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HomeMy WebLinkAbout12 - Traffic Signal Maintenance Agreement- CITY OF NEYMPORT BEACH G <�coaN`P City CoII.AnOH S14a Rep®Ii Agenda Item No. 12 November 7.7, 2012 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Public Works Department David A. Webb, Public Works Director 949- 644 -3311, dawebb @newportbeachca.gov PREPARED BY: Bryan Loo, Junior Civil Engineer APPROVED: � v � Ck N71 � TITLE: Traffic Signal Maintenance —Approval of Maintenance Agreement with Siemens Industry, Inc. ABSTRACT: In an on -going effort to maintain the City's traffic signal equipment, staff requests City Council approval of a Professional Services Agreement with Siemens Industry, Inc. for routine signal maintenance, repair services and emergency response for the City's 120 traffic signals, flashing crosswalk, and six flashing beacons. RECOMMENDATIONS: 1. Approve a Professional Services Agreement with Siemens Industry, Inc., of Anaheim, for annual maintenance of the City's traffic signal equipment for a not - to- exceed price of $280,000 per year. The initial term of the Agreement shall be for a period of one year with the option to extend the agreement for an additional four years. Authorize the Public Works Director to extend the maintenance agreement annually up to a total of five -years upon successful completion of an annual review. 3. Authorize the Mayor and City Clerk to execute the Agreement. FUNDING REQUIREMENTS: There are sufficient funds available in the Public Works Traffic Signal Operation and Maintenance account (5200 -8030) for this maintenance agreement for the current fiscal year. 1 of 57 Traffic Signal Maintenance —Approval of Professional Services Agreement with Siemens November 27, 2012 Page 2 Funds will be appropriated annually for traffic signal maintenance through the budget process during the term of the contract. Historically, the annual traffic signal maintenance costs vary from year to year. The annual budget for routine maintenance tasks can be fixed as it represents specified costs per intersection. Extraordinary maintenance costs depend on unforeseen outages and repairs and traffic collision damage. Therefore, these costs can only be estimated based on previous year's expenses. Review of historical data and estimates of future work necessary to maintain the system show the current annual, not -to- exceed amount of $280,000 is appropriate for this agreement. DISCUSSION: In 2007, the City entered into a Professional Service Agreement with Republic ITS, for traffic signal maintenance, repair services and emergency traffic signal response for the City's 120 traffic signals, flashing crosswalk, and six flashing beacons. The current Republic ITS agreement term expires January 1, 2013. Maintenance and operation of the City's traffic signal system is managed by Public Works Staff through a contract maintenance company that specializes in traffic signals operation and repair. Keeping the City's traffic signal system operational includes routine maintenance, traffic signal equipment repair and replacement, and emergency response for traffic signal outages and damage from traffic collisions. These services are separated as Routine Maintenance and Extraordinary Maintenance. Routine Maintenance includes cleaning equipment, visually inspecting and checking the operation of all equipment, checking programmed signal timing, and testing equipment. Extraordinary Maintenance includes repair or replacement of damaged, failed, or deteriorated equipment, repair of equipment damaged by vehicle accidents or vandalism, and refinishing or repainting of poles or cabinets. Public Works staff recently prepared and sent out a Request for Proposal to solicit proposals from traffic signal maintenance companies. Three firms submitted proposals and were reviewed by a panel of four Public Works employees to evaluate each firm's qualifications, past experience on similar contracts, and ability to uphold the terms of the scope of services. Siemens Industry, Inc. (formerly Republic ITS) was selected, noting the company has maintained the City's traffic signal system competently and professionally through the term of the expiring contract. Additionally, it proposed the lowest cost for routine maintenance and has extensive knowledge of the City's traffic signal system and is familiar with City Staff and policies. 7-. Traffic Signal Maintenance — Approval of Professional Services Agreement with Siemens November 27, 2012 Page 3 To ensure the agreement's obligations will be met, the City and the Contractor will meet annually to review the contractor's performance. For this reason, the contract is renewable annually for a term of up to five years. ENVIRONMENTAL REVIEW: Staff recommends the City Council find this action is not subject to the California Environmental Quality Act ( "CEQX) pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly. 1"a tmlrec 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). Public Works Director /City Engineer Attachments: A. RFP -Scope of Services B. Professional Services Agreement S Attachment A EXHIBIT A CITY OF NEWPORT BEACH TRAFFIC SIGNAL MAINTENANCE SCOPE OF WORK THIS SCOPE defines the terms of a one (1) to five (5) year contract for maintenance of traffic signals, electrical or mechanical traffic control or traffic devices, as defined herein, in the City of Newport Beach, herein after referred to as "CITY." On an amoral basis, both parties will review the language of this scope of work. Any changes to this Scope and the accompanying contract shall be approved by the CITY and the Traffic Signal Company, herein referred to as "COMPANY." The date of annual review will be one year from the execution date of the contract. A decision on the contract renewal will be made at that time. Services provided shall be as follows: SECTION 1: GIW ERAL A. QUALIFICATIONS The COMPANY shall have available and readily accessible all required tools, equipment, apparatus, facilities, skilled labor services and materials to perform all work necessary to maintain the traffic signal facilities in a good and professional workmanlike manner. All signal work shall be performed in accordance with the current Standard Plans and Section 86 of the Standard Specifications for the State of California, Department of Transportation, "Greenbook" Standard Specifications for Public Works Construction, International Signal Municipal Association (IMSA), and the current City of Newport Beach Standard Plans. The COMPANY shall provide at least one full -thne Transportation Systems Electrician certified as a Level II (minimum) traffic signal technician by the IMSA, and certified by the State of California, labor code section 3099 and 3099.2. The COMPANY shall provide, upon 4 of 57 Page 1 of 23 execution of the agreement, certifications for all other Transportation Systems Technicians working in the CITY. The COMPANY shall have on hand at all times the minimum specified spare controllers with the most recent software update as listed below for as- needed replacements. 0 Econolite ASC /3 -2100 NEMA controllers (at least three), 0 Safetran ASC /3 RackMount conhollers (at least one), and 0 Econolite ASC /3 -2070 (at least one). The COMPANY shall have available adequate skilled personnel and proper lab testing i'acilities to perform inspection of new and existing controller assemblies including controller units, auxiliary equipment, and traffic control appurtenances. The COMPANY shall retain a local telephone number where they can be reached twenty - four (24) hours for the replacement of burned -out vehicle indications, adjustment of turned heads, repair of controller malfunctions or any damage creating a public hazard. This telephone number shall be made available to all persons designated by the CITY. The COMPANY shall provide services to the C.'ITY, Monday through Friday, 7:30 AM — 5:00 PM under regular time pay rate. All work outside the specified hours and on holiday shall be paid according to State of California labor laws. B. RESPONSE At the COMPANY'S cost, the COMPANY shall utilize and maintain mobile communications between the CITY and the COMPANY. The COMPANY shall respond immediately to emergency calls when dhected by the CITY, and dispatch the qualified personnel and equipment to reach the site xitltin thirty (30) minutes. In all other circumstances, the company shall respond within sixty (60) minutes. The replacement of burned -out vehicle indications and internally illuminated street name sign lamp need not be on an emergency basis if there are at least two (2) indications still operative for each direction of travel. Such replacement shall be handled as soon as possible in a routine marwer within a 48 hour period. s or e7 Page 2 of 23 The COMPANY's qualified persoiuiel and service truck shall be equipped with proper tools and materials to respond to the call prior to the responding. C. RECORDS I. Each Intersection: At each intersection, the COMPANY shall maintain a permanent record of service information for the intersection equipment including, but not limited to, vehicle and pedestrian timing, detectors, cabinet wiring, interconnect equipment, pre - emptive control, or similar equipment. The COMPANY shall maintain a separate record at each intersection detailing monthly maintenance and repairs of controller and related equipment, which shall be in English and legible. 2. Office Records: The COMPANY shall maintain a complete record of all laboratory repairs to controllers showing all parts or components repaired or replaced including serial numbers and item description. &ch service truck in the field shall keep a daily record covering time chargeable to this contract in each twenty -four (24) hour period. This record shall include the time of day work was performed at each intersection, description of work performed and the name of the technician that performed the work. 3. Activities Renort: A monthly activities report shall be included with all monthly invoices to the CITY Traffic Engineer by the fifteenth of each month. The report shall include a complete record of all work performed on the CITY'S traffic signal equipment during the previous month. The report shall include: • Location of each separate service • Date and approximate time for the service • Reason for the service • Identification of the type of service (routine, extraordinary and /or emergency) • Status of repair (complete or temporary) for temporary— estimated date of final repairs • Source of the request for service • Name of the technician(s) performing the service • Number of hours spent for each service 6 of 57 Page 3 of 23 With each monthly invoice, the COMPANY shall provide a monthly status report of open or incomplete work orders. This shall include any wor]< that has been identified pending approved maintenance /repairs, temporary repairs, or maintenance pending delivery of equipment. The report sliall include: • Location ofpmding work • Date of authorization • Reason the work is incomplete • Estimated date when the service will be completed At the CITY's discretion, the CITY may request a meeting to review the activities of the COMPANY. D. NEW INsfALLATIONS COMPANY shall maintain any additional traffic signals and appurtenant devices as they are installed or become a part of the maintenance requirements of the CITY at the contract bid price. In the event that notification is made of a new installation other than at the beginning of a monthly period, the unit cost will be prorated foul the day the COMPANY is notified. E. TRAFFIC SIGNAL CONTROL EQUIPMENT The COMPANY shall repair, replace, or otherwise render in good working order any and all defective parts of the traffic signal control equipment with like make and model parts as the need arises except as agreed upon by the CITY. Whenever