
$171,825
ITE
Page 113
Iteris, Inc. �
STANDARD FEE SCHEDULE
STAFF LEVEL HOURLY RATE
Senior Vice President / Vice President / Principal / Director
$
180-
270
Associate Principal / Associate Vice President
$
150-
250
Senior Systems Engineer / Senior Transportation Engineer
$
130-
245
Senior Software Engineer / Senior Modeler / Senior Software Developer
$
120-
235
Senior Transportation Planner / Senior Analytics Consultant
$
120-
225
Chief Scientist / Chief Technical Officer / ITS Designer
$
120-
225
Senior Meteorologist / Senior Program Manager / Senior Analyst
$
120-
210
Transportation Engineer/ Transportation Planner / Systems Engineer
$
105-
160
Program Manager ! Scientist / Technician
$
100-
160
Software Engineer ! Application Technician / Software Developer
$
90-
140
Associate Transportation Engineer/ Associate Transportation Planner
$
85-
135
Assistant Transportation Engineer/ Assistant Transportation Planner
$
85-
125
Project Administration / Senior Administration / Analytics Consultant
$
85-
125
Systems Integrator / Applications Developer
$
80-
105
Technical Support/ Graphics Support / Editing ( Applications Developer
$
45-
105
Administrative Support / Forecast Meteorologist / Road Weather Specialist
$
45-
100
Standard Terms and Conditions
Categories and Rates listed are for estimating purposes. Billings will be monthly at the individual
Categories and Rates for the persons actually performing the work during the performance period
and are subject to annual adjustment.
Expenses will be billed at cost plus 10 percent for service and handling. Expenses include
project -related costs, such as subcontractor services, traffic counts, postage/delivery service,
reproduction, transportation, and subsistence.
Effective through March 27, 2015.
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 officers, agents,
employees and volunteers.
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, one million dollars ($1,000,000) 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) with
no endorsement or modification limiting the scope of coverage for liability
assumed under a 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
Iteris, Inc. Page C-1
Cl
5.
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 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.
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 elected or appointed officers, agents, officials, employees
and volunteers 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 and its officers, officials, employees, and agents 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.
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
Iteris, Inc. Page C-2
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.
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.
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.
Iteris, Inc. Page C-3
CITY OF
NEWPORT BEACH
City Council Staff Report
May 27, 2014
Agenda Item No. 8.
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: David A. Webb, Public Works Director- (949) 644-3330,
dawebb@newportbeachca.gov
PREPARED BY: Brad Sommers, Senior Civil Engineer
PHONE: 949-644-3326
TITLE: Approval of Professional Services Agreement with Iteris, Inc., for Traffic Signal
Modernization Project — Phase 8 (San Miguel Drive and Miscellaneous Locations)
(CAP15-0021)
ABSTRACT:
Engineering services are required for preparation of plans and specificationsfor the eighth and final phase (Phase 8)
of the TrafficSignal Modernization Project. The project will modernizethe remaining six traffic signals, install Fiber
Optic communication cable and Closed Circuit Television Cameras and rehabilitate three existing traffic signals.
RECOMMENDATION:
Approve a Professional Services Agreement with Iteris, Inc. (Iteris), of Santa Ana, for the
design of Phase 8 of the Traffic Signal Modernization Project at a not to exceed price of
$171,825.00 and authorize the Mayor and City Clerk to execute the Agreement.
FUNDING REQUIREMENTS:
The current adopted budget includes sufficient funding for engineering services to be expended
from Account No. 7261-C3002023.
DISCUSSION:
The City-wide Traffic Signal Modernization Project is being designed and constructed as a
multi-year project to install a new and upgraded City-wide traffic signal management system
that utilizes state of the art technology improvements. The goal of this multi -phased project is
to reduce congestion and improve the efficiency and flexibility of our traffic signal system.
Prior to the first phase of the Traffic Signal Modernization Project, staff invited seven firms to
provide proposals for design of the project. Staff received three proposals, which were
reviewed to evaluate each firm's qualifications, past experience on similar projects, and
availability before selecting Iteris as the most qualified.
As the citywide modernization project is a phased project, staff planned to utilize one design
consultant for the duration of the project to maintain consistency of the design and to capture
cost savings by avoiding a new learning curve on each phase. In order to maintain design
consistency and reduce costs, staff requests the City Council recognize Iteris as a single
source vendor for this agreement and waive Council Policy F -14's administrative requirements
to seek formal proposals. Staff did select the current design consultant through a formal
proposal process prior to the start of the first phase.
During design and construction of the previous Traffic Signal Modernization Projects, Iteris has
developed extensive knowledge of the City's traffic signal system and effectively reduced staff
review time through better prepared plans and more comprehensive design. Staff
recommends approval of an agreement with Iteris for the design of the eighth and final phase
of the Traffic Signal Modernization Project which will improve our system reliability and
efficiency, as well as staff's ability to manage the system.
The services included in the Iteris agreement are described below and detailed in the attached
Professional Services Agreement:
1. Preparation of Phase 8 Plans, Specifications and Estimates (PS&E). The Project consists
of upgrades to the traffic signal control and communication equipment and installation of fiber
optic communication cable at the remaining six existing signalized intersections along:
• San Miguel Drive (four existing traffic signals): San Joaquin Hills Road to Port Ramsey
Place;
• Jamboree Road at Bayside Drive -Marine Avenue; and
• Birch Street at Von Karman Avenue.
Closed Circuit Television Cameras (CCTV) will be installed at the following four intersections:
• San Miguel Drive/Spyglass Hill Road -Eastgate Drive;
• Jamboree Road/Bayside Drive -Marine Avenue;
• Balboa Boulevard/Main Street; and
• Irvine Avenue/Santiago Drive.
Fiber Optic communication cable will be installed along the following segments where the
communication cable was not updated in earlier phases of the modernization program:
• MacArthur Boulevard: Bonita Canyon Road to Bison Avenue;
• Bayview Place: Bristol Street to Bayview Circle; and
• Orchard Drive: Irvine Avenue to Birch Street.
As part of the project, Fiber Optic Communication cable will be installed along Marguerite
Avenue to connect the Big Canyon Reservoir water monitoring and security systems to the
City's communication network.
2. Develop and deploy optimized traffic signal timing plans for traffic signals and corridors at
the Phase 8 intersections.
