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HomeMy WebLinkAboutC-5995 - PSA for Engineering Services for Assessment Districts 111 and 1161� s' cT L V AMENDMENT NO. FOUR TO PROFESSIONAL SERVICES AGREEMENT WITH HARRIS & ASSOCIATES, INC. FOR ENGINEERING SERVICES FOR ASSESSMENT DISTRICTS 111, 116, AND 116B THIS AMENDMENT NO. FOUR TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. Four") is made and entered into as of this 30th day of June, 2019 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and HARRIS & ASSOCIATES, INC., a California corporation ("Consultant"), whose address is 1401 Willow Pass Road, Suite 500, Concord, California 94520, and is made with reference to the following: RECITALS A. On September 10, 2014, City and Consultant entered into a Professional Services Agreement ("Agreement") to engage Consultant in professional engineering services for Assessment Districts ("AD") 111 and 116 ("Project"). B. AD 116 has been split into two separate districts numbered AD 116 (comprised of approximately 103 parcels) and AD 116B (comprised of approximately 53 parcels). C. On September 15, 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 December 31, 2016, and to increase the total compensation. D. On March 15, 2016, City and Consultant entered into Amendment No. Two to the Agreement ("Amendment No. Two") to reflect additional Services not included in the Agreement, as amended, to extend the term of the Agreement to December 31, 2017, and to increase the total compensation. E. On August 30, 2017, City and Consultant entered into Amendment No. Three to the Agreement ("Amendment No. Three") to reflect additional Services not included in the Agreement, as amended, to extend the term of the Agreement to June 30, 2019, to increase the total compensation, and to further define the terms of Consultant's independent contractor status. F. The parties desire to enter into this Amendment No. Four ("Amendment No. Four") to extend the term of the Agreement to December 31, 2020, to allow Consultant sufficient time to complete the work outlined in the Agreement as amended. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: 'The term of this Agreement shall commence on the Effective Date, and shall terminate on December 31, 2020, 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] Harris & Associates, Inc. Amendment No. Four Page 2 IN WITNESS WHEREOF, the parties have caused this Amendment No. Four to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: S• 7.20 CITY OF NEWPORT BEACH, a California municipal corporation Date: 5 -/ I - ZD By: ;I 4 A Al t.o By: A n C. Harp C/ap4 K. Leung City Attorney t4 Manager ATTEST - Date: 6. �0�� Date: J Leilani I. Brown City Clerk CONSULTANT: Harris & Associates, Inc., a California corporation Date: By: Signed in Counterpart K. Dennis Klingelhofer Vice President, Public Finance [END OF SIGNATURES] Harris & Associates, Inc. Amendment No. Four Page 3 IN WITNESS WHEREOF, the parties have caused this Amendment No. Four to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: S- I.2o 4 By: a Y j (Q A on C. Harp City Attorney ATTEST: Date: 0 Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: Grace K. Leung City Manager CONSULTANT: Harris & Associates, Inc., a California cor oration Date: J� ��Zl ZD By: VGse-RFesicJe+at3 Qublic Finance Sen jv?,> 2eo(e [END OF SIGNATURES] Harris & Associates, Inc. Amendment No. Four Page 3 MI Harris & Associates CERTIFICATE OF THE PRESIDENT AND CEO OF HARRIS & ASSOCIATES, INC. Authorization to Enter into Contracts and Proposals Pursuant to the authority granted by Section 5.3 of the Bylaws of Harris & Associates, Inc., a California corporation ("Company"), and the delegation of authority by the Board of Directors of the Company to the President and CEO, the undersigned, as President and CEO, hereby authorizes the individuals named below to have the authority to enter into contracts and proposals, and incur obligations in the amounts set forth below for contracts with acceptable risk. Those contracts that have questionable risk must be elevated to the Risk Management Advisory Committee for review and approval. These individual authorities shall remain in effect until the designated individual's employment or position is terminated, or the signing authority is revoked, changed, or amended by a duly executed Certificate of the President and CEO. Contracts and Proposals in Unlimited Amounts (C -Suite and Division Presidents/Senior Vice Presidents) Ehab Gerges John Kuprenas Lisa Larrabee Michael McCormick Michelle White Steven Winchester Contracts and Proposals up to One Million Dollars ($1,000,000) Scott Alman Randall Berry Alison Bouley Vijay Desai Sean Dunbar Chris Dunne Ann Hajnosz Kourosh Iranpour Lara Jennings Dennis Klingelhofer Frank Lopez Hitta Mosesman Matt Nethercutt Diane Sandman Craig Seifert IN WITN SS WHEREOF, the undersigned has executed this Certificate of the President and CEO as of this 28 day of , 2020. Lisa V. Larrabee, President and CEO OR Cs t1" AMENDMENT NO. THREE TO PROFESSIONAL SERVICES AGREEMENT WITH HARRIS & ASSOCIATES, INC. FOR ENGINEERING SERVICES FOR ASSESSMENT DISTRICTS 111, 116, AND 116B THIS AMENDMENT NO. THREE TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. Three") is made and entered into as of this 30th day of August, 2017 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and HARRIS & ASSOCIATES, INC., a California corporation ("Consultant"), whose address is 1401 Willow Pass Road, Suite 500, Concord, California 94520, and is made with reference to the following: RECITALS A. On September 10, 2014, City and Consultant entered into a Professional Services Agreement ("Agreement") to engage Consultant in professional engineering services for Assessment Districts ("AD") 111 and 116 ("Project"), B. AD 116 has been split into two separate districts numbered AD 116 (comprised of approximately 103 parcels) and AD 116B (comprised of approximately 53 parcels). C. On September 15, 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 December 31, 2016, and to increase the total compensation. D. On March 15, 2016, City and Consultant entered into Amendment No. Two to the Agreement ("Amendment No. Two") to reflect additional Services not included in the Agreement, as amended, to extend the term of the Agreement to December 31, 2017, and to increase the total compensation. E. The parties desire to enter into this Amendment No. Three to the Agreement to reflect additional Services not included in the Agreement, as amended, to extend the term of the Agreement to June 30, 2019, to increase the total compensation, and to further define the terms of Consultant's independent contractor status. 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, 2019, unless terminated earlier as set forth herein." 