equipment is replaced or removed from the controller cabinet, the CITY shall be, notified by phone within 24 hours or the next working day. Non - essential, non - safety related equipment sha11 be replaced within 14 calendar days after notifying the CITY. The COMPANY agrees to notify the CITY Traffic Engineer, or his authorized representative, a minimum of one (1) week in advance of any planned signal turn -off or turn -on. At the CITY's discretion, a Police officer's presence may be required prior to said trn-n -off or turn -on. 7 of 57 Page 4 of 23 F. WARRANTY SERVICE During the period of warranty for new equipment installations, the COMPANY shall coordinate between manufacturers, installing Contractor and the CITY regarding any warranty service. The COMPANY shall notify the CITY of any delays in response by the manufacturer or installing Contractor and details of each incident, G. TRAFFIC CONTROL The COMPANY shall provide safe and continuous passage for pedestrian and vehicular traffic at all times. All warning lights, signs, flares, barricades, delineators, detours and other facilities for the sole convenience and direction of public traffic shall be fiunished and maintained by the COMPANY. All traffic control shall conform to, and be placed in accordance with the latest edition of the California Manual on Uniform Traffic Control Devices (MUTCD). Flashing arrow boards shall be furnished and maintained by the COMPANY, and be on all vehicles during any lane closure. A minimum of one 10 -foot wide travel lane in each direction shall remain open on Local and Secondary roadways. On Arterial roadways, a minimum of two travel lanes in each direction shall remain open. All existing left -turn pockets shall be maintained whenever feasible. Lane closures on arterial roadways shall be limited to 9:00 a.m. to 3:00 p.m., Unless an emergency exists and such a closure is necessary to safeguard the traveling public. Separation between travel lanes, charinclization, and delineation of the maintenance area shall be accomplished by the use of delineators and /or cones spaced per the California MUTCD. Each vehicle used to place and remove components of a traffic control system on multi- lane highways shall be equipped with a flashing arrow board, which shall be in operation when the vehicle is being used for placing, maintaining or removing said components. Flashing arrow boards shall be in place before implementing lane closure(s). When maintenance is complete, all traffic control signs, barricades, delineators, etc., shall be immediately removed from the site, 8 of 57 Page 5 of 23 U For the emergency repair of a signal, which is totally blacked out, the following procedure of traffic control shall apply: 1. The COMPANY shall notify City's Traffic Engineering staff and dispatch qualified personnel and equipment to reach the site within thirty (30) minutes. The COMPANY'S vehicles shall carry traffic cones, flashing arrow boards, traffic wanting signs, etc., which shall be used when directing traffic during an emergency and /or when deemed necessary by the signal technician, the CITY Traffic Engineer, Newport Beach Police Department, or his designated representative. The COMPANY shall conform to the California MUTCD as dictated in the TRAFFIC CONTROL section of this Scope. 2. If no police officer is present and temporary STOP and STOP AHEAD signs have been set up, the COMPANY shall set up more traffic warning and control devices, if deemed necessary, and proceed to repair the signal. After the signal is back in operation, the COMPANY shall remove all of the temporary traffic control devices and stack them at the side of the road, if owned by the CITY. 3. If a police officer is at the intersection when the COMPANY arrives, the COMPANY shall quickly examine the signal, evaluate the situation, and discuss it with the police officer. If the repair will only take a few minutes, the police officer may stay to continue to direct traffic while the COMPANY repairs the signal. If the repair will take longer than the officer can wait, the COMPANY shall innuediately set up STOP and STOP AHEAD signs and all other necessary warning devices and relieve the police officer. SE CTI ON II: ROUTINE MAINTET dAN CE The COMPANY shall provide a program of continuing comprehensive preventive maintenance (PM) designed to eliminate or reduce the incidence of malfunctions, promote the 9 of 57 Page 6 of 23 safety of the motoring public, reduce complaints, and extend the useful life of the equipment. All work listed below shall be included in the lump sum bid per intersection for routine maintenance. Any item that shall be repaired or replaced, above what is specified, may be invoiced as extraordinary maintenance as specified in Section III. In carrying out the task described as routine maintenance, the COMPANY shall promptly notify the CITY of any conditions of the traffic signal equipment that pc;sent a hazard to the motoring public or to pedestrians, or affect the signal timing or coordination, In addition to maintenance items listed below as routine, the COMPANY shall make the following minor repairs if discovered during the routine maintenance: • Replace malfunctioning pedestrian/bicycle push button. • Replace missing pedestriatn/bicycle push button plate. • Replace missing pole access covers. • Attend to exposed wiring. • Replace malfunctioning pedestrian indication, • Replace rnalfimctioning vehicle indication. These items shall only be repaired or replaced at this tirne if staff, equipment, and materials are already at the site for the routine maintenance. Replaced materials shall be billed at prices detailed in the Contract Unit Price Schedule attached to this Scope of Work. Time and equipment usage for these repairs shall be considered part of the routine maintenance. The program shall include, but not be limited to, the following: A. MONTHLY MAINTENANCE A monthly inspection of each signalized intersection at which time the following tasks will be completed: Clean the inside and outside of all controller cabinet assemblies, electrical service, battery back -up cabinets, and interconnect cabinets, removing any foreign material including graffiti. Tighten all electrical connections and check all fiber optic and Ethernet connections. Inspect /protect all related facilities for /from ant, bug, or rodent infiltration. Rust 10 of 57 Page 7 of 23 and water damage shall be reported to the City in the monthly report. Inspect cabinet air filter and replace as necessary (the cabinet filter shall be replaced at least every six months). 2. Check timing of individual signal phases and integral timing circuits for the correct operations per the liming sheet. 3. Check timing of yellow (clearance) intervals on all phases by stopwatch per the tinting sheet. 4. Check and set, if necessary, the controller's digital tune clock to National Bureau of Standards time. 5. Check detector units and systems including but not limited to hidurtive loops, video cameras, and pedestrian push buttons for correct detection of both vehicles and pedestrians and adjust or report as necessary to restore intended operation. This includes the splicing (or re- splicing) of detector loop cables in the pull box and the replacement of pedestrian buttons as needed. 6. Visually inspect the signal malfimction monitoring unit or conflict monitor for correct operation. 7. Visually inspect relays, clocks, dials, motors, switches, and sini lar equipment for all components of the traffic signal systems. Make routine adjustments or minor repairs as needed. 8. Walk all approaches of the intersection and visually inspect all signal poles, mast arms, signal head and indications (including programmed visibility indications), traffic control signs, pedestrians signals, illuminated street name signs, loop sealants, pull box covers, and any other devices to verify the correct condition, placement, and /or operation. Any traffic signal or illuminated indication that is burned out or has reached 80 percent depletion curve shall be replaced. All traffic heads and pedestrian heads found out of aligmnent shall be properly aligned and secured. Check all traffic signal indication visibility at approach distances, remedy, or report visibility deficiencies to the City immediately. Missing signs including pedestrian push button plates shall be replaced. Cracked or damaged loop sealants shall be re- sealed. All other equipment found loose, missing or damaged shall be secured, replaced, or repaired. 9. Immediately correct all safety deficiencies fond during routine inspection and submit work authorizations request to the City to schedule non- emergency work. 11 of 57 Page 8 of 23 10. Check all traffic signal controller communication equipment for proper operation, verify correct controller IP addresses and adjust or repair as needed. Replacement of Ethernet switches and VDSL units shall be coordinated with the City and subject to its approval. COMPANY shall verify the grounds and connections of the copper twisted pairs at those locations using this communication system. COMPANY shall test and make any repairs or adjustments. The COMPANY shall notify the City of any needed repairs to the fiber optic splices which shall be, extra work. The City reserves the fight to contract this work out to others. COMPANY may be required to provide assistance to the City or other firms selected by the City to trouble -shoot fiber and Ethernet connections ac requested. 11. The batteries in the Battery Backup Systems for the traffic signal shall be urspected for battery post corrosion, battery voltage, loose terminals, and tripped "Cattle tails ". 12. Inspect the operation of the flashing crosswalk at Coast Highway at Orchid Avenue and notify the CITY if any repairs or replacement of lights including in- ground flashing pedestrian lights are needed. B. THREE MONTH MAINTENANCE 1. Check Battery Back -up Systems (BBS) for proper operation and connections including checkhug and recording operational voltage range of all batteries, and adjust or repair as needed. Determine if the system is providing a "charge" to the batteries. Perform any available "self tests" or rum any available diagnostic programs that are part of the individual options available on a particular BBS. If a particular battery does not meet specifications, perform an individual load test on the suspect battery. The date of new battery installations shall be recorded in the traffic signal cabinet and in the monthly status reports to hack the frequency of the required maintenance. The COMPANY shall maintain a master spreadsheet showing the installation date of all BBS batteries by location, battery manufacturer, and the warranty expiration date. The COMPANY shall notify the City of non - operable or low - output batteries within twenty -four (24) hours. The replacement of batteries shall be considered extra work and will require approval by the City. If batteries are found to be "exploded" or cracked, the COMPANY may be responsible for the cost of the replacement if it is determined that the 12 of 57 Page 9 of 23 batteries have not been properly inspected, maintained, or were damaged clue to improper installation by the COMPANY. 2. The cabinet door locks and pad locks shall be lubricated with graphite lubricant or equivalent, and maintained in working order. Any missing or damaged locks shall be reported to the CITY in a timely manner. C. SIX MONTH MAINTENANCE I. School Warning Flashin¢ Beacons, Flashing Crosswalks and Electronic Radar Speed Feedback Signs: COMPANY shall perform maintenance inspection or repair of school warning flashing beacons, flashing crosswalks, and electronic radar feedback signs as directed by the CITY. Maintenance inspection shall be based on the following: O Clean cabinet inside and outside and remove any foreign material. a Check power supply voltage, solar equipment, and replace any batteries as necessary. a Check settings for on/off timing, flashing rate, flashing duration, and time of day. Maintain all digital time clocks to National Bureau of standards time. a Observe each pole, head, traffic control sign, etc., and remove foreign material. 