Traffic Signal Modernization Exhibit
ATTACHMENT A
LEGEND
PHASES 1-)(109 SIGNALS)
Ftl SFOT PLANNED CONST (10 SIGNALS)
PHASES L-7 CCN CAMERAS (]S CAM1iH9Ab)
PHASE SEITEORE CCN (4 CAMERAS)
COMMONICATIONR
CITY OF NEWPORT BEACH
PUBLIC WORKS DEPARTMENT
05/27/2014
As with the previous phases of the Traffic Signal Modernization Project, Iteris will review
existing conditions and traffic signal timing to create new timing and coordination plans. The
timing review will also ensure the City is in compliance with State and Federal traffic signal
timing guidelines.
Iteris will implement the optimized traffic signal coordination plans into the City's traffic signal
system and "fine-tune" the traffic signal system through field observations.
3. Preparation of PS&E for rehabilitation of the following three existing traffic signals.
• Jamboree Road/Bayside Drive -Marine Avenue;
• MacArthur Boulevard/San Joaquin Hills Road; and
• San Miguel Drive/Pacific View Drive-Baywood Drive.
Upon completion of the eighth and final phase, the city-wide Traffic Signal Modernization
Project will have created a Fiber Optic Ethernet communication network and modernized traffic
signal control equipment, retimed and integrated all 123 City traffic signals into the City's Traffic
Management Center. Additionally, the Public Works and Information and Technology
Departments are working together to improve reliability of the connection to City facilities by
utilizing the new traffic signal Ethernet communication network that was installed through the
Traffic Signal Modernization Project.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this project exempt from the California Environmental
Quality Act ("CEQA") pursuant to Section 15301, (for repair, maintenance and minor alteration
of existing public facilities) of the CEQA Guidelines, California Code of Regulations, Title 14,
Chapter 3, because it has no potential to have a significant effect on the environment.
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of the
meeting at which the City Council considers the item).
ATTACHMENTS:
Description
Attachment A - Traffic Signal Modernization Exhibit
Attachment B - Professional Services Agreement and Scope of Services
ATTACHMENT B
PROFESSIONAL SERVICES AGREEMENT
WITH ITERIS, INC. FOR
TRAFFIC SIGNAL SYSTEM MODERNIZATION PROJECT — PHASE 8
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and
entered into as of this 28th day of May, 2014 ("Effective Date"), by and between the
CITY OF NEWPORT BEACH, a California municipal corporation and charter city
("City"), and ITERIS, INC., a California corporation ("Consultant'), whose address is
1700 Carnegie Ave, Suite 100, Santa Ana, CA 92705, 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 design and signal timing services in
support of Phase 8 of the Traffic Signal System Modernization Project ("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 June 30, 2015, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this
Agreement and Consultant shall perform the Services in accordance with the schedule
included in Exhibit A. In the absence of a specific schedule, the Services shall be
performed to completion in a diligent and timely manner. The failure by Consultant to
strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a
diligent and timely manner may result in termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Consultant shall not be responsible for
delays due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Consultant's control.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4.1 City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
Consultant's compensation for all Work performed in accordance with this Agreement,
including all reimbursable items and subconsultant fees, shall not exceed One Hundred
Seventy One Thousand Eight Hundred Twenty Five Dollars and 00/100
($171,825.00), without prior written authorization from City. No billing rate changes
shall be made during the term of this Agreement without the prior written approval of
City.
4.2 Consultant shall submit monthly invoices to City describing the Work
performed the preceding month. Consultant's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and/or the
specific task in the Scope of Services to which it relates, the date the Services were
performed, the number of hours spent on all Work billed on an hourly basis, and a
description of any reimbursable expenditures. City shall pay Consultant no later than
thirty (30) calendar days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Consultant only for those costs or expenses
specifically identified in Exhibit B to this Agreement or specifically approved in writing in
advance by City.
4.4 Consultant shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the
Project, but which is not included within the Scope of Services and which the parties did
Iteris, Inc. Page 2
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.
5. PROJECT MANAGER
5.1 Consultant shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Consultant has designated Paul Frislie 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.
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 the highest professional
standards. For purposes of this Agreement, the phrase "highest professional
standards" shall mean those standards of practice recognized by one (1) or more first-
class firms performing similar work under similar circumstances.
Iteris, Inc. Page 3
8.2 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 the highest professional standard.
8.3 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.
8.4 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Consultant's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. HOLD HARMLESS
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers and employees (collectively, the "Indemnified Parties), from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims"), which may arise under this Agreement or in
any manner relate (directly or indirectly) to the negligence, recklessness, or willful
misconduct of the Consultant or its principals, officers, agents, employees, vendors,
suppliers, subconsultants, subcontractors, anyone employed directly or indirectly by any
of them or for whose acts they may be liable, or any or all of them.
9.2 Notwithstanding the foregoing, nothing herein shall be construed to
require Consultant to indemnify the Indemnified Parties from any Claim arising from the
sole negligence, active negligence or willful misconduct of the Indemnified Parties.
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
Iteris, Inc. Page 4
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.
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
Iteris, Inc. Page 5
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. Consultant shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such
subcontractor other than as otherwise required by law. City is an intended beneficiary
of any Work performed by the subcontractor for purposes of establishing a duty of care
between the subcontractor and City. Except as specifically authorized herein, the
Services to be provided under this Agreement shall not be otherwise assigned,
transferred, contracted or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other
writing produced, including but not limited to, websites, blogs, social media accounts
and applications (hereinafter "Documents"), prepared or caused to be prepared by
Consultant, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and City
shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Additionally, all material posted in
cyberspace by Consultant, its officers, employees, agents and subcontractors, in the
course of implementing this Agreement, shall become the exclusive property of City,
and City shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Consultant shall, at Consultant's
expense, provide such Documents, including all logins and password information to City
upon prior written request.
17.2 Documents, including drawings and specifications, prepared by
Consultant pursuant to this Agreement are not intended or represented to be suitable
for reuse by City or others on any other project. Any use of completed Documents for
other projects and any use of incomplete Documents without specific written
authorization from Consultant will be at City's sole risk and without liability to
Consultant. Further, any and all liability arising out of changes made to Consultant's
deliverables under this Agreement by City or persons other than Consultant is waived
against Consultant, and City assumes full responsibility for such changes unless City
has given Consultant prior notice and has received from Consultant written consent for
such changes.