2. SERVICES TO BE PERFORMED Exhibit A to the Agreement shall be further 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 No. One, Exhibit A to Amendment No. Two, and Exhibit A to this Amendment No. Three 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 A 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"). The Schedule of Billing Rates under Exhibit A to the Agreement, Exhibit B to Amendment No. One, Exhibit B to Amendment No. Two, and Exhibit B to this Amendment No. Three shall collectively be known as the Schedule of Billing Rates for the Agreement. 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 Eighty Four Thousand Three Hundred Forty Dollars and 00/100 ($184,340.00), 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. Two, including all reimbursable items and subconsultant fees, in an amount not to exceed Thirty Six Thousand Seven Hundred Dollars and 00/100 ($36,700.00). 4. INDEPENDENT CONTRACTOR Section 10 of the Agreement is supplemented to include the following language to be inserted under the current paragraph: "Consultant agrees and acknowledges that no individual performing Work pursuant to this Agreement shall: work full-time for more than six (6) months; work regular part-time service of at least an average of twenty (20) hours per week for one year or longer; work nine hundred sixty (960) hours in any fiscal year; or already be a CalPERS member." Harris & Associates, Inc. Page 2 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] Harris & Associates, Inc. Page 3 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTOPN Y'S OFFICE Date: 7 By: 4: 1�7 Aaron C. Harp cw COW) I,#- City ,+City Attorney ATTEST: Date: V 9�YVV By- Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date:q l"\� ByDavid iff City Manager CONSULTANT: Harris & Associates, Inc., a California corporation Date: Signed in Counterpart By: K. Dennis Klingelhofer Vice President, Public Finance [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Harris & Associates, Inc. Page 4 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTOHN Y'S OFFICE Date: Xy: A et - City Attorney ATTEST: Date: By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation By: David Kiff City Manager CONSULTANT: Harris & Associates, Inc., a California corporation Date: 0,28 417 / By: uiz4% K. Dennis Klingelh#r Vice President, Public Finance [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Harris & Associates, Inc. Page 4 EXHIBIT A SCOPE OF SERVICES Harris & Associates, Inc. Page A-1 EXHIBIT A SCOPE OF WORK Following is our scope of work for amendment number 3 which includes pavement restoration plans and property owner support for utility undergrounding districts 111, 116, and 116b not contemplated at the time of executing the Agreement or prior amendments thereto. Task 1 PCC and AC Pavement Restoration The project consists of the preparation of PCC and AC pavement restoration exhibits, charts and estimates to address the impacts from SCE's proposed Utility Undergrounding work within Districts 111, 116, & 116B. Project base sheet will be developed using City -provided and SCE -provided ACAD base sheets that depict the locations and work required for the proposed undergrounding improvements. Harris will take these plans to the field to confirm the extent of the impacts to the street and alley pavements (AC, PCC, V -gutters, driveway aprons, curb & gutter, cross gutter, pavers, etc.), map them, quantify them and develop the required exhibits, charts and estimates. The proposed pavement replacement work (AC, PCC, special pavers, etc.) will be clearly color coded on the pavement restoration plans. It is assumed that City staff will join the Harris team in the field for a kick-off meeting to get off to an efficient start and make sure we are all on the same page regarding the various criteria that will set the various widths and limits of pavement replacement work. An estimation of the work required per District is as follows: Deliverables: Utility Undergrounding District AD311: • One (1) Title Sheet (with overview map and legend, etc.) • Ten (10) Pavement Restoration Plans Sheets (1" = 20' scale, match SCE's sheets) • Detailed quantity estimates broken down by sheet number, Alley or Street & sub -areas Utility Undergrounding District AD116: • One (1) Title Sheet (with overview map and legend, etc.) • Six (6) Pavement Restoration Plans Sheets (1" = 20' scale, match SCE's sheets) • Detailed quantity estimates broken down by sheet number, Alley or Street & sub -areas Utility Undergrounding District AD31613: • One (1) Title Sheet (with overview map and legend, etc.) • Three (3) Pavement Restoration Plans Sheets (1" = 20' scale, match SCE's sheets) Detailed quantity estimates broken down by sheet number, Alley or Street & sub -areas Task 2 — Property Owner Support Harris and Associates will provide support to the City during the design, 2ntl cash call notice, bidding and the construction on a time and material basis. Harris will answer property owner's questions, attend meetings, prepare tracking spreadsheets, and other items as requested by the City. Harris will perform these services on a time and materials basis for tasks authorized by the City. Harris will submit an amendment should the required hours exceed the hours estimated below. EXHIBIT B SCHEDULE OF BILLING RATES Harris & Associates, Inc. Page B-1 EXHIBIT B FEE SCHEDULE Original NTE Fee Amount: .................................................................................... $ 87,580 Amendment1: ........................................................................................................ $ 25,000 Amendment2: ......................................................................................................... $ 35,060 Total Current Authorization: ................................................................................. $147,640 Requested Amendment 3: ........................................................................................ $ 36,700 NewNTE Fee Total................................................................................................. $184,340 The following tables provide the estimated hours of work allocated for each of the project tasks for Phase 1 and Phase 2 of Amendment 3. Phase 1— Pavement Restoration Plans Task Project Manager $200/hr Project Engineer $115/hr Project Engineer $115/hr Total A Kick Off Meeting 2 2 $ 630 B Base Sheet Prep 2 18 $ 2,470 C Field Review 10 30 $ 3,150 D Title Sheet Preparation 1 4 $ 660 E Pavement Restoration Plans 8 28 $ 4,820 F Estimate of Quantities 4 10 $ 1,950 G Process and Refine Deliverables Per Comments 3 8 $ 1,520 Total 30 80 $ 15,200 AD 111 10 of 19 Sheets $8,000 AD 116 (6 of 19 Sheets) $4,800 AD 116b (3 of 19 sheets) $2,400 Phase 2 - Property Owner Support Task Project Manager $225/hr Senior Project Analyst $135/hr Project Engineer $115/hr Total AD 111 Property Owner Support 26 32 32 $ 13,850 AD 116 Property Owner Support 9 12 12 5 5,025 AD 116b Property Owner Support 5 6 6 $ 2,625 Total 40 50 50 $ 21,500 AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT WITH HARRIS & ASSOCIATES, INC. FOR ENGINEERING SERVICES FOR ASSESSMENT DISTRICTS 111, 116, AND 116B THIS AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT ("Amendment No. Two") is made and entered into as of this 15th day of March, 2016 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and HARRIS & ASSOCIATES, INC., a California corporation ("Consultant'), whose address is 1401 Willow Pass Road, Suite 500, Concord, California 94520, and is made with reference to the following: RECITALS A. On September 10, 2014, City and Consultant entered into a Professional Services Agreement ("Agreement") to engage Consultant in professional engineering services for Assessment Districts ("AD") 111 and 116 ('Project"). B. AD 116 has been split into two separate districts numbered AD 116 (comprised of approximately 103 parcels) and AD 116B (comprised of approximately 53 parcels). C. On September 15, 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 December 31, 2016, and to increase the total compensation. D. The parties desire to enter into this Amendment No. Two to reflect additional Services not included in the Agreement, as amended, to extend the term of the Agreement to December 31, 2017, and to increase the total compensation. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on December 31, 2017, unless terminated earlier as set forth herein." 2. SERVICES TO BE PERFORMED Exhibit A to the Agreement shall 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 No. One, and Exhibit A to this Amendment No. Two shall collectively be known as "Exhibit A." The City may elect to delete certain Services within the Scope of Services at its sole discretion. 10-4 3. COMPENSATION TO CONSULTANT Exhibit A 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 A to the Agreement, Exhibit B to Amendment No. One, and Exhibit B to this Amendment No. Two shall collectively be known as "Exhibit B." 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 Forty Seven Thousand Six Hundred Forty Dollars and 00/100 ($147,640.00), 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. Two, including all reimbursable items and subconsultant fees, in an amount not to exceed Thirty Five Thousand Sixty Dollars and 00/100 ($35,060.00). 4. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] Harris & Associates, Inc. Page 2 10-5 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: Ar By:��//, Aaron C. Harp CA* 031 +1 iv City Attorney ATTEST: Date: da�By: ` Leilani I. Brown City Clerk�P�\ CITY OF NEWPORT BEACH, a California municipal corpo ation Date: ,' W By: Di ne B. Dixon Mayor CONSULTANT: Harris & Associates, Inc., a California corporation Date: 61 By: 5L� Dennis A. Anderson Director, Financial Engineering [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Harris & Associates, Inc. Page 3 W1, EXHIBIT A SCOPE OF SERVICES Harris & Associates, Inc. Page A-1 10-7 Harris & Associates=, January 25, 2015 Mr. Michael J. Sinacori, PE Assistant City Engineer City of Newport Beach Public Works Department 100 Civic Center Drive Newport Beach, CA 92660 Re: Proposal for Assessment Services after District Formation — UUAD No. 111, 116 & 116B Dea r M ike, Per your request, attached is our proposal to provide additional assessment engineering services now that Utility Undergrounding Assessment District ("UUAD") Nos. 111, 116 and 116B have been formed. Per our discussions, the City wishes to contract with us to cover the mailing of the Notice of Assessment for the 2 cash collection periods scheduled for each UUAD. The following is our proposed scope of services and estimated fee to provide these additional services for each UUAD. Because the 2"d cash collection period is not anticipated to occur until May, 2017 or later, we request that the contract termination date be set for December 31, 2017. SCOPE OF SERVICES The following is our scope of services that will be required by the City for this process. The table at the end of this section indicates our estimate of additional hours required to complete all 3 districts. Assessment Confirmation and Bond Sale 13. Prepare the Notice of Assessment Lien, List of Assessed Property Owner Names and Assessment Diagram for recordation and record. 14. In Notice: Prepare the Notice of Assessment, including the confirmed assessment amount as well as cash payoff amount, for mailing to all assessed property owners of record within the confirmed district. This scope item assumes the City Attorney and/or Bond Counsel reviews the contents of the Notice and that the City will provide the envelopes for the mailing. Harris will prepare a written declaration that thk task has been completed. 15. Handle all property owner inquiries regarding the Assessment District payoff process and coordinate issuance of replacement notices, as requested by property owners. 16. Prepare the List of Paid and Unpaid Assessments for use by the City. 17. Prepare Notice of Lien Release for all parcels that paid off the assessment in full for execution by the City Clerk and recordation. 18. 2"d Notice: Prepare the 2"d Notice of Assessment, including the confirmed assessment amount as well as cash payoff amount, for mailing to all assessed property owners of record within the 22 Executive Park, Suite 200, Irvine, Califomia 92614-4705 949.655.3900 FAX 949.655.3995 WeAreHarris.com om Mr. Michael J.Sinacori, PE City of Newport Beach January 25, 2016 Page 2 confirmed district. This scope item assumes the City Attorney and/or Bond Counsel reviews the contents of the Notice and that the City will provide the envelopes for the mailing. Harris will prepare a written declaration that this task has been completed. 19. Handle all property owner inquiries regarding the Assessment District payoff process and coordinate issuance of replacement notices, as requested by property owners. 20. Prepare the Final List of Paid and Unpaid Assessments for use by the City. 21. Prepare Notice of Lien Release for all parcels that paid off the assessment in full for execution by the City Clerk and recordation. 