0 Special attention shall be given to update Holiday, Daylight Savings Time, and shut -down periods. o Replace damaged or malftmctioning lamps, LED indications, in -road warning lights (IRWL), detection bollards, and pressure pads meeting manufacturcr's specifications with prior City approval. 1 Perform a night drive throughout the CITY's limits noting any malfunctioning equipment, including, but not limited to, photocells, illuminated street name sign (ISNS) lamps, vehicle indications, pedestrian indications, and safety lighting. The list of malfunctioning equipment shall be submitted to the CITY Traffic Engineer within ten (10) working days from the completion of the night drive. The list shall by approved by the CITY prior to 13 of 57 Page 10 of 23 repair /replacement of the equipnicat. A separale list of malfunctioning safety lights shall also be tracked and submitted to the CITY. The night drive shall be scheduled with the CITY prior to commencement. 3. CCTV Cameras: The CCTV camera housing and lens at the following 28 intersections shall be cleaned per the manufacturer's specification. • Balboa Boulevard at River Avenue • Balboa Boulevard at 21'r Street • Balboa Boulevard at 15 °i Street • Birch Street at Bristol Street South • Campus Drive at Bristol Sheet North • Campus Drive at Dove Street • Coast Highway at Jamboree Road • Coast Highway at MacArthur Boulevard • Coast Highway at Marguerite Avenue • Irvine Avenue at Westcliff Drive • Irvine Avenue at Dover Drive • Irvine Avenue at Mesa Drive • Jamboree Road at San Joaquin Hills Road • Jamboree Road at Ford Road • Jamboree Road at University Drive • Jamboree Road at Bristol Street South • Jamboree Road at MacAfthm Boulevard • MacArthur Boulevard at Sail Miguel Drive • MacArthur Boulevard at San Joaquin Hills Road • MacArthur Boulevard at Bonita Canyon Drive • MacArthur Boulevard at Bison Avenue • MacArthur Boulevard at Birch Street • Newport Boulevard at 281h Street • Newport Boulevard at 32nd Street • Newport Center Drive at Newport Center Drive Bast -West 14 of 57 Page 11 of 23 o Newport Center Drive at San Miguel Drive 6 Newport Center Drive at Santa Barbara Drive o Superior Avenue at Placentia Avenue Future CCTV camera installations will be accounted for as detailed in Section 1 (d) of this scope of work. 4. Air Filters: The COMPANY shall replace the air filter elements, in all traffic signal and battery back -up cabinets so equipped, every six (6) months, All filter elements in all cabinets shall initially be replaced within four (4) months after the beginning of this contract. 5. Traffic Sigual Controller Software: COMPANY shall verify and update records of current software or furnware for the Econolite ASC /3 controllers. This includes the spare controllers that the COMPANY maintains for emergency replacement of failed controllers. All updates of controllers shall be confirmed and coordinated with the City. D. YEARLY MAINTENANCE. Battery Back -Up System: The traffic signal battery back -up system shall be checked by electrical bypass for appropriate operation per the manufacturer's specifications. The COMPANY shall coordinate with the CITY for the schedule prior commencement of work. 2. Conflict Monitor / Malfunction Management Unit (MMU): The conflict monitors shall be tested once per calendar year using the MT -180 or equivalent conflict monitor tester. Malfunction Management Unit (MMU) shall be tested once per calendar year per the manufacture's specification. The COMPANY shall create a report for each test conducted. A replacement conflict monitor or MMU, of like kind, shall be furnished by the COMPANY and installed into the cabinet to monitor the intersection while the test is being conducted. All test results shall be documented. Any conflict monitor or MMU that does not pass the test shall be repaired or replaced and billed as extraordinary maintenance. 3. Video Detection Camera: The video detection camera lens at the following four (4) intersections shall be cleaned per the manufacturer's specification. In addition, the camera's alignment shall be checked and adjusted to obtain the proper sight level. o 'San Miguel Drive at Port Sutton /Yacht Coquette (four cameras) is or s7 Page 12 of 23 ® Bison Ave at Bayswater (one camera) Jamboree Road at Bristol Sheet North (two cameras) Jamboree Road at Bristol Street South (three cameras) a Avocado Avenue at Farallon Drive (one camera) 4. Emergency Vehicle Pre - emption (EVP): The optical detector lens shall be cleaned per the manufacturer's specification at all signalized intersection throughout the CITY's limit, including signals operated and maintained by CALTRANS. S. Paintin : COMPANY shall prepare and submit an annual work authorization request to the City listing cabinets (i.e. controller, service), signal head, and framework equipment that need painting as identified during the monthly maintenance reviews. Special notification shall be provided regarding rusting or water damage. Authorization for COMPANY to proceed on the painting shall be subject to authorization per the terms of Extraordinary Maintenance. Painting to remove graffiti on signal equipment shall be performed by COMPANY within twenty -four (24) hours of the observation or report and will be paid for under the terms of Extraordinary Maintenance. COMPANY shall use the City's current paint standard color and apply coverage to provide unifoun color on the equipment. E. COMPENSATION FOR ROUTINE MAINTENANCE The CITY shall compensate the COMPANY monthly at the unit bid price per signalized intersection, which shall include labor, materials, equipment, overhead, and profit. The CITY reservus the right to inspect COMPANY'S work and withhold monthly payments for work not performed per routine maintenanco as outlined in this section. SECTION III- EXTRAORDINARY MAaNTENANCE The COMPANY shall provide maintenance beyond routine maintenance, as defined in Section II. The repaired or replaced items may be billed as extraordinary maintenance. The program shall include, but not be limited to, the following: 16 of 57 Page 13 of 23 A. DEFINITION Extraordinary maintenance of the City's traffic signal equipment and systems will include but not be limited to: 1. Repair and /or replacement of a failed or malfunctioning signal system caused by collisions, vandalism, civil disorder, windstorm, natural disasters, street construction or excavation 2. Modifications to traffic signal equipment such as, but not limited to, upgrades of controller cabinets, controller components, and traffic signal wiring and hardware 1 Repair /Replacement of safety lighting at signalized intersections 4. Repair/Replacement of internally illuminated street name signs lamps 5. Replacement of vehicle indications 6. Replacement of batteries for battery back -up systems 7. Minor upgrading or installations as directed by the CITY 8. Repair/Replacement of loop detectors, DLCs, or conduit as required 9. Replacement of pedestrian indications 10. Repainting of signal equipment as directed by the CITY 11. Maintenance of warning devices (i.e. flashing beacons) 12. Maintenance of sign bridge lighting 13. Installation of regulatory or warning signs on signal mast -arm, standard, or sign bridge 14. Interconnect installation, repair, tenninations, and testing of same (excludes montlily testing) 15. Replacement when equipment becomes obsolete or deteriorates beyond repair B. NOTIFICATION The COMPANY shall contact the CITY regarding any extraordinary maintenance work 17 of 57 Page 14 of 23 and seek approval before the work is scheduled. The COMPANY shall notify the CITY by telephone at least four (4) howl in advance of any work is conunenced, except in emergencies of- safety issues where injury or property damage may result without prompt response. C. COMPENSATION FOR EXTRAORDINARY MAINTENANCE Upon receipt of all itemized invoice within thirty (30) days of completion of the work, CITY shall compensate COMPANY for such repairs required beyond the scope of routine maintenance as follows: 1. Materials: The CITY shall pay the COMPANY for materials used in extraordinary maintenance of traffic signals and appurtenances per intersection. The CITY has the right to inspect the COMPANY'S records to verify any material costs used in extraordinary maintenance. 2. Direct Labor: The COMPANY shall present their monthly invoice with a record of how's spent in extraordinary maintenance per intersection. The CITY shall pay the COMPANY for such hours of extraordinary maintenance at the rates specified in this scope of work. Said hourly rates sball be the total cost to the CITY. 3. E ui ment: The CITY shall pay for equipment used in extraordinary maintenance on a per hour basis as specified in this scope of work. The listing of per hour equipment rates shall constitute total rates to be paid by the CITY when specified equipment is used. No additional payments of any kind shall be paid for the equipment, except as specified in this scope of work for the hourly rates listed. No additional compensation shall be paid for transporting the equipment to or from the job site. D. REPAIR AND REPLACEMENT The COMPANY shall replace or repair any and all defective parts of the signal system which cause signal failure or malfunctions, as the occasion arises, including but not limited to, the controller, detector amplifiers, push buttons, relays, master controllers, interconnect, indications, flashers, detector loops, safety lights, illuminated street name sign panels and lamps, and wiring system. 18 of 57 Page 15 of 23 The COMPANY shall provide the CITY a document log for equipment removed from the cabinet for repair. This tracking log shall include, but not be limited to, information pertaining to lime, date, original location, reason for removal, and description of equipment with serial number. This log shall be included in the activities report invoice as a line item status of all removed equipment. The COMPANY shall supply the CITY complete record of all laboratory repairs to controllers, detectors, conflict monitor units, etc., showing all parts or components repaired or replaced including serial numbers and item description. The record shall be attached to the equipment when returned to the CITY. E. VEHICLE INDICATIONS AND LIGHTING The COMPANY shall furnish and replace all vehicle LED indications as needed for signals and warning flashers. All LED vehicle indications shall be certified by the Caltrans and ITC. The CITY will accept Dialight or Gelcore brand LED vehicle indications (or CITY approved equal). The COMPANY shall honor all existing low or nonfunctional LED for warranty replacement. Any lens obstructed by dirt or debris shall be cleaned immediately. Fluorescent ISNS lamps shall be F72T2 Cool White Fluorescent lamps meeting the requirements of ANSI STD. C78. All Inductive Lamps shall be replaced according to manufacture specifications. All LED ISNS shall be Nuart Edgelit (or approved equal). LED Driver and Light Engine shall be replaced according to manufacture specifications. The ISNS panels shall be wiped clean of dirt and debris when the lamps are replaced. Safety lighting shall only be repaired as approved by the CITY. F. LOOP DETECTOR REPLACEMENT The COMPANY shall clean and fill deteriorated loop detector saw cuts with epoxy as necessary. Once it is determined by the CITY and the COMPANY that the saw cut or DLC has deteriorated to a point that applying more epoxy is insufficient, the detector shall be replaced at the price stated in the contract. 