17.3 All written documents shall be transmitted to City in formats compatible
with Microsoft Office and/or viewable with Adobe Acrobat.
Iteris, Inc. Page 6
17.4 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.
17.5 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
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.
Iteris, Inc. Page 7
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
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.
Iteris, Inc. Page 8
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: Brad Sommers, Senior Civil Engineer
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: Paul Frislie
Iteris, Inc.
1700 Carnegie Ave, Suite 100
Santa Ana, CA 92705
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.).
Iteris, Inc. Page 9
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. PREVAILING WAGES
Pursuant to the applicable provisions of the Labor Code of the State of California,
not less than the general prevailing rate of per diem wages including legal holidays and
overtime Work for each craft or type of workman needed to execute the Work
contemplated under the Agreement shall be paid to all workmen employed on the Work
to be done according to the Agreement by the Consultant and any subcontractor. In
accordance with the California Labor Code (Sections 1770 et seq.), the Director of
Industrial Relations has ascertained the general prevailing rate of per diem wages in the
locality in which the Work is to be performed for each craft, classification, or type of
workman or mechanic needed to execute the Agreement. A copy of said determination
is available by calling the prevailing wage hotline number (415) 703-4774, and
requesting one from the Department of Industrial Relations. The Contractor is required
to obtain the wage determinations from the Department of Industrial Relations and post
at the job site the prevailing rate or per diem wages. It shall be the obligation of the
Contractor or any subcontractor under him/her to comply with all State of California
labor laws, rules and regulations and the parties agree that the City shall not be liable
for any violation thereof.
30. STANDARD PROVISIONS
30.1 Recitals. City and Consultant acknowledge that the above Recitals are
true and correct and are hereby incorporated by reference into this Agreement.
Iteris, Inc. _ Page 10
30.2 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.
30.3 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.
30.4 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.
30.5 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.
30.6 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.
30.7 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.
30.8 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.
30.9 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.
30.10 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 of race, religion, color, national origin, handicap,
ancestry, sex, age or any other impermissible basis under law.
30.11 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.
Iteris, Inc. Page 11
30.12 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]
Iteris, Inc----------- ----------- - - Page 12
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY AT R�IEY'S OFFICE
Date: l I q
By: IM MVl,—
Aaron C. Harp
City Attorney
ATTEST:
By:
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
Bv:
Rush N. Hill, II
Mayor
CONSULTANT:
corporation
Date:
By:
Dan Gilliam
Vice President
Date:
Iteris, Inc., a California
By:
Craig A. Christensen
Controller
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Iteris, Inc. Page 13
EXHIBIT A
SCOPE OF SERVICES
Iteris, Inc. Page A-1
EXHIBIT B
SCHEDULE OF BILLING RATES
Iteris, Inc. 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 officers, agents,
employees and volunteers.
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, one million dollars ($1,000,000) 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) with
no endorsement or modification limiting the scope of coverage for liability
assumed under a 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
Iteris, Inc. Page C-1
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 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 elected or appointed officers, agents, officials, employees
and volunteers 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 and its officers, officials, employees, and agents 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
Iteris, Inc. Page C-2
Agreement. City reserves the right to require complete, certified copies of
all required insurance policies, at anytime.
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.
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.
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.
Iteris, Inc. Page C 3
EXHIBIT
SCOPE OF SERVICES
Iteris, Inc. Page A-1
A i E IS f,hate"arr 4
,(`,� nrLettnrnrnLlil,
-40
May 8, 2014
Brad Sommers
Senior Civil Engineer
City of Newport Beach
Public Works Department
100 Civic Center Drive
Newport Beach, CA 92660
Re: Proposal for Newport Beach Traffic Signal System Modernization Project— Phase 8
P146NRL-0362.14
Dear Mr, Sommers:
Iteris, Inc. (Iteris) is pleased to submit this proposal to provide Design and Signal Timing services in support of
the Traffic Signal System Modernization Project — Phase 8 to the City of Newport Beach (City). Headquartered in
Santa Ana, Iteris staff supporting this project are located just minutes from Newport Beach. Iteris has
successfully completed numerous ITS design projects within Orange County Including Newport Beach, where
Iteris has completed similar services for the City's Phases 1-7.
Iteris is the largest transportation engineering firm specializing in the fields of traffic engineering, Traffic Signal
Systems, Intelligent Transportation Systems (ITS) and transportation planning, headquartered in Southern
California. The firm's knowledge of traffic engineering and operations enables staff to design and implement
transportation solutions that help public agencies reduce traffic congestion, enhance system reliability and
Improve mobility.
Iteris proposes Mr. Paul Frislie, a registered California Professional Engineer, as the Project Manager for this
project. Mr. Frislie will be the principal contact with the City and other entitles per the City's direction. As
Project Manager, Mr. Frislie will oversee work from project inception to completion and will be responsible for
coordinating staff activities and meetings. For over twelve years, Mr. Frislie has been Involved in several
transportation and traffic engineering projects that include planning, design and deployment of ITS, and traffic
signal design. Mr. Frislie will be supported by Mr. Scott Carlson, who will serve as Senior Advisor.
Thank you very much for the opportunity to submit this proposal. Iteris looks forward to this new opportunity
to continue assisting the City on important and successful ITS planning, design and deployment projects. Please
feel free to call me at 949-270.9578, or the designated Project Manager, Mr. Paul Frislie, at 949-270-9597,
should you have any questions.
Sincerely,
Iteris, Inc.
Scott Carlson, PE
Vice President -West Region ITS/Engineering
Transportation Systems
1700 Carnegie Avenue I Suite 100 1 Santa Ana I CA 192706-5551 1 lal. 949.270.9400 I fax 949.270.9401 1 wwvdleris.com
Table of Contents
A. Project Approach .................. .:............ ..:.....::........:......... :........... .. ..........:..................1
B. Fee Schedule.................................:........................................................................................13
Tables and Figures
Figure1: Project Area Map..................................................:...........:...................................:.........3
Page I i ; .. .. .l. TE .
A. PROJECTAPPROACH
Iteris has prepared a detailed scope of work to ensure that the Traffic Signal Modernization Phase 8 project is
completed on time, within budget and to the complete satisfaction of the City. Iteris proposes to complete the
design of the project (Task 1) within a three-month time period; a schedule that should allow the City to capture
the low construction costs. The schedule for signal timing is devised to implement signal timing plans after
construction is completed.