22. Assist the City and project team with review of the Preliminary Official Statement and the Official Statement, and provide basic assessment engineering, as necessary, to bring the project to the point of initial bond sale. 23. Participate in meetings with City staff, project administration and coordination with City staff, property owners, bond counsel, financial advisor, bond underwriter, appraiser, and other project consultants. Up to three (3) meetings estimated per district. Exclusions The following items of work are excluded from the Scope of Services: a. Right-of-way services. b. Post -Public Hearing Services (except as noted), including debt service (amortization) schedules and placement of assessments on tax roll. c. Property valuation and tax delinquency information. d. Advertising of notices in newspaper. e. Preparation of improvement plans, specifications, and bid documents. Services and Information to be Provided by Others The following information will be provided by the City or others: a. Posting of Notices. b. Letterhead and envelopes for property owner mailings. c. Fiscal administration. d. Rights -of -entry onto private property, as required. e. Current maps, records, plans, etc., that pertain to this project will be provided by the Public Works Department and/or utility companies, as appropriate, including an electronic base map of the proposed Assessment District. f. Preparation and execution of Notice of Exemption (environment documents, etc.) g. Utility construction cost estimates provided by respective utility companies. ® I Hams 8 Associates. F18001 EXHIBIT B SCHEDULE OF BILLING RATES Harris & Associates, Inc. Page B-1 10-10 Mr. Michael J. Sinacori, PE City of Newport Beach January 25, 2016 Page 3 ESTIMATED FEES Based on our understanding of the services required, our estimated fees for the Scope of Services identified above are shown below and are based on a time -spent basis in accordance with our current hourly rates. Hourly rates include most direct costs such as vehicles, mileage, equipment, computers, communications and reproduction. UUAD111............................................................................................................ .... $21,000 UUAD116........................................................................................................................ $9,500 UUAD116B............................................................................................................................. 14L560 TotalNot -to -Exceed Fee................................................................................................ S35.060 The following table provides the estimated hours of additional work allocated for each of the project tasks under this Amendment. Assessment Confirmation and Bond Sale Project Manager $220/hr Hours Proj. Analyst $115/hr Hours Admin Asst $75/hr Hours Total Estimated Hours Total Estimated Fee 13 Prepare Notice of Assessment Lien, List of Owners, Diagram Record 2.0 12.0 14.0 1,820 14 Mail 1st Noticeof Assessment 2.0 20.0 18.0 40.0 4,090 15 Handle Property Owner Inquiries 2.0 40.0 42.0 5,040 16 Prepare 1st Paid/Unpaid Ust 2A 9.0 11.0 1,475 17 Prepare Notices of Lien Rel ease and Record 2.0 9.0 11.0 1,475 18 Mail 2nd Notice of Assessment 2.0 20.0 18.0 40.0 4,090 19 Handle Property Owner Inquiries 2.0 40.0 42.0 5,040 20 Prepare Final Paid/Unpaid List 2.0 9.0 11.0 1,475 21 Prepare Notices of Lien Release and Record 2.0 9.0 11.0 1,475 22 Review POS and OS 30.0 30.0 6,600 23 Project Team Meetings and Coordination 9.0 9.0 1,980 Reimbursables: Postage I 500 Total Services: 57 168 36 261 $35,060 If you have any questions regarding this proposal, please call me at 949.655.3900 ext. 2334, or email me at Dennis.Anderson@WeAreHarris.com Sincerely, Harris & Associates Dennis Anderson Director, Public Finance Harris & Associates. 10-11 V" AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT WITH HARRIS & ASSOCIATES, INC. FOR ENGINEERING SERVICES FOR ASSESSMENT DISTRICTS 111 AND 116 THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT ("Amendment') is made and entered into as of this 15th day of September, 2015 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and HARRIS & ASSOCIATES, INC., a California corporation ("Consultant'), whose address is 1401 Willow Pass Road, Suite 500, Concord, CA 94520, and is made with reference to the following: RECITALS A. On September 10, 2014, City and Consultant entered into a Professional Services Agreement ("Agreement') for engineering services for Assessment Districts (AD) 116 ('Project'). B. AD 116 has been split into two separate districts numbered AD 116 (comprised of approximately 103 parcels) and AD 116B (comprised of approximately 53 parcels). C. The parties desire to enter into this Amendment No. One to reflect those additional Services not included in the Agreement, as amended, to extend the term of the Agreement to December 31, 2016 and to increase the total compensation. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on December 31, 2016, unless terminated earlier as set forth herein." 2. SERVICES TO BE PERFORMED Exhibit A to the Agreement shall 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 and Exhibit A to this Amendment No. 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 the Agreement and Exhibit B to Amendment No. One shall collectively be known as "Exhibit B." 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 Twelve Thousand Five Hundred Eighty Dollars and 001100 ($112,580.00), 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 Twenty Five Thousand Dollars and 001100 ($25,000.00). 4. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] Harris & Associates, 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 AT� RN Y'S OFFICE Date: BY: 2N V4 Ll— Aaron C. Harp la - City Attorney ATTEST: 111-5116 Date: ME Leilani I. Brown City Clerk r ,v �il � P 6C►Fo%� CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Dave i City Manager CONSULTANT: Harris & Associates, Inc., a California cg9rpppration Date: 1017/'ZolS By; ennis A. Anderson Director, Financial Engineering [END OF SIGNATURES] Attachments: Exhibit A – Scope of Services Exhibit B – Schedule of Billing Rates Harris & Associates, Inc. Page 3 EXHIBIT A SCOPE OF SERVICES Engineer's Report and Formation Proceedings 1. Attend assessment district coordination meetings on an as -needed basis. Coordinate between City and property owners as required. Up to three (3) meetings estimated. 2. Prepare the Boundary Map and the Assessment Diagram for the Assessment District from an electronic base map supplied by the City. 3. Prepare the draft Preliminary Engineer's Report in accordance with the 1913 Act, the 1931 Act and Proposition 218, to include the following: 1931 Act information and tables Plans and specifications (by reference) Description of works of improvements Preliminary estimate of costs Assessment Diagram Method of assessment apportionment Assessment roll with preliminary assessments Right -of -Way Certificate (executed by Superintendent of Streets) Certificate of Completion (executed by Director of Public Works) 4. Prepare draft Resolution of Intention and staff report. S. Finalize the Preliminary Engineer's Report, including apportionment and method of assessment distribution, resolution and staff report based on comments received. 6. Attend property owner information meetings to discuss preliminary assessments. Up to three (3) meetings estimated. 7. Attend the City Council meeting at which Resolution of Intention and Preliminary Engineer's Report are considered and Public Hearing is set. 8. Prepare Boundary Map for recordation and record. 