19 of 57 Page 16 of 23 Traffic signal loop detectors shall be installed per Caltrans Standard Plans ES -5A and ES -513 and shall be Type E spaced ten feet apart. Lead loop detector shall be Modified Type E for bicycle detection and shall be placed immediately behind the crosswalk. The exact location of the loop detector shall be approved by the CITY. The loop wire shall be Type 2 and the loop detector lead -in cable shall be Type B. All loop sealant shall be Hot -Melt Rubberized Asphalt Sealant. The COMPANY shall notify the CITY of locations where the pavement surface has degraded to a point that loops camrot be reinstalled. G. PEDESTRIAN SIGNALS fhe COMPANY shall replace Wallonan /Hand pedestrian signal modules as they become inoperative with Dialight or Gelcore Type A LED (or approved equal) module with a plastic housing and stainless steel hardware with bronze terminal compartments. The LED Count -down pedestrian irxlications shall be installed as replacements to existing count -down units. If replacement is necessary, it shall be paid fo at the unit price specified in the contract. Walk/Don't Walk pedestrian signal lamps as they become inoperative shall be updated to Type A LED module (Walkman /Hand) or approved equal. The pedestrian signal installation shall be replaced at the price stated in the contract. H. REFINISHING OF SIGNAL EQUIPMENT As directed by the CITY traffic signal equipment shall be repainted conforming to State standards. Utility cabinets shall be painted with a white vinyl finish coat and pre- treatment vinyl wash primer. Traffic signal heads, assemblies, framework, and hardware shall be painted standard colors. 1. TRAFFIC SIGNAL INTERCONNEC= /COMMUNICATION SYSTEM COMPANY shall provide trained technicians/personnel in the field who have training in the operation and integration of the Econolite Centracs traffic signal master or equivalent and the related intercomiect or eonuntmication system. Technicians assigned to the installation or repair 20 of 57 Page 17 of 23 of the City's interconnect shall have training or be directly supervised by a technician with experience in (lie installation and handling of fiber optic cable, copper, VDSL and Ethernet equipment. If this work is subcontracted, this information shall be supplied and the subcontractor shall be subject to the approval of the City. Costs for additional assistance shall be assumed per the unit price for related interconnect. J. UNDERGROUND SERVICE ALERT The COMPANY shall be the designated City representative in response to all Underground Service Alert (USA) requests /notices or at the request of City staff for the marking and protection of traffic signal underground facilities such as traffic signal and electrical conduit, interconnect facilities, loops, and other appurtenant equipment that might conflict with other right -of -way construction or repairs. The COMPANY shall be responsible for equipping its technicians with the proper locating devices and for maintaining an up -to -date or current inventory of as- builts (City to provide a set of its current records) for these facilities including field verification using these locating devices. All updates shall be transmitted to the City in a format adequate for its records. In the event underground equipment is damaged by construction due to the COMPANY's failure to properly mark the underground facilities per the records or reasonable effort using the appropriate equipment as determined by the CITY, the costs for repairs shall be. the sole responsibility of the COMPANY for facilities that were not properly marked. It shall also be the COMPANY's responsibility to contact requesting party in the event the scope of work is vague or incomplete. The COMPANY shall mail< out all traffic signal underground facilities within the time frames required by USA. If the COMPANY does not mark out all traffic signal underground facilities within the prescribed time periods, the City shall issue a written warning to the COMPANY. After three vnitten warnings, failure to respond within the prescribed time periods shall result in a penalty of $500.00 per occurrence, which shall be deducted from any monies due the COMPANY. COMPANY response to all Underground Service Alert (USA) requests /notices relating to traffic signals and interconnect shall be billed as extraordinary maintenance. zr of 57 Page 18 of 23 SECTION ICI: ADDITIONAL WORK A. REQUEST FOR ADDITIONAL WORT{ CITY may from time to time request that COMPANY provide additional work and services not related to Routine or Extraordinary Maintenance detailed in this Scope of Work. Such work must be authorized in advance by the CITY, and shall be provided by COMPANY on a time and materials basis pursuant to the billing and material rates set forth in Exhibit B. B. COMPENSATION FOR ADDITIONAL WORK Within thirty (30) days of completion of the work, COMPANY shalt submit an itemized invoice for the Additional Work That shall include the following: 1. A list of all materials used in performance of the work, including the pre- and post mark -up costs. 2. A list of all personnel who performed the work, including their position or title, their billing rate, and the hours of labor performed. 3. A list of all equipment used for the work, including hours of usage. CITY shall compensate COMPANY for the additional wort( within 30 days of receipt and approval of the invoice by City staff. 22 of 57 Page 19 of 23 EX-.--BE:, B CONTRACT UNIT PRICE SCHEDULE LE TRAFFIC SIGNAL MAINTENANCE ITEMS 1. Routine Maintenance (see Section II): a. Each signalized intersection for monthly tasks $ Lump Sum b. Each signalized intersection for three month tasks $ Lump Sum. C. Each signalized intersection for six month tasks $ Lump Sum d. Each signalized intersection for twelve month tasks i. Each Battery Back -up System Test (per intersection) $ Lump Sum ii. Each Conflict Monitor/MMU Test (per intersection) $ Lump Sum iii. Video Detection Camera Cleaning (per intersection) $ Lump Sum iv. EVP Optical Detector Lens Cleaning (per intersection) $ Lump Sum v. CCTV Camera Cleaning (per intersection) $ Lump Sum e. Each flashing crosswalk for monthly tasks $ Lump Sum 2. Extraordinary Maintenance (see Section III): a. Replacement of lu ninaire safety light lamp (per unit) $ Lump Sum b. Replacement of luminaire safety tight ballast (per unit) $ Lump Sum C. Replacement of internally illuminated street name sign florescent lamps (per unit) $ Lump Sum d. Replacement of internally illuminated street name sign florescent ballast (per unit) $ _. Lump Sum C. Replacement of LED internally illuminated street name assembly (per unit) $ Lump Sum f. Replacement of internally illuminated street name sign panel (per unit) $ Lump Sum g. Replacement of vehicle indication 12" Green Ball /Arrow $ $ Per Unit 12" Yellow Ball /Arrow $ $ Per Unit 12" Red Ball /Arrow $ $ Per Unit 8" Green Ball $ Per Unit 23 of 57 Page 20 of 23 It. i J k, m. n. EXHIBJ.T B CONTRACT UNIT PRICE SCHEDULE TRAFFIC SIGNAL MAINTENANCE ITZMS 8" Yellow Ball $ Per Unit 8" Red Ball $ Per Unit Programmable Visibility Indication $ Per Unit 3- section 12" vehicle head assembly with LED $ Per Unit 4- section 12" vehicle head assembly with LED $ . Per Unit 5- section 12" vehicle head assembly with LED $ Per Unit Baccplate fa a 3- section vehicle head $ Per Unit Bacicplate for a 5- section vehicle head $ Per Unit Replacement of standard Type "E" detector loops, including saw cut, lead -in cable splicing and epoxy emulsion. (4 or Less) $ Per Unit (more than 4) $ Per Unit Replacement of standard Type "E Modified" detector loops, including saw cut, lead -in cable splicing and epoxy emulsion. (4 or Less) $ _ Per Unit (nnore than 4) $ Per Unit Replace pull box with Christy Fiberhte (No. 3) $ Per Unit (No. 5) $ Per Unit (No. 6) $ Per Unit Replacement of Walk /Don't Walk pedestrian signal to Type A LED module $ Per Unit Replacement of Walkman /1 -Iand pedestrian signal to Type A LED module $ Per Unit Replacement of Count -dovm Walkman/IIand pedestrian signal to Count -down LED module $ Per Unit Replacement of Pedestrian and Bicycle push buttons with ADA approved buttons and signs $ Per Unit Page 21 of 23 24 of 57 EX!1r BI dB CONTRACT UNIT PRICE SCHEDULE TRAFFIC SIGNAL MAINTENANCE ITEMS o. Refinishing of pedestrian heads and signal heads, including frameworks per signalized intersection, excluding controller and electric service cabinets. Pedestrian Head $ Per Unit Signal Head $ Per Unit P. Refinishing of traffic signal controller cabinet or utility cabinet Signal Controller Cabinct $ Per Unit Utility Cabinet $ Per Unit q. Material and Parts: Supplier's invoices amount plus 15% markup. r. Response to USA Callout / Marking of Facilities $ Per Unit S. Labor: Regular Time Overtime Per Hour Per Hour Registered Civil Engineer $ $ Engineering Technician $ $ Traffic Signal Maintenance Superintendent $ $ Transportation Systems Technician $ $ Transportation System Electrician $ $ Traffic Signal Laborer $ $ Traffic Signal Painter $_ $ Interconnect / Cormnunications Specialist - Ethernet $ $ Fiber Optic Specialist $__ $ -__ 25 of 57 Page 22 of 23 EXHIBIT B CONTRACT UN#T PRICE SUI]ED U1L]E TRAFFIC KGNAL MAINTENANCE ITEMS Equipment: Rate Per Hour Pick -Up Truck $ Service Truck $ Service Boom Truck $ Water Truck $ Concrete Saw and Truck $ Air Compressor with 'Fools $ Crane $ 26057 Page 23 of 23 MAINTENANCE AND REPAIR SERVICES AGREEMENT WITH SIEMENS INDUSTRY, INC., FOR FOR MAINTENANCE AND REPAIR OF CITY TRAFFIC SIGNAL SYSTEM THIS MAINTENANCE AND REPAIR SERVICES AGREEMENT ( "Agreement ") is made and entered into as of this day of November, 2012, by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ( "City "), and SIEMENS INDUSTRY, INC., a Delaware corporation ( "Contractor "), whose principal place of business is 1266 N. La Loma Circle, Anaheim, CA 92806, 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 Contractor to perform regularly scheduled maintenance and repair services for the City's traffic signals, traffic signal controllers, electrical or mechanical traffic control or traffic devices, traffic signal poles and all other hardware, closed circuit television cameras, flashing crosswalk, flashing beacon, battery backup systems, radar speed warning devices, as well as providing emergency response and extraordinary maintenance and repair of the City's traffic signal system ( "Project "). C. Contractor has examined the location of all proposed work, carefully reviewed and evaluated the specifications set forth by the City for the Project, and is familiar with all conditions relevant to the performance of services and has committed to perform all work required for the price specified 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 January 1, 2013 ( "Effective Date "), and shall terminate on December 31, 2013 ( "Original Term "), unless terminated earlier as set forth herein. The Original Term shall be for one (1) year with the city's option to automatically renew the Agreement for four (4) additional one (1) year terms ( "Renewal Term ") unless terminated earlier as set forth herein. In any event, the term of this Agreement, including the Original Term and any Renewal Terms shall not extend beyond December 31, 2017 without a written amendment to this Agreement. 2. SCOPE OF WORK 2.1 City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. Contractor shall perform all the work described in the Scope of Work attached hereto as Exhibit A and incorporated herein by this reference ( "Services" or "Work "). As a material inducement to the City entering into this Agreement, Contractor represents and warrants that Contractor is a provider of first class work and Contractor is experienced in performing the Work contemplated herein and, in light of such status and experience, Contractor covenants that it shall follow the highest industry standards in performing the Work required hereunder and that all materials will be of good quality. For purposes of this Agreement, the phrase "highest industry standards" shall mean those standards of practice recognized by one or more first -class firms performing similar work under similar circumstances. 