HomeMy WebLinkAboutC-3542-1 - PSA for On-Call National Pollutant Discharge Elimination System (NPDES) Permit CompliancePROFESSIONAL SERVICES AGREEMENT
WITH WILLDAN ENGINEERING FOR
ON -CALL NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM
(NPDES) PERMIT COMPLIANCE
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and
entered into as of this 15th day of August, 2025 ("Effective Date"), by and between the
CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"),
and WILLDAN ENGINEERING, a California corporation ("Consultant"), whose address is
2401 E. Katella Avenue Suite 300, 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 Consultant to provide On -Call National Pollutant Discharge
Elimination (NPDES) Permit Compliance ("Project").
C. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
D. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on August 14, 2028, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Consultant shall perform the Services in accordance with the schedule included in
Exhibit A. In the absence of a specific schedule, the Services shall be performed to
completion in a diligent and timely manner. The failure by Consultant to strictly adhere to
the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely
manner may result in termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Consultant shall not be responsible for
delays due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Consultant's control.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of Billing
Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subconsultant fees, shall not exceed One Hundred Twenty
Thousand Dollars and 00/100 ($120,000.00), without prior written authorization from
City. No billing rate changes shall be made during the term of this Agreement without the
prior written approval of City.
4.2 On January 1 st of each calendar year, the billing rates set forth in Exhibit B
("Billing Rates") may be adjusted by an increase not to exceed 2.0% to the Billing Rates.
Contractor shall notify City in writing of any requests for adjustment pursuant to this
Section at least thirty (30) days prior to the Effective Date of such adjustment and provide
updated billing rates. Adjusted billing rates shall be approved in writing by City prior to
use. The maximum adjustment increase to the Billing Rates, for any year where an
adjustment is made pursuant to this Section, shall not exceed 2.0% of the Billing Rates
in effect immediately preceding such adjustment.
4.3 Consultant shall submit monthly invoices to City describing the Work
performed the preceding month. Consultant's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and/or the specific
task in the Scope of Services to which it relates, the date the Services were performed,
the number of hours spent on all Work billed on an hourly basis, and a description of any
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reimbursable expenditures. City shall pay Consultant no later than thirty (30) calendar
days after approval of the monthly invoice by City staff.
4.4 City shall reimburse Consultant only for those costs or expenses specifically
identified in Exhibit B to this Agreement or specifically approved in writing in advance by
City.
4.5 Consultant shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the Project,
but which is not included within the Scope of Services and which the parties did not
reasonably anticipate would be necessary at the execution of this Agreement.
Compensation for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
5.1 Consultant shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Consultant has designated Kelsey Reed to be its
Project Manager. Consultant shall not remove or reassign the Project Manager or any
personnel listed in Exhibit A or assign any new or replacement personnel to the Project
without the prior written consent of City. City's approval shall not be unreasonably
withheld with respect to the removal or assignment of non -key personnel.
5.2 Consultant, at the sole discretion of City, shall remove from the Project any
of its personnel assigned to the performance of Services upon written request of City.
Consultant warrants that it will continuously furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
5.3 If Consultant is performing inspection services for City, the Project Manager
and any other assigned staff shall be equipped with a cellular phone to communicate with
City staff. The Project Manager's cellular phone number shall be provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Public Works Department. City's
Public Works Director or designee shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator shall represent
City in all matters pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Consultant, one copy of all existing
relevant information on file at City. City will provide all such materials in a timely manner
so as not to cause delays in Consultant's Work schedule.
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8. STANDARD OF CARE
8.1 All of the Services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with community professional standards
and with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances. All Services
shall be performed by qualified and experienced personnel who are not employed by City.
By delivery of completed Work, Consultant certifies that the Work conforms to the
requirements of this Agreement, all applicable federal, state and local laws, and legally
recognized professional standards.