9. Prepare the Notices of Public Hearing and Assessment Ballots, including the property owner's name and mailing address, Assessor's parcel number and preliminary assessment amount, for mailing to all assessed property owners of record within the proposed district. Work will be performed in accordance with the 1913 Act and Proposition 218. This scope assumes Special Council and the City will review and approve the contents of the Notice and that the City will provide the envelopes and postage for mailing. Prepare a written declaration that this task has been completed. Handle all property owner inquiries regarding the Assessment District and coordinate issuance of replacement ballots, as requested by property owners. Harris & Associates, Inc. Page A-1 10. Attend the City Council meeting at which the Public Hearing is conducted to provide technical support and answer questions. Tabulate the assessment ballots after the close of the public hearing and present the results to the City Council. 11. Make revisions to the Engineer's Report as ordered by the City Council. 12. Coordinate with City and property owners as necessary during the formation proceedings. Up to three (3) meetings estimated. Exclusions The following items of work are excluded from the Scope of Services: a. Right-of-way services. b. Post -Public Hearing Services (except as noted), including debt service (amortization) schedules and placement of assessments on tax roll. C. Property valuation and tax delinquency information. d. Advertising of notices in newspaper. e. Preparation of improvement plans, specifications, and bid documents. Services and Information to be provided by others The following information will be provided by the City or others: a. Posting of Notices. b. Postage, letterhead and envelopes for property owner mailings. C. Fiscal administration. d. Rights -of -entry onto private property, as required. e. Current maps, records, plans, etc., that pertain to this project will be provided by the Public Works Department and/or utility companies, as appropriate, including an electronic base map of the proposed Assessment District. f. Preparation and execution of Notice of Exemption (environment documents, etc.) g. Utility construction cost estimates provided by respective utility companies. Harris & Associates, Inc. Page A-2 EXHIBIT B SCHEDULE OF BILLING RATES Based on our understanding of the services required, our fees for the Scope of Services identified above are shown below and are based on a time -spent basis in accordance with the hourly rates identified in our existing contract. Hourly rates include most direct costs such as vehicles, mileage, equipment, computers, communications and reproduction. Original NTE Fee Amount: AD 111................................................................... $43,790 Original NTE Fee Amount: AD 116................................................................... $43,790 Original NTE Fee Total: .................................................................................... $87,580 Requested Amendment: AD 116/116B..................................................................... $25.000 New NTE Fee Total: ....................................................................................... $112,580 The following table provides the estimated hours of additional work allocated for each of the project tasks under this Amendment. Project Asassesament Proj. Senior CAD Admin Total Total Manager Engineer Analyst Technician Asst Estimated Elimated $220/hr $190/hr $115/hr $130/hr $75/hr Hours Fee Hours Hours Hours Hours Hours 4 4 Phase 1 -Amendment -Engineer's Reoort and Formation Proceedings 1 Utility Coordination Meetings and Owner Coord. 3 mt s est. 0 0 2 Prepare Boundary Map and Assessment Diagram 2 6 20 28 4,18 3 Prepare draft Preliminary Engineer's Report 4 20 20 44 6,98 4 Prepare ROI and Staff Report 2 S 1,39 5 Finalize Preliminary Engineer's Report 2 4 4 10 1,66 6 Propernf ProperOwner Informationon Meetings 3 mt s est. 2 2 4 820 7 Attend ROI Council M 1 m 2 2 4 820 8 Prepare Boundary MaD for Recordation and Record 4 4 460 9 Prepare Notices of Formation and Ballots 2 4 24 4 34 4,260 10 Attend Public Hearing & Tabulate Assessment Ballots 1 m 4 1 4 4 12 2 10 11 revisions to En ineer's Re ort as directed 2 2 6 10 1 51 11 Pie 12 Pro ect Team Meetin s and Coordination 3 rntgs est. 2 1 2 1 1 41 0 Total Phase 1 Services: 24 51 62 20 4 154 $25,000 Harris & Associates, Inc. Page B-1 In V PROFESSIONAL SERVICES AGREEMENT WITH HARRIS & ASSOCIATES, INC. FOR ENGINEERING SERVICES FOR ASSESSMENT DISTRICTS 111 AND 116 THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and entered into as of this 10th day of September, 2014 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and HARRIS & ASSOCIATES, INC., a California corporation ("Consultant'), whose address is 1401 Willow Pass Road, Suite 500, Concord, California 94520, 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 Professional engineering services for Assessment Districts (AD) 111 and 116 ("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, 2016, 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 and Schedule of Billing Rates 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 Exhibit A. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Eighty Seven Thousand Five Hundred Eighty Dollars and 00/100 ($87,580.00), 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 A to this Agreement or specifically approved in writing in advance by City. 4.4 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Harris & Associates, Inc. Page 2 Compensation for any authorized Extra Work shall be paid in accordance with the Scope of Services and Schedule of Billing Rates as set forth in Exhibit A. 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 Dennis A. Anderson 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. Harris & Associates, 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 Harris & Associates, 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 Harris & Associates, 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 Iogins and password information to City upon prior written request. 17.2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant, and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. 17.3 CADD data delivered to City shall include the professional stamp of the engineer or architect in charge of or responsible for the Work. City agrees that Consultant shall not be liable for claims, liabilities or losses arising out of, or connected with (a) the modification or misuse by City, or anyone authorized by City, of CADD data; Harris & Associates, Inc. Page 6 (b) the decline of accuracy or readability of CADD data due to inappropriate storage conditions or duration; or (c) any use by City, or anyone authorized by City, of CADD data for additions to this Project, for the completion of this Project by others, or for any other Project, excepting only such use as is authorized, in writing, by Consultant. By acceptance of CADD data, City agrees to indemnify Consultant for damages and liability resulting from the modification or misuse of such CADD data. All original drawings shall be submitted to City in the version of AutoCAD used by the City in .dwg file format, on a CD, and should comply with the City's digital submission requirements for improvement plans available from the City's Public Works Department. The City will provide Consultant with City title sheets as AutoCAD file(s) in .dwg file format. All written documents shall be transmitted to City in formats compatible with Microsoft Office and/or viewable with Adobe Acrobat. 