2.2 Contractor shall perform all Work required to be performed, and shall provide and furnish all the labor, materials, necessary tools, expendable equipment and all utility and transportation services necessary for the Project. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and Contractor shall perform the Services in accordance with the schedule included in Exhibit A. The failure by Contractor to strictly adhere to the schedule may result in termination of this Agreement by City. 3.2 Notwithstanding the foregoing, Contractor shall not be responsible for delays due to causes beyond Contractor'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 to the other party within two (2) calendar days of the occurrence of the delay so that all delays can be addressed. 3.3 Contractor shall submit all requests for extensions of time for performance in writing to the Project Administrator (as defined in Section 6 below) not later than two (2) 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 Contractor's control. 3.4 For all time periods not specifically set forth herein, Contractor shall respond in the most expedient and appropriate manner under the circumstances, by fax, hand - delivery or mail. 4. COMPENSATION 4.1 City shall pay Contractor for the Services on a time and expense not -to- exceed basis, in accordance with the provisions of this Section and the Schedule of Rates attached hereto as Exhibit B and incorporated herein by reference. No rate changes shall be made during the term of this Agreement, including the Original Term and any Renewal Terms, without the prior written approval of the City. Contractor's total compensation for Services performed in accordance with this Agreement, including all reimbursable items, shall not exceed Two Hundred Eighty Thousand Dollars and 001100 ($280,000.00) per twelve (12) month period from January 1 through December 31, commencing with the Effective Date, without written amendment to the Agreement. 4.2 Contractor shall submit monthly invoices to City describing the Work performed the preceding month. Contractor's bills shall include the name of the person SIEMENS INDUSTRY, INC., Page 2 and /or classification of employee who performed the Work, a brief description of the Services performed and /or the specific task from the Scope of Work attached hereto 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 Contractor no later than thirty (30) days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Contractor only for those costs or expenses specifically approved in the Scope of Work and Schedule of Rates attached hereto. Unless otherwise approved, such costs shall be limited and include nothing more than the actual costs and /or other costs and /or payments specifically authorized in advance in writing and incurred by Contractor in the performance of this Agreement. 4.4 Contractor shall not receive any compensation for Extra Work without the prior written authorization of City. As used herein, "Extra Work" means any work that is determined by the Project Administrator to be necessary for the proper completion of the Project, but which is not included within the Scope of Work and which the City and Contractor did not reasonably anticipate would be necessary. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Rates set forth in Exhibit B. 5. PROJECT MANAGER 5.1 Contractor 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. Contractor has designated Michael Hutchens to be its Project Manager. Contractor shall not remove or reassign the Project Manager or any key 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 Contractor, 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. Contractor warrants this it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 6. ADMINISTRATION This Agreement will be administered by the Public Works Department. Brad Sommers, Senior Civil Engineer, or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or designee shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. TYPE AND INSTALLATION OF MATERIALS /STANDARD OF CARE 7.1 Contractor shall use only the standard materials described in Exhibit A in performing Services under this Agreement. Any deviation from the materials described in Exhibit A shall not be installed or utilized unless approved in advance and in writing by the Project Administrator. SIEMENS INDUSTRY, INC., Page 3 7.2 All of the Services shall be performed by Contractor or under Contractor's supervision. Contractor represents that it possesses the personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with highest industry standards. All Services shall be performed by qualified and experienced personnel who are not employed by City. By delivery of completed Work, Contractor certifies that the Work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the industry standard. 7.3 Contractor 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 Contractor to practice its profession. Contractor shall maintain a City of Newport Beach business license during the term of this Agreement. 7.4 Contractor shall not be responsible for delay, nor shall Contractor be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, or acts of God, or the failure of City to furnish timely information or to approve or disapprove Contractor's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 8. RESPONSIBILITY FOR DAMAGES OR INJURY 8.1 City and all officers, employees and representatives thereof shall not be responsible in any manner for any loss or damage to any of the materials or other things used or employed in performing the Project or for injury to or death of any person as a result of Contractor's performance of the Services required hereunder; or for damage to property from any cause arising from the performance of the Project by Contractor, or its subcontractors, or its workers, or anyone employed by either of them. 8.2 Contractor shall be responsible for any liability imposed by law and for injuries to or death of any person or damage to property resulting from defects, obstructions or from any cause arising from Contractor's Work on the Project, or the Work of any subcontractor or supplier selected by the Contractor. 8.3 To the fullest extent permitted by law, Contractor 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, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Contractor's presence or activities conducted on the Project (including the negligent and /or willful acts, errors and /or omissions of Contractor, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). SIEMENS INDUSTRY, INC., Page 4 8.4 Notwithstanding the foregoing, nothing herein shall be construed to require Contractor to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's 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 Contractor. 8.5 Contractor shall perform all Work in a manner to minimize public inconvenience and possible hazard, to restore other work areas to their original condition and former usefulness as soon as possible, and to protect public and private property. Contractor shall be liable for any private or public property damaged during the performance of the Work by Contractor or its agents. 8.6 To the extent authorized by law, as much of the money due Contractor under and by virtue of the Agreement as shall be considered necessary by City may be retained by it until disposition has been made of such suits or claims for damages as aforesaid. 8.7 The rights and obligations set forth in this Section shall survive the termination of this Agreement. 9. INDEPENDENT CONTRACTOR It is understood that City has retained Contractor as an independent contractor and neither Contractor nor its employees are to be considered employees or agents of the City. The manner and means of conducting the Work are under the control of Contractor, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment shall accrue to Contractor or its employees. Nothing in this Agreement shall be deemed to constitute approval for Contractor or any of Contractor's employees or agents, to be the agents or employees of the City. Contractor shall have the responsibility for and control over the means of performing the Work, provided that Contractor is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Contractor as to the details of the performance of the Work or to exercise a measure of control over Contractor shall mean only that Contractor shall follow the desires of City with respect to the results of the Services. 10. COOPERATION Contractor 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 Contractor on the Project. 11. CITY POLICY Contractor shall discuss and review all matters relating to policy and Project direction with the 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. SIEMENS INDUSTRY, INC., Page 5 12. PROGRESS Contractor is responsible for keeping the Project Administrator and /or his /her duly authorized designee 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. 13. INSURANCE Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor 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. 14. BONDING 14.1 Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement: a Labor and Materials Payment Bond in the amount of one hundred percent (100 %) of the total amount to be paid Contractor as set forth in this Agreement and in the form attached hereto as Exhibit D which is incorporated herein by this reference; and a Faithful Performance Bond in the amount of one hundred percent (100 %) of the total amount to be paid Contractor as set forth in this Agreement in the form attached hereto as Exhibit E which is incorporated herein by this reference. 14.2 The Labor and Materials Payment Bond and Faithful Performance Bond shall be issued by an insurance organization or surety (1) currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, (2) listed as an acceptable surety in the latest revision of the Federal Register Circular 570, and (3) assigned a Policyholders' Rating A (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property - Casualty. 14.3 The Contractor shall deliver, concurrently with execution of this Agreement, the Labor and Materials Payment Bond and Faithful Performance Bond, a certified copy of the "Certificate of Authority' of the Insurer or Surety issued by the Insurance Commissioner, which authorizes the Insurer or Surety to transact surety insurance in the State of California. 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 Contractor, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Contractor is a partnership or joint-venture or syndicate or cotenancy, which shall result in changing the control of Contractor. Control means fifty percent (50 %) or more of the voting power, or SIEMENS INDUSTRY, INC., Page 6 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. Contractor shall be fully responsible to City for all acts and omissions of any subcontractors. 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. The City is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and the 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 Each and every report, draft, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by Contractor, 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 Contractor or any other party. Contractor shall, at Contractor's expense, provide such Documents to City upon prior written request. 18. CONFIDENTIALITY All Documents, including drafts, 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. 