8.2 Consultant represents and warrants to City that it has, shall obtain, and shall
keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Consultant to practice its profession. Consultant shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.3 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Consultant's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. HOLD HARMLESS
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, employees and any person or entity owning or otherwise in legal control of
the property upon which Consultant performs the Project and/or Services contemplated
by this Agreement (collectively, the "Indemnified Parties") from and against any and all
claims (including, without limitation, claims for bodily injury, death or damage to property),
demands, obligations, damages, actions, causes of action, suits, losses, judgments,
fines, penalties, liabilities, costs and expenses (including, without limitation, attorneys'
fees, disbursements and court costs) of every kind and nature whatsoever (individually,
a Claim; collectively, "Claims"), 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 Consultant's presence or activities conducted on
the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions
of Consultant, 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).
9.2 Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant to indemnify the Indemnified Parties from any Claim arising from the sole
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negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorneys' fees in any action on or to enforce
the terms of this Agreement. This indemnity shall apply to all claims and liability
regardless of whether any insurance policies are applicable. The policy limits do not act
as a limitation upon the amount of indemnification to be provided by Consultant.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis
and Consultant is not an agent or employee of City. The manner and means of
conducting the Work are under the control of Consultant, except to the extent they are
limited by statute, rule or regulation and the expressed terms of this Agreement. No civil
service status or other right of employment shall accrue to Consultant or its employees.
Nothing in this Agreement shall be deemed to constitute approval for Consultant or any
of Consultant's employees or agents, to be the agents or employees of City. Consultant
shall have the responsibility for and control over the means of performing the Work,
provided that Consultant is in compliance with the terms of this Agreement. Anything in
this Agreement that may appear to give City the right to direct Consultant as to the details
of the performance of the Work or to exercise a measure of control over Consultant shall
mean only that Consultant shall follow the desires of City with respect to the results of the
Services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or interest in the
Work to be performed. City agrees to cooperate with the Consultant on the Project.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points in order
to ensure the Project proceeds in a manner consistent with City goals and policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator informed on a
regular basis regarding the status and progress of the Project, activities performed and
planned, and any meetings that have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of Work, Consultant shall obtain, provide and maintain at its own expense during the term
of this Agreement or for other periods as specified in this Agreement, policies of insurance
of the type, amounts, terms and conditions described in the Insurance Requirements
attached hereto as Exhibit C, and incorporated herein by reference.
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15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following shall be
construed as an assignment: The sale, assignment, transfer or other disposition of any
of the issued and outstanding capital stock of Consultant, or of the interest of any general
partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or
joint -venture or syndicate or co -tenancy, which shall result in changing the control of
Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five
percent (25%) or more of the assets of the corporation, partnership or joint -venture.
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such subcontractor
other than as otherwise required by law. City is an intended beneficiary of any Work
performed by the subcontractor for purposes of establishing a duty of care between the
subcontractor and City. Except as specifically authorized herein, the Services to be
provided under this Agreement shall not be otherwise assigned, transferred, contracted
or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other writing
produced, including but not limited to, websites, blogs, social media accounts and
applications (hereinafter "Documents"), prepared or caused to be prepared by Consultant,
its officers, employees, agents and subcontractors, in the course of implementing this
Agreement, shall become the exclusive property of City, and City shall have the sole right
to use such materials in its discretion without further compensation to Consultant or any
other party. Additionally, all material posted in cyberspace by Consultant, its officers,
employees, agents and subcontractors, in the course of implementing this Agreement,
shall become the exclusive property of City, and City shall have the sole right to use such
materials in its discretion without further compensation to Consultant or any other party.
Consultant shall, at Consultant's expense, provide such Documents, including all logins
and password information to City upon prior written request.
17.2 Documents, including drawings and specifications, prepared by Consultant
pursuant to this Agreement are not intended or represented to be suitable for reuse by
City or others on any other project. Any use of completed Documents for other projects
and any use of incomplete Documents without specific written authorization from
Consultant will be at City's sole risk and without liability to Consultant. Further, any and
all liability arising out of changes made to Consultant's deliverables under this Agreement
by City or persons other than Consultant is waived against Consultant, and City assumes
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full responsibility for such changes unless City has given Consultant prior notice and has
received from Consultant written consent for such changes.