17.4 All improvement and/or construction plans shall be prepared with indelible waterproof ink or electrostatically plotted on standard twenty-four inch (24") by thirty-six inch (36") Mylar with a minimum thickness of three (3) mils. Consultant shall provide to City 'As-Built' drawings and a copy of digital Computer Aided Design and Drafting ("CADD") and Tagged Image File Format (.tiff) files of all final sheets within ninety (90) days after finalization of the Project. For more detailed requirements, a copy of the City of Newport Beach Standard Design Requirements is available from the City's Public Works Department. 18. OPINION OF COST Any opinion of the construction cost prepared by consultant represents the consultant's judgment as a design professional and is supplied for the general guidance of City. Since consultant has no control over the cost of labor and material, or over competitive bidding or market conditions, consultant does not guarantee the accuracy of such opinions as compared to consultant or contractor bids or actual cost to City. 19. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information. 20. INTELLECTUAL PROPERTY INDEMNITY Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement or alleged infringement of any United States' letters patent, trademark, or copyright, including costs, contained in Consultant's Documents provided under this Agreement. 21. RECORDS Consultant shall keep records and invoices in connection with the Services to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, Harris & Associates, Inc. Page 7 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. 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. Harris & Associates, Inc. Page 8 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: Michael Sinacori, Assistant City 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: Dennis A. Anderson Harris & Associates, Inc. 22 Executive Park, Suite 200 Irvine, CA 92614 27. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Consultant shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Consultant's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Consultant in writing as unsettled at the time of its final request for payment. Consultant and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Consultant shall be required to file any claim Consultant may have against City in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 28. TERMINATION 28.1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure Harris & Associates, Inc. Page 9 such default, and thereafter diligently take steps to cure the default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 28.2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven (7) calendar days' prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 29. STANDARD PROVISIONS 29.1 Recitals. City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 29.2 Compliance with all Laws. Consultant shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 29.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 29.4 Integrated Contract, This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 29.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 29.6 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 29.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. Harris & Associates, Inc. Page 10 29.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 29.9 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 29.10 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, age or any other impermissible basis under law. 29.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 29.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] Harris & Associates, Inc. Page 11 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: U By: Aaron C. Harp City Attorney ATTEST: �a Date: y By: dap� 1 fi. Leilani 1. Brow* City Clerk Zc, )Zo a N-1 CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Dave City Manager CONSULTANT: Harris & Associates, Inc., a California corporation Date: It ¢/ 1;314- Dennis A. Anderson Director, Financial Engineering [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services and Schedule of Billing Rates Exhibit B — Insurance Requirements Harris & Associates, Inc. Page 12 EXHIBIT A SCOPE OF SERVICES AND SCHEDULE OF BILLING RATES Assessment District No. 111 ("AD 111 "): The following is our understanding of the services that will be required by the City for this process. There are approximately 290 parcels within AD 111. A. ENGINEER'S REPORT AND FORMATION PROCEEDINGS: 1. Attend assessment district coordination meetings on an as -needed basis. Coordinate between City and property owners as required. Up to three (3) meetings estimated. 2. Prepare the Boundary Map and the Assessment Diagram for the Assessment District from an electronic base map supplied by the City. 3. Prepare the draft Preliminary Engineer's Report in accordance with the 1913 Act, the 1931 Act and Proposition 218, to include the following: • 1931 Act information and tables • Plans and specifications (by reference) • Description of works of improvements • Preliminary estimate of costs • Assessment Diagram • Method of assessment apportionment • Assessment roll with preliminary assessments • Right -of -Way Certificate (executed by Superintendent of Streets) • Certificate of Completion (executed by Director of Public Works) 4. Prepare draft Resolution of Intention and staff report. 5. Finalize the Preliminary Engineer's Report, including apportionment and method of assessment distribution, resolution and staff report based on comments received. 6. Attend property owner information meetings to discuss preliminary assessments. Up to three (3) meetings estimated. 7. Attend the City Council meeting at which Resolution of Intention and Preliminary Engineer's Report are considered and Public Hearing is set. 8. Prepare Boundary Map for recordation and record. 