19. RECORDS Contractor shall keep records and invoices in connection with the Services to be performed under this Agreement. Contractor 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 Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Contractor 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 Contractor under this Agreement. SIEMENS INDUSTRY, INC., Page 7 20. WITHHOLDINGS City may withhold payment to Contractor 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. Contractor shall not discontinue Work as a result of such withholding. Contractor shall have an immediate right to appeal to the City Manager or his /her designee with respect to such disputed sums. Contractor 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. 21. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS City reserves the right to employ other Contractors in connection with the Project. 22. CONFLICTS OF INTEREST 22.1 The Contractor 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. 22.2 If subject to the Act, Contractor 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. Contractor shall indemnify and hold harmless City for any and all claims for damages resulting from Contractor's violation of this Section. 23. NOTICES 23.1 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, to City by Contractor 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. All notices, demands, requests or approvals from Contractor to City shall be addressed to City at: Attn: Brad Sommers, Senior Civil Engineer Public Works Department City of Newport Beach 3300 Newport Blvd. PO Box 1768 Newport Beach, CA 92658 Phone: 949 - 644 -3326 Fax: 949 - 644 -3318 23.2 All notices, demands, requests or approvals from City to Contractor shall be addressed to Contractor at: SIEMENS INDUSTRY, INC., Page 8 Attn: Michael Hutchens SIEMENS INDUSTRY, INC., 1266 N. La Loma Circle Anaheim, CA 92806 Phone: 714- 630 -2100 Fax: 714- 630 -2828 24. NOTICE OF CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under the Agreement, Contractor shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Contractor'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 Contractor in writing as unsettled at the time of its final request for payment. The Contractor and the City expressly agree that in addition to all claims filing requirements set forth in the Agreement, the Contractor shall be required to file any claim the Contractor may have against the City in strict conformance with the Tort Claims Act (Govt. Code §§ 900 et seq.). 25. TERMINATION 25.1 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, the non - defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 25.2 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 thirty (30) calendar days prior written notice to Contractor. In the event of termination under this Section, City shall pay Contractor for Services satisfactorily performed and costs incurred up to the effective date of termination for which Contractor has not been previously paid. On the effective date of termination, Contractor shall deliver to City all materials purchased and Documents created in performance of this Agreement. 26. 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 Contractor and any subcontractor. In accordance with the California Labor Code (Sections 1770 et seq.), the Director of SIEMENS INDUSTRY, INC., Page 9 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. 27. LABOR 27.1 Contractor shall conform with all applicable provisions of State and Federal law including, but not limited to, applicable provisions of the Federal Fair Labor Standards Act ( "FLSA ") (29 USCA § 201, et seq.). 27.2 Whenever Contractor has knowledge that any actual or potential labor dispute is delaying or threatens to delay the timely performance of this Agreement, Contractor shall immediately give written notice to City, and provide all relevant information. 27.3 Contractor represents that all persons working under this Agreement are verified to be U.S. citizens or persons legally authorized to work in the United States. 27.4 To the fullest extent permitted by law, the Contractor shall indemnify, defend, and hold harmless the City, its City Council, boards and commissions, officers, agents, volunteers, and employees from loss or damage, including but not limited to attorney's fees, and other costs of defense by reason of actual or alleged violations of any applicable Federal, State and local labor laws or law, rules, and /or regulations. This obligation shall survive the expiration and /or termination of the Agreement. 28. STANDARD PROVISIONS 28.1 Compliance with all Laws. Contractor 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. 28.2 Waiver. A waiver by City of any term, covenant, or condition in the Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition. 28.3 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 Contract or implied covenant shall be held to vary the provisions herein. SIEMENS INDUSTRY, INC., Page 10 28.4 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Exhibits attached hereto, the terms of this Agreement shall govern. 28.5 Amendments. This Agreement may be modified or amended only by a written document executed by both Contractor and City and approved as to form by the City Attorney. 28.6 Effect of Contractor's Execution. Execution of this Agreement by Contractor is a representation that Contractor has visited the Project Site, has become familiar with the local conditions under which the Work is to be performed, and has taken into consideration these factors in submitting its Project proposal and Scope of Work. 28.7 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 28.8 Equal Opportunity Employment. Contractor 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. 28.9 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 28.10 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 28.11 No Attorney's Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorney's fees. 28.12 Counterparts. This Agreement may be executed in two 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] SIEMENS INDUSTRY, 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 0 Faro. Harp City Attorney ATTEST: Date: M- CITY OF NEWPORT BEACH, a California municipal corporation Date: —� , By: /✓16 H -ZI Nancy Gardner Mayor CONTRACTOR: SIEMENS INDUSTRY, INC., a Delaware corporation Date: BV: Leilani I. Brown Dana Rasmussen City Clerk President/CEO Date: By: Dirk Glaser Vice President / Finance [END OF SIGNATURES] Attachments: Exhibit A – Scope of Work Exhibit B – Schedule of Rates Exhibit C – Insurance Requirements Exhibit D – Faithful Performance Bond Exhibit E – Labor and Materials Bond A 12 -00741 SIEMENS INDUSTRY, INC., Page 12 EXHIBIT A SCOPE OF WORK SIEMENS INDUSTRY, INC., Page A -1 1 -.7 rT d f L fv:.y A Lam. SCOPE OF WORK Siemens will provide a comprehensive routine scheduled maintenance, extraordinary, emergency repairs and technical support to the City's traffic signal systems, flashing beacons, lighted cross walk systems, and battery backup systems. Siemens's program is designed to eliminate or reduce incidences of malfunctions, complaints, and extend the useful life of the City's traffic signal equipment. The program includes periodic Inspection, testing, recordkeeping, cleaning, repair, and replacement of equipment. Michael Hutchens will be the Project Manager serving the City of Newport Beach. He will be responsible for maintaining communication with the City regarding daily operation and maintenance of all traffic signal equipment. We will furnish temporary replacement traffic signal controllers, preemption units, detector amplifiers, conflict monitors, video detection systems, uninterruptible power supplies, etc. as the need arises. Our crews will not change the traffic signal timing without direction from City staff. Siemens will perform the maintenance Inspections desired by the City of Newport Beach. Items performed in the Monthly Maintenance checks will also be performed in the quarterly, semi - annual and annual checks. f MONTHLY INSPEcnONS { The monthly Inspection of each signalized intersection will Include the following: 1. Clean the inside and outside of all controller cabinet assemblies, electrical service, battery back- up cabinets, and Interconnect cabinets, removing any foreign material Including graffiti. Tighten all electrical connections and check all fiber optic and Ethernet connections. Inspect /protect all related facilities for /from ant, bug, or rodent infiltration. Rust and water damage shall be reported to the City in the monthly report. Inspect cabinet air filter and replace as necessary (the cabinet filter will be replaced at least every six months). 2. Check timing of individual signal phases and integral timing circuits for the correct operations per the timing sheet. 3. Check timing of yellow (clearance) Intervals on all phases by stopwatch per the timing sheet. 4. Check and set, if necessary, the controller's digital time clock to National Bureau of Standards time. 5. Check detector units and systems including but not limited to inductive loops, video cameras, and pedestrian push buttons for correct detection of both vehicles and pedestrians and adjust or report as necessary to restore intended operation. This includes the splicing (or re- splicing) of detector loop cables in the pull box and the replacement of pedestrian buttons as needed. 6. Visually inspect the signal malfunction monitoring unit or conflict monitor for correct operation and date and time. Propwd to provide Trofc Signal ,Nalnlenanc. Slemens In „urrry, Inc. 7. Visually inspect relays, clocks, dials, motors, switches, and similar equipment for all components of the traffic signal systems. Make routine adjustments or minor repairs as needed. . 8. Walk all approaches of the intersection and visually inspect all signal poles, mast arms, signal head and indications (including programmed visibility indications), traffic control signs, pedestrians signals, illuminated street name signs, loop sealants, pull box covers, and any other devices to verify the correct condition, placement, and /or operation. Any traffic signal or illuminated indication that is burned out or has reached 80 percent depletion curve will be replaced during the visit. All traffic heads and pedestrian heads found out of alignment shall be properly aligned and secured. Check all traffic signal indication visibility at approach distances, remedy, or report visibility deficiencies to the City immediately. Missing signs including pedestrian push button plates shall be replaced. Cracked or damaged loop sealants shall be resealed. All other equipment found loose, missing or damaged shall be secured, replaced, or repaired. 9. Immediately correct all safety deficiencies fond during routine inspection and submit work authorizations request to the City to schedule non - emergency work. 10. Check all traffic signal controller communication equipment for proper operation, verify correct controller IP addresses and adjust or repair as needed. Replacement of Ethernet switches and VDSL units will be coordinated with the City and subject to its approval. We will verify the grounds and connections of the copper twisted pairs at those locations using this communication system. We will test and make any repairs or adjustments and notify the City of any needed repairs to the fiber optic splices which shall be extra work. We will provide assistance to the City or other firms selected by the City to trouble -shoot fiber and Ethernet connectlons as requested. 11. The batteries in the Battery Backup Systems for the traffic signal shall be inspected for battery post corrosion, battery voltage, loose terminals, and tripped "tattle tails ". I �. 