17.3 All written documents shall be transmitted to City in formats compatible with
Microsoft Office and/or viewable with Adobe Acrobat.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the Services in this Agreement, shall be kept confidential
unless City expressly authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including costs,
contained in Consultant's Documents provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Services to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any Services,
expenditures and disbursements charged to City, for a minimum period of three (3) years,
or for any longer period required by law, from the date of final payment to Consultant
under this Agreement. All such records and invoices shall be clearly identifiable.
Consultant shall allow a representative of City to examine, audit and make transcripts or
copies of such records and invoices during regular business hours. Consultant shall allow
inspection of all Work, data, Documents, proceedings and activities related to the
Agreement for a period of three (3) years from the date of final payment to Consultant
under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction of
the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Consultant shall not
discontinue Work as a result of such withholding. Consultant shall have an immediate
right to appeal to the City Manager or designee with respect to such disputed sums.
Consultant shall be entitled to receive interest on any withheld sums at the rate of return
that City earned on its investments during the time period, from the date of withholding of
any amounts found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what would have
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resulted if there were not errors or omissions in the Work accomplished by Consultant,
the additional design, construction and/or restoration expense shall be borne by
Consultant. Nothing in this Section is intended to limit City's rights under the law or any
other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the Project.
24. CONFLICTS OF INTEREST
24.1 Consultant or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et
seq., which (1) require such persons to disclose any financial interest that may
foreseeably be materially affected by the Work performed under this Agreement, and (2)
prohibit such persons from making, or participating in making, decisions that will
foreseeably financially affect such interest.
24.2 If subject to the Act and/or Government Code §§ 1090 et seq., Consultant
shall conform to all requirements therein. Failure to do so constitutes a material breach
and is grounds for immediate termination of this Agreement by City. Consultant shall
indemnify and hold harmless City for any and all claims for damages resulting from
Consultant's violation of this Section.
25. NOTICES
25.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
and conclusively shall be deemed served when delivered personally, or on the third
business day after the deposit thereof in the United States mail, postage prepaid, first-
class mail, addressed as hereinafter provided.
25.2 All notices, demands, requests or approvals from Consultant to City shall
be addressed to City at:
Attn: Public Works Director
Public Works Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
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25.3 All notices, demands, requests or approvals from City to Consultant shall
be addressed to Consultant at:
Attn: Vanessa Munoz
Willdan Engineering
2401 E. Katella Avenue Suite 300
Anaheim, CA 92806
26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Consultant shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Consultant's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Consultant in writing as unsettled at the time of its final request for payment.
Consultant and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Consultant shall be required to file any claim Consultant may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 et seq.).
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27.1 In the event that either party fails or refuses to perform any of the provisions
of this Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a period
of two (2) calendar days, or if more than two (2) calendar days are reasonably required
to cure the default and the defaulting party fails to give adequate assurance of due
performance within two (2) calendar days after receipt of written notice of default,
specifying the nature of such default and the steps necessary to cure such default, and
thereafter diligently take steps to cure the default, the non -defaulting party may terminate
the Agreement forthwith by giving to the defaulting party written notice thereof.
27.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than seven (7) calendar days' prior written notice to Consultant. In the
event of termination under this Section, City shall pay Consultant for Services
satisfactorily performed and costs incurred up to the effective date of termination for which
Consultant has not been previously paid. On the effective date of termination, Consultant
shall deliver to City all reports, Documents and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
28. STANDARD PROVISIONS
28.1 Recitals. City and Consultant acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
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28.2 Compliance with all Laws. Consultant shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted. In addition, all Work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be subject
to approval of the Project Administrator and City.
28.3 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
28.4 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall be held to vary the provisions herein.
28.5 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
28.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
'8.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Consultant and City and approved as to form by the
City Attorney.