The project approach is based on the project understanding, project issues and goals, Iteris' depth of
understanding of both ITS and Systems Engineering; and past experience working with the City of Newport
Beach on the Traffic Signal Communication Master Plan and Phase I PS&E, the Traffic Signal Modernization
Phase 2 and Phase 3. the Traffic Signal Modernization Phase 4 and 7 the Traffic Signal Modernization Phase 5
project, and the Traffic Signal Modernization Phase 6A and 6B. projects. Iteris' approach is divided into the tasks
listed below.
• Task 0: Project Management
Task 1; Traffic Signal System Modernization Design (PS&E)
s Task 2: Traffic Signal Timing Development and Deployment
a Task 3: Construction Support
Iteris' scope of work is based on the services Iteris provided to the City on the previous Traffic Signal
Modernization projects as previously noted, the details of the Master Plan specific for Phase S and input from
City staff, Iteris will work with City staff to prepare a detailed schedule as necessary to meet any project
requirements and is proposing a 3 -month schedule to complete design. Note that the preparation of the signal
timing plans can occur atany time. Iteris recommends that the initial data collection for the signal timing effort
be completed in parallel with the design field work. However, the traffic counts need to be completed while
school is in session (January — June or September — November), which mayrequire an adjustment in the
schedule for Task 2. Implementation and fine-tuning will be completed after construction of the traffic signal
system modernizations.
Iteris strongly believes that excellent project management is essential in the successful completion of any
project. Successful completion does not only mean finishing the project, but also completing the project to the
client's satisfaction within budget and on schedule. As part of Iteris' project management strategy,. Mr. Paul
Frislie will serve as the Project Manager (PM) for this project. He will be the principal contact with the City and
other entitles per the City's direction. As part of the Project Management task, Mr. Frislie will be available to
attend regular meetings with City staff and prepare and present status reports. He will also be available to City
staff should specific questions arise throughout the duration of the project and for special coordination
meetings to discuss the project with other stakeholders/neighboring agencies. Mr. Frislie will be. supported by
Mr. Bernard Li who will serve as the Senior Advisor on this project.
Iteris' PM approach has been developed through many years of experience, and has proven effective in
measuring progress, anticipating problems, reacting quickly to changes in, the requirements and maintaining
Page I 1
schedule. integrity. This approach isdesigned with checks and balances that have.resulted in an impressive.track
record of successful projects. Some items that contribute to this approach are discussed briefly below.
COMMUNICATION.
Active and open communication between the City and Iteris is vital. Communication is essential to the
successful outcome of any project. Iteris' primary objective is to keep the. City abreast of the developments that
impact the project.
QUALITY ASSURANCE/QUALITY CONTROL (QA/QC)
Iteris' ability to Implement high-quality deliverables is a result of the adherence to a quality assurance program
that ensures accuracy, product usability and an overall commitment to product excellence and user satisfaction.
The Iteris PM ensures the team's commitment to these objectives by identifying goals at the outset of the
project and monitoring the product implementation and delivery process. Iteris strives to improve the
processes and tools used to provide high-quality products and services.
INTERNAL QA/QC
Iteris' quality assurance also Includes internal management reviews. Iteris upper-level management is
committed to maintaining a proper environment for the successful execution of the project, providing projects
with adequate resources, and monitoring the effectiveness of the project PM and the project team, Internal
management conducts monthly project review meetings, reviewing the current project status against the
current project schedule to ensure that projects are kept on schedule and on budget.
This task will focus on the continued citywide upgrade of the City's VMS 330 traffic signal system to the
Centrocs'" traffic signal system, the deployment of CCTV cameras at select intersections and upgrades (rewire,
signal modifications) at select signalized intersections, all of which will be supported by Ethernet -based
communications employing a combination of new fiber optic cable and existing twisted pair cable.
The Project will include a total of 6 City of Newport Beach signalized intersections. The listing of project
signalized intersections below includes the type of existing traffic signal controller.
(1)
San Miguel Dr/ Port Ramsey PI
Existing 820A
(2)
San Miguel Dr / Spy Glass Hill. Rd — Eastgate Dr
Existing 820A
(3)
San Miguel Dr/Port Sutton Dr — Yacht Coquette
Existing82OA
(4)
San. Miguei Dr/ Pacific View Dr
Existing 820A
(5)
Bayside Dr/ Marine Ave—.Jamboree Rd
Existing 820A
(6)
Birch St / Von Karman Ave
Existing 820A
The Project signalized intersections, as shown In Figure 1, represent a portion of Phase 8 of the Master Plan.
The output of Task 1 will be a detailed Plans, Specifications and Estimate (PS&E) package for the system
elements summarized below.
Page 12
6€�E.NP
,q, fdulUsunics 820/020A
`*9� WfOpoeed l:GlV Canters
Napr Filen Optic Cade In Exisfing'Conddt
....w Near Conduli esti Mer Optic cable.
RM10
lms
01
Figure 1: Project Area Map
11
ti
4
' r`"
s�stixaae
Y
Q,
Rb
WPORTEMACH
-
0.000
1, TraffV51gnal Controllers: Replace existing traffic signal controllers at six (6) existing Project signalized
intersections with new City -furnished Econolite ASC/3 shelf -mount traffic signal controllers. in NEMA
cabinets.
2. CCTV Surveillance Cameras: Prepare design to implement new IP CCN camera at four (4) locations with
cameras. mounted on existing traffic signal poles.
(1) Bayside Dr/ Marine Ave
(2) Irvine Ave / Santiago Dr
(3) Balboa Blvd / Main Stir
(4) San Miguel Dr /Spy Glass Hill Rd
3. Communications: The Project signalized intersections east of San Miguel Drive are currently supported with
twisted pair cable. The City's existing communications will be modernized to support Ethernet
communications to alt traffic;signal controllers along the corridor and the CCN cameras. The upgrades will
ITE S'
Page 13
utilize the existing infrastructure to the maximum extent possible, and will include new fiber optic cattle.
The details of the communications upgrades are summarized below.