12. Inspect the operation of the flashing crosswalk at Coast Highway at Orchid Avenue and notify the City of Newport Beach if any repairs or replacement of lights including in- ground flashing pedestrian lights are needed. QUARTERLY INSPECTIONS r' The quarterly inspection (which includes the monthly inspection) shall include at a minimum: 1. Check Battery Back -up Systems (BBS) for proper operation and connections including checking and recording operational voltage range of all batteries, and adjust or repair as needed. Determine If the system is providing a "charge" to the batteries. Perform any available "self tests" or run any available diagnostic programs that are part of the individual options available jon a particular BBS. If a particular battery does not meet specifications, perform an Individual load test on the suspect battery. The date of new battery installations shall be recorded in the § Proposal to provide 7Ya&Signal Malnienancv Slemena /ndurlry. Lm. traffic signal cabinet and in the monthly status reports to track the frequency of the required maintenance. We will maintain a master spreadsheet showing the installation date of all BBS batteries by location, battery manufacturer, and the warranty expiration date. We will notify the City of non - operable or low- output batteries within twenty-four (24) hours. The replacement of batteries shall be considered extra work and will require approval by the City. We understand that if batteries are found to be "exploded" or cracked, we may be responsible for the cost of the replacement if It Is determined that the batteries have not been properly inspected, maintained, or were damaged due to improper installation. 2. The cabinet door locks and pad locks shall be lubricated with graphite lubricant or equivalent, and maintained in working order. Any missing or damaged locks will be reported to the CITY in a timely manner. SIX MONTH INSPECTIONS The six month inspection (in addition to monthly and quarterly) shall include at a minimum: 1. School Warning Flashing Beacons, Flashing Crosswalks and Electronic Radar Speed Feedback Signs: We will perform maintenance Inspection or repair of school warning flashing beacons, flashing crosswalks, and electronic radar feedback signs as directed by the CITY. Maintenance inspection will be based on the following: • Clean cabinet inside and outside and remove anyforeign material, • Check power supply voltage, solar equipment, and replace any batteries as necessary. • Check settings for on /off timing, flashing rate, flashing duration, and time of day, • Maintain all digital time clocks to National Bureau of standards time. • Observe each pole, head, traffic control sign, etc., and remove foreign material- • Special attention shall be given to update Holiday, Daylight Savings Time, and shut -down periods. ' • Replace damaged or malfunctioning lamps, LED indications, in -road warning lights (IRWL), detection bollards, and pressure pads meeting manufacturer's specifications with prior City approval. 2. Perform a night drive throughout the City of Newport Beach limits noting any malfunctioning equipment, including, but not limited to, photocells, illuminated street name sign (ISNS) lamps, vehicle indications, pedestrian indications, and safety lighting. The list of malfunctioning equipment shall be submitted to the Traffic Engineer within ten (10) working days from the completion of the night drive. The list shall be approved by the City prior to repair /replacement of the equipment. A separate list of malfunctioning safety lights will also be tracked and submitted to the City. The night drive will be scheduled with the City of Newport Beach prior to commencement, Proponl to provide Tretc Signal Molnlenanc'e Siemens Industry, Inc. BKRir_s� e .. i'tvy 3. CCTV Cameras: The CCTV camera housing and lens at 28 intersections will be cleaned per the manufacturer's specification. Future CCTV camera installations will be accounted for as detailed in Section 1 (d) of the City's scope of work. 4. Air Filters: We will replace the air filter elements, in all traffic signal and battery back -up cabinets so equipped,.every six (6) months. All filter elements in all cabinets will initially be replaced within four (4) months after the beginning of this contract. S. Traffic Signal Controller Software: We will verify and update records of current software or firmware for the Econolite ASC /3 controllers. This will also include spare controllers that the we maintain for emergency replacement of failed controllers. All updates of controllers shall be confirmed and coordinated with the City. ANNUAL PREVENTATIVE MAINTENANCE The annual preventative maintenance (in addition to monthly, quarterly and 6 -month inspection) Shall include at a minimum: 1. Battery Back -Up System: The traffic signal battery back -up system will be checked by electrical ibypass for appropriate operation per the manufacturer's specifications. We will coordinate with the City of Newport Beach and schedule prior to commencement of work. 2. Conflict Monitor / Malfunction Management Unit (MMU): The conflict monitors will be tested once per calendar year using Atsi 2600 conflict monitor tester or equivalent. Malfunction Management Unit (MMU) shall be tested once per calendar year per the manufacture's specification. We will generate a report for each test conducted. A replacement conflict monitor or MMU, of like kind, will be furnished and installed into the cabinet to monitor the intersection while the test is being conducted. All test results will be documented. Any conflict monitor or MMU that does not pass the test will be repaired or replaced and billed as extraordinary maintenance. 3. Video Detection Camera: The video detection camera lens at four (4) intersections will be cleaned per the manufacturer's specification. In addition, the camera's alignment will be checked and adjusted to obtain the proper sight level. 4. Emergency Vehicle Pre-emption (EVP): The optical detector lens will be cleaned per the manufacturers specification at all signalized intersection throughout the CITY's limit, including signals operated and maintained by CALTRANS. S. Painting: We will prepare and submit an annual work authorization request to the City listing cabinets (Le. controller, service), signal head, and framework equipment that need painting as identified during our monthly maintenance reviews. Special notification will be provided regarding rusting or water damage. Authorization for us to proceed on the painting will be Proposal to provide Traffic Signal Mainianance Siemens lndusiry, Inc. subject to authorization per the terms of Extraordinary Maintenance. Painting to remove graffiti on signal equipment shall be performed within twenty -four (24) hours of the observation or report and will be paid for under the terms of Extraordinary Maintenance. We will use the City's current paint standard color and apply coverage to provide uniform color on the equipment, EXTRAORDINARY MAINTENANCE In addition to the previously mentioned routine maintenance activities, Siemens will provide the City with extraordinary maintenance services on an as needed basis. Extraordinary maintenance may include • Repalring damage relating to signal knockdowns, vandalism or other accidents • Complete Intersection re -wire (scheduled and emergency) • Upgrading controller cabinets • Testing battery back -up systems and replacement if required • Replacing LED Modules and pedestrian indications • Painting cabinets or signal heads • Replacing lenses, detectors, video detection cameras, CCTV cameras • Installing Interconnect • Responding to Underground Service Alert requests • Assisting in inspection of new installations Republic ITS will not perform any extraordinary maintenance without the approval of the Director of Public Works or his authorized representative. If Republic staff encounters a situation wherein extraordinary maintenance is needed, Siemens will supply the City with a description of the work required as well as a proposed cost estimate for approval. TRAFFIC SIGNAL COMPONENTS Siemens will repair, replace or otherwise render in good working condition defective parts of the traffic signal control equipment with like make and model parts for temporary and permanent replacements, except as individually agreed upon by the City staff. Defective or malfunctioning controller cabinet equipment will be reported to the City for approval to make the necessary changes. Changes made will be recorded on the maintenance or repair log within the traffic signal controller cabinet. Items that are no longer covered under the manufacturer's warranty will be repaired or replaced with new parts. If a controller becomes obsolete or deteriorated to the point of being beyond repair, Republic ITS will report such conditions to the City and provide evidence that replacement is necessary. We will provide an estimate Indicating the costs for replacement of the controller and submit this information to the City. Permanent replacement of the traffic signal controller will not be completed without approval of City staff. Proposal to provide Traffic Signal h /aWenarce Slemens Industry, Inc. • r -h. „v � �. � • Sri SCHEDULE Siemens' proposed time for routine maintenance will be based on the convenience of the City. The duration of standard maintenance will differ, depending on the repairs, if any, required during a given month. Emergency response will be available 24 hours a day, 7 days a week. A more detailed schedule can be provided after the award of contracts. SUB -CONS ULTANTS/S UB- CONTRACTING Siemens utilizes all Traffic Signal Manufactures when required. In addition, Siemens uses Its own forces for all work within this RFP and does not anticipate using any subcontractors. Proposal to provide Traffic Slgnal Mainl nance Siemens Industry. Inc. EXHIBIT B SCHEDULE OF BILLING RATES SIEMENS INDUSTRY, INC., Page B -1 I E YTi BIT B CONTRACT UNIT PRICE SCP-II.I)U LE TRAFFIC SIGNAL iWAIN,T ENANCP., iiTis'.MS 1. Routine Maintenance (sec Section 11): a. Fach signalized intersection for monthly tasks S l.� _ Lump Surn b. Each signalized intersection for three month tasks S , Lump Sum C. Each signalized intersection for six month tasks S . Lump Sum d. Each signalized intersection for twelve month tasks i. Each Battery Back -up System Test (per intersection) S_ZQZ: n. Lump Sum ii. Fach Conflict Monitor/MMU Test (per intersection) t ^��_ " Lump Sum iii. Video Detection Camera Cleaning (per intersection) e 1t0• Lump Sum iv. EVP Optical Detector Lens Cleaning (per intersection) S—.- or; - Lump Suns v. CCTV Camera Cleaning (per intersection) fi lea I.wnp Sum e. Each flashing crosswalk for monthly tasks S `fib Lump Sum 2. Extraordinary Maintenance (see Section 111): a. Replacement of ltuninaire safety light lamp (per unit) S . ( t L. Limn Sum b. Rcplac..mcnt of luminairc safety light ballast (per unit) .�U_''? Lump Sum C, Replacement of internally illuminated street name sign florescent lamps (per unit) S &47 Lump Suq;i d. Replarcmcnt of internally illuminated street name sign florescent ballast (per unit) _JG Lump Surn C. Replacement of.LED.internally illuminated street name asserrilily (per unit) $ _ l( t %- ay7:ump Sum L Replacement of intemally illuminated street name sign panel (per unit) S _��y —J Lump Sum g. Replacement of vehicle indication J✓ �!' 12" Green Bali/Arrow S _nZ• Per L )nit 12 Yellow B.- I I /Ai rosy S ,w. �_ P,=' l i ii rt% y G:% 12" Red Ball /Arrovr =:_ —_. �',_1 - .__ —'•' "`fins' 8 " Green Ba11 Init EXHIBIT B C'ONTILAC T UNIT PRICE SCHEDULE TWf FFIC SIGNAL, MAINTENANCE ITE'XiS " Yellow Ball S 1(IZi Per Unit 8" Red Ball S u Per Unit Programmable Visibility Indication S _ Per Unit 3- section 12" vehicle head assembly with LED S SDrz�.`D Per Unit 4- section 12" vehicle head assembly with LED Y_.7t: Per Unit 5- section 12" vehicle head assembly with t.ED n r= 7rSa ;_ Per Unit Backplate for a 3- section vehicle head S Per Unit Backplate for.i 5-section vehicle head S-1 6--' Pcr Unit h. Replacement of standard Type "E" detector loops, I including saw cut, lead -in cable splicing and epoxy emulsion. 