28.8 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
28.9 Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
28.10 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
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28.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM: CITY OF NEWPORT BEACH,
CITY ATTORNEY'S OFFICE a Califor is municipal corporation
Date: O 8/,2 -5 /7 S Date: ` �S
By: B :
Aa n C. Harp 9 Grace K. Leung
City Attorney City Manager
ATTEST:- C. � CONSULTANT:
Date: ,a �r WILLDAN ENGINEERING, a California
PO�T corporation
Date:
"a Signed in Counterpart
By:� =w a By:
Molly Perry iIr4;z5 . Vanessa Munoz
Interim City Clerk Chief Executive Officer
Date:
Signed in Counterpart
By:
Kate Nguyen
Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: O 54.5 /7 S
By:
Aa _ n C. Harp
City Attorney
ATTEST:
Date:
311
Molly Perry
Interim City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
Bv:
Grace K. Leung
City Manager
CONSULTANT:
WILLDAN ENGINEERING, a California
corporation
Date:
By:
Vanessa Munoz
Chief Executive O cer
Date:
By:
Kate Ng yen
Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
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EXHIBIT
SCOPE OF SERVICES
Willdan Engineering Page A-1
Scope of Services
Task 1. INIPIDES Program Management
Willdan will use its historical and existing knowledge of TMDLs and NPDES Permit programs to ensure
the City's understanding and compliance of stormwater regulations and requirements. Willdan will work
with City staff to ensure all applicable departments are provided with the necessary support to
implement NPDES Permit programs and subject TMDLs.
Our team recommends meeting with key City staff on a monthly basis to update on the status of the
inspections and discuss implementation of NPDES Permit programs and other tasks. Even if these
monthly meetings turn into quick debrief calls, we find it essential to keep City staff informed of our
progress on assignments and issues to ensure a general understanding of the program and the City's
continued compliance. As needed, Willdan will provide recommendations for the continued
improvement and development of the City's NPDES programs and compliance approaches for the
Drainage Area Management Plan (DAMP) in conjunction with the Local Implementation Plan (LIP), and
other stormwater compliance programs. After the debrief with the city, the team will send
comprehensive meeting notes and action items.
Our team is always available to provide reports and/or presentations to city council or management
staff as found necessary. An informed City staff, in conjunction with qualified assistance, will help ensure
the success of the City's NPDES compliance programs.
NPDES and Committee Meetings
Willdan will attend various NPDES-related meetings, events, and workshops as a representative of the
City. This includes, but is not limited to, Santa Ana Regional Water Quality Control Board (SARWQCB)
meetings and workshops, Newport Bay Watershed Executive Committee meetings, and NPDES Technical
Advisory Committee (TAC) meetings. Willdan will act as an extension of City staff and align its
contribution to various groups with the opinions and ideals of the City. Following meetings representing
the City, Willdan will provide a summary to City staff via e-mail and/or during regularly scheduled
meetings with the City.
Annual Report
Per the requirements of the NPDES Permit, the City is required to complete and submit an Annual
Report Form no later than November 151h. Willdan will coordinate with City staff and consultants to
develop and submit the City's required Annual Report Form and any other reporting by the appropriate
deadlines. This may include but is not limited to reviewing programs such as the DAMP, LIP, monitoring
programs, gathering necessary data and information to prepare annual report forms, meeting with City
staff and consultants to discuss data and information collected, fiscal analyses, and the development of
annual report forms for City review, comment, and approval.
Once all above -mentioned Annual Reports are completed and approved, a final copy and confirmation
of the submittal will be transmitted from Willdan to the City for their records.
Municipal Staff Training
As requested, Willdan can coordinate annual training sessions with pertinent City staff. The
training will encompass the key components of the NPDES Permit, including requirements, site -specific
examples, and opportunities for discussion. Willdan will update and revise the training as necessary and
will make the materials available for distribution to pertinent City staff. Based upon the City's preference
and available budget, Willdan can offer this training in person at City Hall, virtually, or via desktop
modules that can be reviewed at the convenience of City staff. Depending upon the method of training,
documentation that City staff attended the training will be required as a sign -in sheet or e-mail
confirmation that the training was completed.