(1) San Miguel Drive: Communication upgrades will consist of new fiber optic cable installed in new
conduit along San Miguel Drive from San Joaquin Hills Road to Port Ramsey Place
(2) MacArthur Boulevard: Communication upgrades will consist of new fiber optic cable installed in new
conduit along MacArthur from Bison Avenue to Bonita Canyon Drive
(3) Jamboree Road: Communication upgrades will consist of new fiber optic cable installed in new
conduit along Jamboree Road from Coast Highway to Bayside Drive
(4) Bayview Place: Remove existing wireless communication, install new fiber optic cable in new conduit
along Bayview Place from Bristol Street South to Bayview Circle
(5) Orchard Street: Remove existing wireless communication, install new fiber optic cable in new conduit
along Orchard Street from Irvine Avenue to Birch Street.
(6) Birch Street: Utilize existing twisted pair cable between MacArthur Boulevard and Von Kannan
Avenue.
(7) Marguerite Avenue: Communication upgrades will consist of new fiber optic cable installed in new
conduit along Marguerite from San Joaquin Hills Rd to the Big Canyon Reservoir buildings.
4. Full Intersection Rehabilitation: Upgrade existing signalized Intersection with new traffic signal poles, signal
heads, pedestrian heads, traffic signal controller cabinet and new conductors (rewire), at three signalized
intersections listed below.
(1) Jamboree Rd/Marine at Bayside—Full Rehabilitation
(2) MacArthur Blvd at San Joaquin Hills Rd — Full Rehabilitation (Continued from Phase`5 30% Design)
(3) San Miguel Rd at Pacific View— Removal of protected/permissive left turn
Task 1.1: Preliminary Design and 30% Plans
The first step in developing the PS&E package for the Traffic Signal System Modernization Phase 8 project. N to
prepare a Preliminary Design Technical Memorandum that both qualifies and quantifies the project elements.
Under this task Iteris will detail the design of the signal system modernizations, CCN camera design, and
communication infrastructure to support the overall Project. Iteris has designed, deployed and integrated
several systems similar to this for the City of Newport Beach and will be able to complete this effort as efficiently
and effectively as possible. Based on the proposed scope of work and Iteris' understanding of the project, the
Preliriminary Design Technical Memorandum efforts will focus on the Project elements as detailed previously in
Task 1.
Upon completion of the field surveys, Iteris will prepare a Technical Memorandum for review by the City. The
Technical Memorandum will serve as a basis for the Detailed Design completed in Task 1.2. City comments on
the Technical Memorandum will be incorporated into the detailed design. Below is a summary of the efforts that
will support the development of the Preliminary Design.
Page 14
Traffic signal Modernization
The design of the traffic signal controller upgrades will involve the preparation of design packages for the
installation of new ASC/3 traffic signal controllers in existing traffic signal controller cabinets at select locations,
as detailed in Task 1.
The design of the traffic signal cabinet and controller replacements will include an extensive field review of the
existing inventory and detail necessary cabinet equipment upgrades, intersection wiring, communications
interface, as well as. conduit and pull boxes. Civil engineering improvements will be limited to the cabinets
where It is determined that the existing cabinets need to be replaced. This work will be detailed on a
combination of the 40 -scale communication design plans as well as 20 -scale intersection plans in the case of
signal rewiring and rehabilitation locations.
The details of the traffic signal controller modernization, including Ethernet communication requirements,
recommended upgrades and integration with the new traffic sign,a,l system, and other possible Intersection
upgrades, will be incorporated into the design.
CCN Cameras
The design of the CCN cameras will Involve the preparation of PS&E package for the installation of new CCTV
cameras at the signalized intersections as detailed In Task 1. The design will include details on all necessary
cabinet equipment upgrades, intersection wiring and communications interface. Civil engineering
improvements will be limited to the installation of CCTV cameras on existing.poles.
The CCN design will include the plans, specifications and cost estimates for the implementation of CCTV
cameras, and associated hardware. to interface the cameras with the fiber optic communication system. The
design of the CCTV camera system will be based on IP CCTV cameras.
Traffic Signal Communication Upgrades
Iteris will prepare the PS&E for the communication system. The design of the communication system will focus
on implementing an Ethernet -based communications system tosupport the Project traffic signal controllers and
CCN cameras, while.serving as a foundation for the expansion of the communication system to other corridors
and signalized. intersections over time.
The design of the communication system will include fiber optic cable in a combination of primarily existing and
select segments of new conduit. At the discretion of the City, other communication mediums can be considered.
The design.of the communication system will include the use of existing conduit and pull boxes to the maximum
extent possible and the installation of new conduit and pull boxes, as required, due to lack existing
infrastructure or the lack of spare capacity in the existing infrastructure.
Design Reviews and Approvals
The Preliminary Design Memorandum will document the existing conditions, and detail the recommended
design elements encompassed in the traffic signal controller upgrades, traffic signal cabinet upgrades, CCN
cameras, and the communication upgrades, along with a Preliminary Cost Estimate for construction. The
Preliminary Design Memorandum will also include the 30% design that includes base plans and preliminary
design elements that will be used to support the Preliminary Cost Estimate for construction.
t
Page 15
The Preliminary Design. Memorandum will be submitted to the City in :draft form. As a. cost savings measure,
Iteris will conduct a review of 'City comments and incorporate them into the Detailed Design. The Preliminary
Design Memorandum will not be updated and submitted as a final document.
Required Permits, Affected Agencies and Coordination Issues
The installation of the field elements will be done primarily in existing conduit, minimizing the amount of
construction, and will be completed within City right-of-way. It is not anticipated that any permits will be
required.
Deliverables:
• Preliminary Design Memorandum
• 30% Plans and Estimates
Task 1.2: Detailed Design
once the details of the project elements have been identified and agreed upon by the City in the form of City
comments on the Preliminary Design Memorandum (Task 1.1), Iteris will begin the detailed design phase that
will produce the 90%, 100% and Firial submittals.
The plans and specifications will include the traffic signal controller upgrades, traffic signal cabinet upgrades,
CCTV cameras; wiring and other intersection upgrades, associated communication equipment, fiber optic and
twisted pair communications and infrastructure. The plans and specifications will be prepared to satisfy the
requirements of the project. The final PS&E will include all necessary improvements to be performed by a
contractor for a complete and operational system. The final PS&E will be prepared based on final comments
from City staff. Plans will be prepared on AutoCAD in English units for City right-of-way.