9. Prepare the Notices of Public Hearing and Assessment Ballots, including the property owner's name and mailing address, Assessor's parcel number and preliminary assessment amount, for mailing to all assessed property owners of record within the proposed district. Work will be performed in accordance with the 1913 Act and Proposition 218. This scope assumes Special Council and the City will review and approve the contents of the Notice and that the City will provide the envelopes and postage for mailing. Harris & Associates, Inc. Page A-1 Prepare a written declaration that this task has been completed. Handle all property owner inquiries regarding the Assessment District and coordinate issuance of replacement ballots, as requested by property owners. 10. Attend the City Council meeting at which the Public Hearing is conducted to provide technical support and answer questions. Tabulate the assessment ballots after the close of the public hearing and present the results to the City Council. 11. Make revisions to the Engineer's Report as ordered by the City Council. 12. Coordinate with City and property owners as necessary during the formation proceedings. Up to three (3) meetings estimated. B. EXCLUSIONS: The following items of work are excluded from the Scope of Services: 1. Right-of-way services. 2. Post -Public Hearing Services (except as noted), including debt service (amortization) schedules and placement of assessments on tax roll. 3. Property valuation and tax delinquency information. 4. Advertising of notices in newspaper. 5. Preparation of improvement plans, specifications, and bid documents. C. SERVICES AND INFORMATION TO BE PROVIDED BY OTHERS: The following information will be provided by the City or others: 1. Posting of Notices. 2. Postage, letterhead and envelopes for property owner mailings. 3. Fiscal administration. 4. Rights -of -entry onto private property, as required. 5. Current maps, records, plans, etc., that pertain to this project will be provided by the Public Works Department and/or utility companies, as appropriate, including an electronic base map of the proposed Assessment District. 5. Preparation and execution of Notice of Exemption (environment documents, etc.) 6. Utility construction cost estimates provided by respective utility companies. D. ESTIMATED FEES: Based on our understanding of the services required, our estimated fees for the Scope of Services identified above shown below and based on a time -spent basis in accordance with the hourly rates identified in our on-call contract. Hourly rates include most direct costs such as vehicles, mileage, equipment, computers, communications and reproduction. Harris & Associates, Inc. Page A-2 AD 111 Engineer's Report and Formation Proceedings: Tasks 1 through 12 .............................................Time & Materials, estimated at $39,790 Contingency .......................................................Time & Materials, estimated at $ 4,000 For a total not to exceed contract amount of ................................................. $43,790 These fees are based on the Formation Proceedings being completed in calendar year 2015. The following tables provide the estimated hours of work allocated for each of the project tasks. Project Dep. Proj. Sr. Proj Senior CA Admin 2.460 Manager Manager Analyst Technician Support Total Total $220/hr $190/hr $115/hr $130/hr $75/hr Estimated Estimated Hours Hours Hours Hours Hours Hours Fee Engineer's Report and Formation Proceedings 1 AD Coordination Meetings and Owner Coord. 3 ml s est. 6 6 1 12 2.460 2 Prepare Boundary Map and Assessment Diagram 2 6 1 40 48 6,780 3 Prepare draft Preliminary Engineer's Report 8 24 24 56 9,080 4 Prepare ROI and Staff report 2 4 1,200 5 Finalize PreliminaryEngineers Report, ROI and Staff Report 4 6 12 1,890 6 Property Owner Information Meetings (3 mtgs est.) 6 6 6 18 3,150 7 Attend ROI Cowci I Ml 1 m 8 1,640 8 Prepare Boundary Map for Recordation and Record 460 9 Prepare Notices of Formation and Ballots 2 4 32 12 0 5,780 10 Attend Public Heann & Tabulate Assessment Ballots 1 mt 6 6 6 18 3,150 11 Make revisions to Engineers Report as drected 2 8 12 1.740 121 Project Team Meetings and Coordination 3 m s est.) b 16 112 2,460 Engineer's Report and Formation Proceedings: 46 72 36 4u . lz zou was, rev II. ASSESSMENT DISTRICT NO. 116 ("AD 116x'): The following is our understanding of the services that will be required by the City for this process. There are approximately 270 parcels within AD 116. A. ENGINEER'S REPORT AND FORMATION PROCEEDINGS: 1. Attend assessment district coordination meetings on an as -needed basis. Coordinate between City and property owners as required. Up to three (3) meetings estimated. 2. Prepare the Boundary Map and the Assessment Diagram for the Assessment District from an electronic base map supplied by the City. 3. Prepare the draft Preliminary Engineer's Report in accordance with the 1913 Act, the 1931 Act and Proposition 218, to include the following: • 1931 Act information and tables • Plans and specifications (by reference) • Description of works of improvements • Preliminary estimate of costs • Assessment Diagram • Method of assessment apportionment • Assessment roll with preliminary assessments • Right -of -Way Certificate (executed by Superintendent of Streets) Harris & Associates, Inc. Page A-3 • Certificate of Completion (executed by Director of Public Works) 4. Prepare draft Resolution of Intention and staff report. 5. Finalize the Preliminary Engineer's Report, including apportionment and method of assessment distribution, resolution and staff report based on comments received. 6. Attend property owner information meetings to discuss preliminary assessments. Up to three (3) meetings estimated. 7. Attend the City Council meeting at which Resolution of Intention and Preliminary Engineer's Report are considered and Public Hearing is set. 8. Prepare Boundary Map for recordation and record. 9. Prepare the Notices of Public Hearing and Assessment Ballots, including the property owner's name and mailing address, Assessor's parcel number and preliminary assessment amount, for mailing to all assessed property owners of record within the proposed district. Work will be performed in accordance with the 1913 Act and Proposition 218. This scope assumes Special Council and the City will review and approve the contents of the Notice and that the City will provide the envelopes and postage for mailing. Prepare a written declaration that this task has been completed. Handle all property owner inquiries regarding the Assessment District and coordinate issuance of replacement ballots, as requested by property owners. 10. Attend the City Council meeting at which the Public Hearing is conducted to provide technical support and answer questions. Tabulate the assessment ballots after the close of the public hearing and present the results to the City Council. 11. Make revisions to the Engineer's Report as ordered by the City Council. 12. Coordinate with City and property owners as necessary during the formation proceedings. Up to three (3) meetings estimated. B. EXCLUSIONS: The following items of work are excluded from the Scope of Services: 1. Right-of-way services. 