Annual Budget
Willdan can help prepare the City's annual NPDES budget and forecast NPDES expenditures for future
years. This includes, but is not limited to, city cost shares with other agencies, future BMP
implementation costs, anticipated compliance costs, and suggested programs to improve the City's
compliance with NPDES regulations. Willdan will help the City balance the priorities of NPDES costs to fit
within the City's budget each year. For quality assurance, Willdan will carefully review its deliverables to
the City, ensure work is in line with the schedule, and review accounting to make sure tasks remain
within the City's budget.
Local Implementation Plan Updates
The updating of the Local Implementation Plan (LIP) will involve a structured approach to ensure the
information is relevant and effective to the goals. Willdan will review the current LIP to identify the
programs established for their effectiveness, challenges, and areas of improvement. Further review of
the Newport Bay Watershed, Water Quality Control Plan for Ocean Waters of California (Ocean Plan),
and Watershed Action Plan to refine the Local Implementation Plans (LIPs) to analyze pathways to
compliance, including project selection, prioritization, scheduling, and funding. Engage with key City
staff as a liaison between departments to gather further insight and update the LIP in accordance with
compliance and the City's goals. When the LIP is updated setting a reevaluation timeline of the program
to determine the effectiveness and implement refinements it may require.
Management of Database
Willdan will assist the City with development of a database to track inspection programs such as but not
limited to construction sites, industrial/commercial, municipal, water quality management plans, best
management practices (BMPs), and restaurants. The type of database used to store the information will
be coordinated with the City. The database enables various tracking of data including but not limited to
the inspection type, inspector, sites, violations and findings, and the point of contact of the inspected
site. All related information shall be stored in the database on a consistent basis to be referred to for
retrieval and reporting purposes.
Task 3. Construction Management Program
Construction Program
It is imperative to maintain a construction inspection program that effectively prevents and eliminates
construction -related discharges and reduces the impact of construction activity on receiving waters. In
line with the State Construction General Permit (CGP), the Regional NPDES Permit, DAMP, and the City's
municipal code and procedures.
In Stormwater Multiple Application and Report Tracking System (SMARTS), the City's construction site
inventory will be assessed to understand existing construction sites in the City that will require
inspection. The authorized Willdan inspection will inspect active construction sites with the consent of
the owner or occupant for proper implementation of BMPs. During inspection, Willdan will confirm that
the project is enrolled in the CGP with an active Waste Discharge (WDID) number, a SWPPP is developed
and available onsite, and that an effective combination of erosion and sediment control BMPs are
implemented and consistent with the SWPPP. All construction sites during the dry season are inspected
at a frequency determined to prevent non-stormwater discharges. During the wet season high priority
sites determined to be sites 20 acres and larger; sites over 1 acre that are tributary to Clean Water Act
v✓
Section 303(d) waters listed for sediment or turbidity impairments; and sites that are tributary to and
within 500 feet of an area defined by the Ocean Plan as an Area of Special Biological Significance (ASBS)
will be inspected once per month. The medium priority sites in the wet season will be inspected twice
during the season and low priority is once per season. Willdan will observe each project for actual non-
stormwater discharges, actual or potential discharge of sediment and other construction related
materials from the site, and actual or potential illicit connections. Follow-up visits to all sites will occur
as needed and documentation of findings and enforcement actions will be added to the construction
site inventory accordingly.
During and following installation of a Water Quality Management Plan (WQMP) BMP, Willdan staff is
available to inspect the site to ensure proper operation and maintenance of the BMP and consistency
with the final WQMP and requirements of the NPDES Permit. Should the BMP require maintenance or
repair, Willdan staff will work with the City and the property owner to ensure the device is in good
operating condition as soon as possible to prevent any flooding, damage to the device, or exposure of
pollutants to the storm drain system. Willdan will complete an inspection form for every site visit,
including photo documentation, file with the City, and upload to the OC Stormwater Tools database, as
necessary.