Itis anticipated that detailed PS&E packages will be prepared for the following items:
CCTV site plans at 20 -scale.
• Communication infrastructure, including conduit, pull boxes, etc., at 40 -scale.
Communication infrastructure detailsforthe installation of conduit; pull boxes and splice vaults, if
applicable.
• Traffic signal controller, cabinets and communication hardware upgrades at 40 --scale as part of the
communication plans.
Detailed communication block diagrams forfield equipment and hardware, nodes, communication hubs
and fiber assignments.
Based on initial estimates, it is envisioned that the PS&E package will be comprised of 20 plan sheets.
Typical construction detail sheets will be prepared to support construction of items shown on the field element
design plans. These sheets will cover details such as mounting configuration and hardware, and the installation
of field element equipment. These sheets will also cover details such as trench configurations, pull box/splice
vault details, risers, sweeps and bend requirements, structure crossings, splice procedures, arrangement of
multiple field cabinets, cabinet equipment layout and power distribution assembly, and others needed to clearly
illustrate the work required.
Page 16
Iteris assumes that the City will provide the following information to support the preparation of the detailed
design.
1. Utility contact information
2. 20 -scale plans (electronically, scanned Jif files or hard copies) for the signalized intersections within the
limits of the communication segments previous identified in this task,
3. Aerials and/or GIS files that include the communication segments previous Identified in this task.
Standard Specifications
The City's Traffic Signal Specification Supplemental, updated by Iteris as part of the Phase 6A/B project will be
Used to support the Phase 8 project.
Design Reviews and Approvals
It is assumed that the PS&E for the traffic signal controller upgrades, CCTV cameras, and Communications design
elements will be submitted as one package and that each -submittal will be subject to review by the City.
Comments from each review cycle received within the established time frames will be reviewed, discussed and
incorporated into the next scheduled PS&E submittal. Signature blocks for City will be added to the plans as
appropriate.
Iteris will meet with the City at each review to discuss the design and address comments. Comments received
by the utilities and third party entities will be incorporated into subsequent submittals.
Applicable Standards
Design plans will .be prepared in accordance with applicable Caltrans or Newport Beach standards, including
Caltrans 2010 standards, Pubic. Works Construction (2003) and City standards. Symbols and legends will be
compiled based on discussions with the City and presented for approval before commencing with detailed
design. NTCIP standards and open architecturestandards will be identified, and followed when possible.
Estimates
Construction cost estimates will be submitted with the plan submittal at each submittal. For the final submittal,
a detailed breakdown by project component will be included in the Bid Summary.
Deliverables:
• 90% PS&E
• 100% PS&E
+ Final (Mylar) PS&E
• Digital PS&E Files
Task 1.3: Overall Citywide. Fiber Exhibits
With the construction and completion of all eight phases of the City's Traffic Modernization ITS Master Plan,
Iteris will combine all the fiber assignments, schematics, port assignments and installed equipment from each
phase into one masterfile for submittal to the City fortheir records.
T S'
Page 17
Deliverables:
Citywide Fiber Network Diagrams & Schematics
• Digital Files
Iteris will prepare the weekday signal timing plans as detailed In the subtasks presented in Task 2 for all Project
signalized intersections listed below.
(1) San Miguel Dr/ Port Ramsey PI
(2) San Miguel Dr /Spy Glass Hill Rd— Eastgate Dr
(3) San Miguel Dr/ Port Sutton Dr—Yacht Coquette
(4) San Miguel Dr/ Pacific View Dr
(5) Bayside Dr/ Marine Ave—Jamboree Rd
(6) Birch St / Von Karman Ave
One element of this task will be to determine the grouping of the Phase 8 signalized intersections for
coordination, including where coordination between signalized intersections does not make sense due to
spacing, traffic patterns, etc. Based on discussions with City staff, most of these signalized Intersections will
need to be reviewed to determine whether coordination is required for the entire day, especially during hours
of the day when traffic is light.
Task 2.1: Field Review
This sub -task involves conducting field reviews of the intersections to ensure a thorough understanding of
current traffic operations conditions. The field review will support the signal timing analysis. Initial information
will be obtained from Iteris' file's based on previous work completed for the City of Newport Beach and
additional verification will be completed through field reviews. The data that will.be collected includes: physical
intersection geometry, We assignments, posted speed limits, crosswalk lengths, turn bay lengths, turn
restrictions, intersection signing, vehicle pedestrian displays, pedestrian push buttons, and the condition of the
existing controller cabinet and Stub up conduit.
Deliverable:
• Field Review Technical Memorandum
Task 2.2: Data Collection
The focus of this task is to collect the necessary information to thoroughly understand existing traffic conditions
and facilitate the analysis of optimized signal timing plans.
7 -Day Average Daily Traffic (ADT) Counts
Iteris will conduct 7 -day ADT counts at up to six key locations along the Project corridors. This data will be
utilized to better understand the peaking characteristics of Project corridors. The results of the 7 -day ADT
counts will also be used to determine the 2 -hour peak periods in which the turning movement counts will be
conducted during the AM, midday and PM peaks. In addition, ADT counts will be utilized to identify the need for
d
Page 18
additional coordination patterns.
Turning Movement Counts
Upon the completion of the AUT count collection and activities, AM, midday :and PM peak period turning
movement counts will be conducted at all Project signalized intersections, Turning movement counts at two 2 -
hour peak periods will be collected. No weekend turning moving counts will be conducted.
Deliverable;
Traffic Counts Technical Memorandum
Task 2.3: Signal Timing optimization and Implementation
As part of this subtask, Iterls will evaluate the existing timing operation, update the existing Synchro model
(developed by Iterls as part of the 2003 Traffic Flow Optimization project and updated as part of the Phases 1
through 7 projects), and perform signal timing analysis to determine the most ideal signal timing plans for
various volume patterns. This analysis will be conducted for weekday AM, midday and PM peak periods for the
Phase 8 Project intersections. This will include the development of the optimal cycle length, coordination
timing, phasing order, split timing, vehicle (yellow and all 'red) and pedestrian (walk and don't walk) timings, and
time -of -day start and stop intervals for each timing plan identified.