2. Post -Public Hearing Services (except as noted), including debt service (amortization) schedules and placement of assessments on tax roll. 3. Property valuation and tax delinquency information. 4. Advertising of notices in newspaper. 5. Preparation of improvement plans, specifications, and bid documents. Harris & Associates, Inc. Page A-4 C. SERVICES AND INFORMATION TO BE PROVIDED BY OTHERS: The following information will be provided by the City or others: 1. Posting of Notices. 2. Postage, letterhead and envelopes for property owner mailings. 3. Fiscal administration. 4. Rights -of -entry onto private property, as required. 5. Current maps, records, plans, etc., that pertain to this project will be provided by the Public Works Department and/or utility companies, as appropriate, including an electronic base map of the proposed Assessment District. 6. Preparation and execution of Notice of Exemption (environment documents, etc.) 7. Utility construction cost estimates provided by respective utility companies. D. ESTIMATED FEES: Based on our understanding of the services required, our estimated fees for the Scope of Services identified above shown below and based on a time -spent basis in accordance with the hourly rates identified in our on-call contract. Hourly rates include most direct costs such as vehicles, mileage, equipment, computers, communications and reproduction. AD 116 Engineer's Report and Formation Proceedings Tasks 1 through 12 .............................................Time & Materials, estimated at $39,790 Contingency ........................................................Time & Materials, estimated at $ 4,000 For a total not to exceed contract amount of ...................................................$43,790 These fees are based on the Formation Proceedings being completed in calendar year 2015. The following tables provide the estimated hours of work allocated for each of the project tasks. Project Dep. Proj. Sr. Proj Senior CA Admin 2.460 Manager Manager Analyst Technician Support Total Total $2201hr $190/hr $115/hr $130Ihr $751hr Estimated Estimated Hours Hours Hours Hours Hours I Hours Fee Ergcteer's Report and Formation Proceedings 1 AD Coordination Meetings and Owner Coord. (3 mtgs est.) 6 6 1 12 2.460 2 Prepare Boundary Map and Assessment Di agram 2 6 40 48 6,780 3 Prepare draft Preliminary Engineer's Report 8 24 24 56 9,080 4 Prepare ROI and Staff report 2 4 1,200 5 Finalize Preliminary Engineer's Report, ROI and Staff Report 2 4 6 12 1,890 6 Property Owner Information Meetings (3 mtgs est.) 6 6 6 18 3,150 7 Attend ROI Council Mtg (1 mtg) 4 4 8 1,640 8 Prepare Boundary Map for Rec,rdationand Record 4 460 9 Prepare Notices of Formation and Ballots 2 4 32 12 50 5,780 10 Attend Public Hearing & Tabulate Assessment Ballots (1 mtg) 6 66 18 3,150 11 Make revisions to Engineers Report as directed 2 2 8 12 1 1,740 12 Project Team Meetings and Coordination (3 mtgs est.) 16 166 1 1 112 2,460 trgineers Keportano ronnanon Yroceenings: 46 1z bo nu i2 256 mw,.c., Harris & Associates, Inc. Page A-5 EXHIBIT B 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, 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 Harris & Associates, Inc. Page B-2 9 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. 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 Harris & Associates, Inc. Page B-3 shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant sixty (60) calendar days advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation. C. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. D. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. E. Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self- insurance will not be considered to comply with these requirements unless approved by City. F. City Remedies for Non -Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. 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) Harris & Associates, Inc. Page B-4 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. Harris & Associates, Inc. Page B-5 CERTIFICATE OF INSURANCE CHECKLIST City of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. * Date Received: 11/19/14 Dept./Contact Received From: Raymund Date Completed: 11/19/14 Sent to: Raymund By: Chris Company/Person required to have certificate: Harris & Associates Inc Type of contract: All Others I. GENERAL LIABILITY EFFECTIVE/EXPIRATION DATE: 8/1/14-8/1/15 A. INSURANCE COMPANY: Hanover American Insurance Company B. AM BEST RATING (A-: VII or greater): A:XIV C. ADMITTED Company (Must be California Admitted): Is Company admitted in California? N Yes ❑ No D. LIMITS (Must be $1 M or greater): What is limit provided? 2,000,000/4,000,000 E. ADDITIONAL INSURED ENDORSEMENT — please attach ® Yes ❑ No F. PRODUCTS AND COMPLETED OPERATIONS (Must (What is limits provided?) include): Is it included? (completed Operations status does F. PRIMARY & NON-CONTRIBUTORY WORDING (For Waste not apply to Waste Haulers or Recreation) E Yes ❑ No G. ADDITIONAL INSURED FOR PRODUCTS AND G. HIRED AND NON -OWNED AUTO ONLY: COMPLETED OPERATIONS ENDORSEMENT (completed H. NOTICE OF CANCELLATION: Operations status does not apply to Waste Haulers) E Yes ❑ No H. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? E 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): E N/A ❑ Yes ❑ No L. NOTICE OF CANCELLATION: ❑ N/A E Yes ❑ No 11. AUTOMOBILE LIABILITY EFFECTIVE/EXPIRATION DATE: 811/14-8/1/15 A. INSURANCE COMPANY: Liberty Mutual Fire Insurance Company B. AM BEST RATING (A-: VII or greater) A:XV C. ADMITTED COMPANY (Must be California Admitted): Is Company admitted in California? E Yes ❑ No D. LIMITS - If Employees (Must be $1 M 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): E N/A ❑ Yes ❑ No G. HIRED AND NON -OWNED AUTO ONLY: ❑ N/A ❑ Yes E No H. NOTICE OF CANCELLATION: ❑ N/A E Yes ❑ No III. WORKERS' COMPENSATION EFFECTIVE/EXPIRATION DATE: 8/1/14-8/7/15 A. INSURANCE COMPANY: Travelers Property Casualty Company of America B. AM BEST RATING (A-: VII or greater): A+:XV C. ADMITTED Company (Must be California Admitted): ® Yes ❑ No D. WORKERS' COMPENSATION LIMIT: Statutory ® Yes ❑ No E. EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater) 1,000,000 F. WAIVER OF SUBROGATION (To include): Is it included? ® Yes ❑ No G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM: ® N/A ❑ Yes ❑ No H. NOTICE OF CANCELLATION: ❑ N/A ® Yes ❑ No ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED IV. PROFESSIONAL LIABILITY V POLLUTION LIABILITY V BUILDERS RISK Approved: a Agent of Alliant Insurance Services Broker of record for the City of Newport Beach 11/19/14 Date ❑ NIA ® Yes ❑ No ® N/A ❑ Yes ❑ No ®NIA ❑ Yes ❑ No ® Yes ❑ No RISK MANAGEMENT APPROVAL REQUIRED (Non -admitted carrier rated less than Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No Reason for Risk Management approval/exception/waiver: Approved: Risk Management Date * Subject to the terms of the contract.