8 H (4 or Less) 5. �i? OPcr Unit (more than 4) ,`S- S.� , Per Unif i. Replacement of standard Type "E Modified" detector loops, including saw cut, lead -in cable splicing and epoxy emulsion. (4 or Less) (more than 4) j. Replace pull bo:: with Christy Fiberlit.., (No. 3) (No. 5) (No. b) k. Replacement of Walk/Don't Walk pedesurian signal to Type A LED module 1. Replacement of Walkman/I-land pedestrian signal to Type A LED module M, Replacement of Count -down Wallcman/l-Iand pedestrian signal to Count -down LED module n. Replacement of Pedestrian and Bicycle push buttons with ADA approved buttons and signs 0, Per Unit S_ Per Unit S %2n." Per Unit S ZD• Per Unit s P_r Unit GJ Pcr Unit S 100 Per Unit oc Per Unit C`"° $ f —Per Unit 9 I I EXHIBIT P CONTRACT UNIT PRICE SCUEDIJI Ti; TRAFFIC SIGNAL MAINTENANCE ITEMS o. Refinishing of pxdcstrian heads and signal heads, including frameworks per signalized intersection, excluding controller and electric service cabinets. Pedestrian Head $ Transportation Systems Technician Per Unit Signal Head $ 12 t -� Per Unit P. Refinishing of traffic signal controller $ ��•� cabinet or utility cabinet Signal ControllerCabinct $_Su' PerLlnit Utility Cabinet S _ (, "PZ9`� Per Unit q. Material and Parts: Supplier's invoices amount plus 15 "5 markup. r. Response to USA Callout /Markin of Facilities p g 3 "' Per Unit S. Labor: Registered Civil Engineer Engineering Technician Traffic Signal Maintenance Regular Time Per Hour $ S ysv° Superintendent $ 9Z°, Transportation Systems Technician $ (I CJ Transportation System Electrician Traffic Signal Laborer Traffic. Signal Painter $ ��•� Interconnect / Communications Specialist - Ethernet $ 90 Fiber Optic Specialist $ 70f Overtime P_r Houa 3_ b- n $ / ?0•`"0 12 -- EXHIBI f B t_;ONTRACT UNIT PRICE SCHEDULE TRAFFIC; SIGNAL MAINTENANCE ITEMS Equipment: Rate Per Hour Pick -Up Truck Service Truck Service Boom Truck $ Water Truck $ /4 . Concrete Saw and Truck $ Air Compressor with Tools Crane F IrcK P31AISh.vrI'RA FFICdi,,aI Alaimmance- iVm.'m'SCnWofV:,ri3n17.6- EXHIBIT C 1. INSURANCE REQUIREMENTS — MAINTENANCE AND REPAIR 1.1 Provision of Insurance. Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor 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. Contractor agrees to provide insurance in accordance with requirements set forth here. If Contractor uses existing coverage to comply and that coverage does not meet these requirements, Contractor agrees to amend, supplement or endorse the existing coverage. 1.2 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. 1.3 Coverage Requirements. 1.3.1 Workers' Compensation Insurance. Contractor 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. 1.3.1.1 Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, officials, employees and agents. 1.3.2 General Liability Insurance. Contractor 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 and two million dollars ($2,000,000) completed operations aggregate. The policy shall cover liability arising from premises, operations, products - completed 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. 1.3.3 Automobile Liability Insurance. Contractor 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 the Contractor arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit for each accident. 1.4 Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: SIEMENS INDUSTRY, INC., Page C -1 1.4.1 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 Contractor or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subcontractors. 1.4.2 Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, but not including professional liability (if required), shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. 1.4.3 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. 1.4.4 Notice of Cancellation. All policies shall provide City with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days notice is required) or nonrenewal of coverage for each required coverage. 1.5 Additional Agreements Between the Parties. The parties hereby agree to the following: 1.5.1 Evidence of Insurance. Contractor 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 contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 1.5.2 City's Right to Revise Requirements. The City reserves the right at any time during the term of this Agreement to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City and Contractor may renegotiate Contractor's compensation. 1.5.3 Right to Review Subcontracts. Contractor agrees that upon request, all contracts with subcontractors or others with whom Contractor enters into contracts with on behalf of City will be submitted to City for review. Failure of City to request copies of such contracts will not impose any liability on City, or its employees. 1.5.4 Enforcement of Agreement Provisions. Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non - compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. 1.5.5 Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, SIEMENS INDUSTRY, INC., Page C -2 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. 1.5.6 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. 1.5.7 CitV Remedies for Non Compliance If Contractor or any subcontractor 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 Contractor'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 Contractor or reimbursed by Contractor upon demand. 1.5.8 TimelV 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 Agreement, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. 1.5.9 Contractor's Insurance. Contractor 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. SIEMENS INDUSTRY, INC., Page C -3 CITY OF NEWPORT BEACH BOND NO. FAITHFUL PERFORMANCE BOND The premium charges on this Bond is $ being at the rate of $ Agreement price. EXHIBIT D thousand of the annual WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a Bond for the faithful performance of the terms and conditions of the Agreement. WHEREAS, the City of Newport Beach, State of California, has awarded to SIEMENS INDUSTRY, INC., hereinafter designated as the "Principal," a contract for the Services, located at VARIOUS LOCATIONS in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. NOW, THEREFORE, we, the Principal, and duly authorized to transact business under the laws of the State of California as Surety (hereinafter "Surety"), are held and firmly bound unto the City of Newport Beach, in the sum of Two Hundred Eighty Thousand Dollars and 00/100 ($280,000.00) lawful money of the United States of America, said sum being equal to 100% of the estimated amount of the annual Agreement price, to be paid to the City of Newport Beach, its successors, and assigns; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal, or the Principal's heirs, executors, administrators, successors, or assigns, fail to abide by, and well and truly keep and perform any or all the Work, covenants, conditions, and agreements in the Agreement and all exhibits attached thereto and any alteration thereof made as therein provided on its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to its true intent and meaning, or fails to indemnify, defend, and save harmless the City of Newport Beach, its officers, employees and agents, as therein stipulated, then, Surety will faithfully perform the same, in an amount not exceeding the sum specified in this Bond; otherwise this obligation shall become null and void. As a part of the obligation secured hereby, and in addition to the face amount specified in this Performance Bond, there shall be included costs and reasonable expenses and fees, including reasonable attorneys fees, incurred by the City, only in the event the City is required to bring an action in law or equity against Surety to enforce the obligations of this Bond. SIEMENS INDUSTRY, INC., Page D -1 Surety, for value received, stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Contract or to the Work to be performed thereunder shall in any way affect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions of the Contract or to the Work or to the specifications. This Faithful Performance Bond shall be extended and maintained by the Principal in full force and effect for one (1) year following the date of formal acceptance of the Project by the City. In the event that the Principal executed this bond as an individual, it is agreed that the death of any such Principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety above named, on the day of 2012. Name of Contractor (Principal) Name of Surety Address of Surety Telephone Authorized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED SIEMENS INDUSTRY, INC., Page D -2 EXHIBIT E CITY OF NEWPORT BEACH BOND NO. LABOR AND MATERIALS PAYMENT BOND WHEREAS, the City of Newport Beach, State of California, has awarded to SIEMENS INDUSTRY, INC., hereinafter designated as the "Principal," an Agreement for the Maintenance and Repair Services for the City traffic signal system, in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a bond, providing that if Principal or any of Principal's subcontractors, shall fail to pay for any materials, provisions, or other supplies used in, upon, for, or about the performance of the Work agreed to be done, or for any Work or labor done thereon of any kind, the Surety on this bond will pay the same to the extent hereinafter set forth. NOW, THEREFORE, We the undersigned Principal, and, duly authorized to transact business under the laws of the State of California, as Surety, (referred to herein as "Surety ") are held firmly bound unto the City of Newport Beach, in the sum of Two Hundred Eighty Thousand Dollars and 00/100 ($280,000.00) lawful money of the United States of America, said sum being equal to 100% of the estimated amount payable by the City of Newport Beach under the terms of the Contract; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal or the Principal's subcontractors, fail to pay for any materials, provisions, or other supplies, implements or machinery used in, upon, for, or about the performance of the Work contracted to be done, or for any other Work or labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such Work or labor, or for any amounts required to be deducted, withheld and paid over to the Employment Development Department from the wages of employees of the Principal and subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such Work and labor, then the Surety will pay for the same, in an amount not exceeding the sum specified in this Bond, and also, in case suit is brought to enforce the obligations of this Bond, a reasonable attorney's fee, to be fixed by the Court as required by the provisions of Section 3250 of the Civil Code of the State of California. The Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Section 3181 of the California Civil Code so as SIEMENS INDUSTRY, INC., Page E -1 EXHIBIT E to give a right of action to them or their assigns in any suit brought upon this Bond, as required by and in accordance with the provisions of Sections 3247 et. seq. of the Civil Code of the State of California. And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Contract or to the Work to be performed thereunder shall in any wise affect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions to the terms of the Contract or to the Work or to the specifications. In the event that any principal above named executed this Bond as an individual, it is agreed that the death of any such principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the above named Principal and Surety, on the day of 2012. Name of Contractor (Principal) Name of Surety Address of Surety Telephone Authorized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED SIEMENS INDUSTRY, INC., Page E -2