Actuated Settings Analysis
As part of this sub -task, Iteris will review actuated settings for each Phase 8 study intersection to not only ensure
that the existing data from the 820/820A traffic signal controllers are transferred properly to the new ASC/3
controllers, but also to identify opportunities to enhance safety and to minimize delay during non -coordinated
periods. The analysis shall include, but not be limited to, review of minimum and maximum green settings
yellow change and red clearance interval times to ensure that they.meet the latest 2012 California Manual on
Uniform Traffic Control Devices (MUTCD); pedestrian timing; gap; extension and reduction settings; and phase
sequence. Recommendations. will le forwarded to the City of Newport Beach staff for approval.
Coordinated Settings Analysis
Iteris staff developed an extensive Synchro network of the City of Newport Beach as part of past projects
completed by Iteris (developed as part of the 2003 Traffic Flow Optimization project and updated as part of the
Phase 1 through 7 projects). That network will be used as a base network for this project to save the City funds
and assist In conducting this project as efficiently as possible. The new project intersections will be revised
accordingly based on the new controllers and any revisions In timing setting values listed (as described in the
previous section). The following sub -tasks will develop optimum signal timing plans for the time periods
identified to benefit from. the provision of coordinated signal operation. It is proposed that once the initial
signal cycle lengths and subsystems have been completed, meetings be held with City staff. Upon approval of
these initial settings, more detailed analysis (i.e. split timings, offsets; etc) will be conducted.
Cycle Length Analysis:
The initial step in the analysis process will be to determine the minimum cycle length, the critical intersection
cycle length, the signal groupings/subsystems and the cycle lengths for the signal groupings/subsystems. These
elements are summarized below.
1. Minimum Cvcle Length: Depending on the level of pedestrian activity, the need to accommodate pedestrian
r
Page 19
timings at. each intersection will be a key element in determinifig. the cycle length and thru movement splits. As
part of the minimum cycle length analysis, the pedestrian volumes will be studied and minimum cycle lengths
will be developed. Sortie of the assumptions that will be used in developing the minimum cycle lengths include:
Minimum thru split with pedestrian timing = Walk + Flashing. Don't Walk +Yellow +,All Red
• Minimum left turn split (if protected left turn movement) = Minimum green time + Yellow + All Red
It should be noted that the vehicular (yellow and all red time) clearance, times will be based on the minimum
values dictated by the latest California MUTCD. The intersections will also be reviewed to determine minimum
green time should it be updated to meet the new bicycle clearance minimums.
2. Critical intersection Cycle Length: At intersections with the highest volume/capacity ratio and a high number
of pedestrian and bicycle activity (critical Intersection) a detailed cycle length analysis will be conducted. The
theory behind this analysis is that the critical intersections drive the operation of the roadway segment or sub-
system of intersections and it is key to first study them. In conducting the cycle length analysis at these'critical
intersections; the following factors will be taken into consideration: cycle length required to serve pedestrian
and vehicular demand; intersection turning movement volumes;. individual intersection delay and level of
service; and approach delay per movement for each intersection
In order to provide an efficient flow of traffic; it is important to provide a cycle length that would provide
sufficient green time to be able to serve all movements. However, high cycle lengths typically cause increased
delay for side street approaches and/or protected -only left turn movements. The optimum cycle length will be
the merging of all the above factors into one value. The option to operate these signals as free during periods of
the day will also be evaluated..
3. SianolGroupings/Subsystems: A sub -system evaluation will be conducted following the critical intersection
cycle length analysis. Reasons for grouping intersections together will be: travel time between intersections
(this captures the .proximity of intersections to each other); storage capacity between intersections; similar
traffic characteristics.between intersections; coordinated crossing arterials; cycle lengths of critical intersections;
cycle. lengths of major crossing corridors; intersections with similar cycle lengths; traffic platoons; and traffic
volumes.
A coordination subsystem or sub -area comprises a group of signals within a traffic signal system that have
similar characteristics and are located adjacent to each other. The major objective in selecting a group of signals
and. designing a coordination subsystem is to allow for the effective coordination of as many traffic signals as
possible within subsystems. With the successful implementation of proper geographical subsystems and timing
plans, dispersed vehicles can be joined together to form vehicle platoons which will aid in smoother traffic flow
while maintaining rather uniform speeds. Once the decision to form subsystems has been completed, the next
step is to decide which type of subsystem to form.
4. Signal Grouping/Subsystem Cycle Length: System wide coordination would be accomplished by using a
similar cycle length throughout the system or grouping of intersections. Upon the development of the optimal
cycle lengths for critical. intersections, the minimum cycle lengths based on pedestrian activity, and corridor or
sub -system of corridors, the optimum cycle length for each study period will be developed. This analysis could
result in operating some of the intersections with a half -cycle.
I�'. S-
ilage 110
Phase Splits, Sequence.and Coordination Analysis:
Using Synchro and Iteris' signal timing expertise, the final step in the analysis process will be to calculate the
optimum signal timing.splits that will provide.sufficient green time to adequately serve the vehicle demand. In
addition, the phase order and, the offsets will be optimized to provide the most efficient coordination with the
widest bandwidth and least delay. in developing the signal timing splits and phase sequences, it will also be
important to keep in mind the special needs of each individual intersection along the corridor. The green time
that will be developed will also be dependent on transit and pedestrian activities.
Development of Timing Sheets
Traffic signal timing plans for identified periods will be developed from the above-mentioned process. The new
timing plans will be submitted to City staff for their review and approval. Timing sheets (in the appropriate
signal controller format) will accompany the brief technical memorandum presented tothe City for review. The
format will be easily Integrated into the Centracsm traffic management system and the appropriate signal
controller (ASC/3-NEMA), to be performed as part of another task. Modificationswill be made to the. memo and
timing sheets based on the City's comments and a revised set of timing plans, timing plan sheets and time -space
diagrams will be presented. SimTraffic micro -simulation tool will be used to illustrate the proposed signal timing
plans.
In addition to inputting the Phase 8 coordination parameters, the timing sheets developed by Iteris will also
provide inputs for the other "non -coordination' based settings. These inputs .will be based on the city-wide
standards developed by Iteris as part of the previous project activities, most recently the Phase 6 project.
If the City reconfigures its current detection settings at any of the Project intersections; Iteris will coordinate
with Econolite to make sure the new settings are input into the new controllers.
All settings will be presented to the City in an electronic version (Excel) of the ASC/3 timing sheets,
Controller Setting Deployment
Iteris will coordinate the activities of this task with Econolite and City staff to ensure the most efficient
deployment procedure is followed. It is envisioned that Econolite will configure the .Phase 8 traffic signal
controllers with basic signal timing parameters for initial operations. From the TMC, Iteris will program the
Project traffic signal controllers with the coordinated signal timing plans developed for Task 2.
Signal Timing Fine-tuning
Although modern optimization software produces excellent coordination plans, observation and fine-tuning of
the plans under field conditions are crucial to.achieving the best possible coordinated flows along the corridor.
Once the Phase 8 proposed signal timing plans have been implemented, Iteris staff will conduct field reviews
after the deployment of the timing plans. The intent of this task is to observe the efficiency of the new signal
timing plans. Special attention will be given in regard to the interaction of cross -corridors and existing
coordinated crossing arterials (MacArthur Boulevard, Bonita Canyon Drive and San Joaquin Hills Road), and
minor streets. When developing optimum signal timing plans, in addition to providing the widest green
bandwidth along the coordinated corridors, it is important to observe the vehicle delays and queuing on the
minor movements during the field fine-tuning exercise, Upon completion of the field fine-tuning, Iteris will
revise the signal timing sheets and deliverfinal timing plan sheets to the City for their records and use.
Page 111
Deliverables:
+
Tech nicaI-me..morandum summarizing proposed cycle length, splits and offsets (including time -space
diagrams)
• Electronic Synchro 6.0 data files used in analysis
Implementation ready timing sheets in appropriate format
• Field Implementation of optimized traffic signal plans, including all required fine-tuning
• Technical memorandum documenting the signal timing implementation and fine-tuning
In support of this task, lteris will serve as an extension of City staff to provide construction support. Iteris staff
will be available to support the activities listed below.
1. Attendance at Pre -Construction Meeting
2, Assistance with Bid Process, Selection and Award
3. Communicating through City staff, respond.via phone and email to requests for information by Contractor or
City staff
4. Support approval process of submittals by contractor
5. On-site construction support
6. Preparation of Mylar record drawings based on Contractor red -line As-Builts drawings
Deliverables:
• Status Meeting Notes
• Mylar Record Drawings
Page 1 12
EXHIBIT B
SCHEDULE OF BILLING RATES
Iteris, Inc. Page B-1
B. RESCHEDULE
Iteris' fee estimate to complete the Project as detailed in the scope of work is presented below.
TERTS
Page 113
STAFF
c
c
a
=
EB
Eb
�
W
W
HOURS/
TASK
�g5�
m
COST
w v
U+
J
as
ani
'o
c
o ••.•
QUANT.
o a
«
ti
a 4
c
a�C
Q
ti
=
9 O
.o
=
'N
-UU Q
w -Q
4
7a5W=.,'Pro eCt fNan3"emenk: ;'., '—t "3,9_
Task l: -e_ 77a(hf3i ria(3 em MBdemiiation Desi n _�
. '22 �"„460
SB , s .292
^ IC ,32 r Ag07 . 30q . -:v'='0
`}224`' $}38;130;
Task Ll Preliminary Design and 30% Plans
8
40
2
80
10
120-
180
360 $39.950
Task L2 Detailed Design
12
100
12
.180
22
220
200
746 $84,410
Task 13 CIF -Wide Fiber Exhibits
2
20
4
32
60
118 $13,790
Jas 2" a JraHia iWal Fhh'in DeV'eFp irfent'kU t to inent..,,,2.
=. 8.
:2 ..
,'s„q
. 22, . 44'-- -
Task 2.1 Field Review
1
1
5
10
10
27 $2,965
Task 2.2 Data Collection
1
5
8
8
22 $2,350
Task 2:351 nal imin D timizationand. lm lementatlon
1
1
2
12
22.
22
60 6,610
Tesk3z�'
...,.
Total Hours Labor
32
2}9
S8
308
fib
440
340
10
1443
Total Labor $166,825
00Cs $1,200
Trafflc:Counts(ADT and. Turning Movement Counts) $3,800
Total Project Cost $171825
TERTS
Page 113
Iteris, Inc.
STANDARD FEE SCHEDULE
STAFF LEVEL
Senior Vice President / Vice President / Principal / Director
Associate Principal / Associate Vice President
Senior Systems Engineer / Senior Transportation Engineer
Senior Software Engineer / Senior Modeler / Senior Software Developer
Senior Transportation Planner/ Senior Analytics Consultant
Chief Scientist / Chief Technical Officer / ITS Designer
Senior Meteorologist / Senior Program Manager / Senior Analyst
Transportation Engineer/ Transportation Planner / Systems Engineer
Program Manager / Scientist / Technician
Software Engineer / Application Technician / Software Developer
Associate Transportation Engineer/ Associate Transportation Planner
Assistant Transportation Engineer/ Assistant Transportation Planner
Project Administration / Senior Administration / Analytics Consultant
Systems Integrator / Applications Developer
Technical Support/ Graphics Support / Editing / Applications Developer
Administrative Support / Forecast Meteorologist / Road Weather Specialist
Standard Terms and Conditions
..��..//j.O1.l� t>rfemm�011i1g
HOURLY RATE
180- 270
150- 250
130- 245
120- 235
120- 225
120- 225
120- 210
105- 160
100- 160
90- 140
85- 135
85- 125
85- 125
SO- 105
45- 105
45- 100
• Categories and Rates listed are for estimating purposes. Billings will be monthly at the individual
Categories and Rates for the persons actually performing the work during the performance period
and are subject to annual adjustment.
Expenses will be billed at cost plus 10 percent for service and handling. Expenses include
project -related costs, such as subcontractor services, traffic counts, postage/delivery service,
reproduction, transportation, and subsistence.
Effective through March 27, 2015.
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 officers, agents,
employees and volunteers.
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, one million dollars ($1,000,000) 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) with
no endorsement or modification limiting the scope of coverage for liability
assumed under a 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
Iteris, Inc. Page C-1
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 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 elected or appointed officers, agents, officials, employees
and volunteers 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 and its officers, officials, employees, and agents 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
Iteris, Inc. Page C-2
Agreement. City reserves the right to require complete, certified copies of
all required insurance policies, at anytime.
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.
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.
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.
Iteris, Inc. Page C-3