Willdan has performed construction inspection services for a multitude of cities in Southern California
and has in-depth experience in implementing public works construction projects and ensuring NPDES
program compliance on public and private construction sites. Our team will assist the City in carrying out
maintenance verifications of post construction new and redevelopment projects and, if necessary,
inspections to evaluate the best management practice (BMP) effectiveness for projects subject to the
requirements of the WQMP. Our team will develop a record of each inspection and provide tracking
data to the City.
Industrial/Commercial Facilities Program
Willdan utilizes our experience in implementing the Industrial/Commercial Facilities (ICF) Program of the
NPDES Permit, that is to ensure the facility does not create a potential illicit discharge nor negatively
impact water quality objectives for municipal stormwater discharges. We recommend immediately
inspecting those facilities labeled as "non -filers" to bring them into compliance by filing a Notice of
Intent (NOI) or NEC and paying associated fees to the City and State. The ICF inspections will be
conducted based on priority threats, such as high will be inspected annually, medium is to be inspected
biennially and low is once per permit cycle. Our general approach to all inspections is to observe site
conditions, facility operations, and employee practices with as little interruption to the business as
possible. In advance of scheduled inspections, key City staff are notified of our schedule, the names and
contact information of the inspection staff and designated Willdan Supervisor, and who at the City is
designated as the contact for urgent matters. While inspectors are in the field, the Willdan Supervisor is
always available to assist the inspection staff with information and guidance, and conduit to the City's
designated contact person. For this contract task, Kelsey Reed will serve as the Willdan Supervisor, or
Mayra Martinez if Kelsey is unavailable.
The following is our general step-by-step of a business inspection:
Establish an appropriate point -of -contact (POC) at the business, explain the reason and
intention of the inspection, and notify that the inspection will be conducted with photo
documentation. Generally, the appropriate POC is a facility manager, supervisor, or owner. If an
appropriate POC is not present, then the inspector will determine if the inspection can occur by
authorization granted by an employee in responsible charge of the facility, or remotely by the
appropriate POC. The primary POC, and confirmation of authorized inspection are recorded on
the inspection form that will be signed by that person at the conclusion of the inspection.
Should the facility deny entry to the inspector, the inspector will politely step aside and discuss
the issue with the Willdan Supervisor.
In touring the facility, the inspector's focus is broken down into three areas of concentration
that assist in addressing each item on the City's inspection form:
i. Site Conditions - Observations include, but are not limited to, drainage course and
system, general cleanliness of the facility in areas exposed to weather, staining or greasy
areas, proper storage of materials and equipment, adherence to NPDES Permit BMPs,
and condition of any post construction BMP and/or grease capture device, per the City's
Chapter 14.30 fats, oils, and grease (FOG) control program.
ii. Operation of the Facility - During this layer of inspection, the inspector is observing and
determining if operational practices have the potential to adversely impact site runoff,
reviewing BMP maintenance logs, the availability of spill prevention and cleanup plans
and equipment, how waste is disposed, and how and where potential contaminants are
being used.
iii. Employee Practices - This simple observation is to determine how well employees
adhere to established operational practices or if a practice is ineffective in preventing
contaminated runoff and handling of contaminants.
iv. At the conclusion of the inspection, the inspector discusses the observations made and
corrective actions, if any, that must be addressed by a time specified on the report form.
Depending on the type of facility and/or necessary corrective action, the inspector will
provide an approved BMP fact sheet or offer guidance.
The City approved inspection form is signed by the POC, and a copy is transmitted to the facility
by established means.
The developed electronic database for the ICF will be updated on an ongoing basis.
Task S. Illicit Discharges/illegal Connection
Adhering to City procedures and the Illicit Discharge/Illegal Connection Program from the DAMP, LIP,
and municipal code. Once a report or field inspection leads to the discovery of an illegal discharge or
illicit connection Willdan will report to the location of the discharge and document the type, quantity,
location, possible source, and if the discharge entered the storm drain system. Willdan will coordinate
with other City departments, such as Code Enforcement, to ensure the illicit discharge remediation is in
line with the municipal code and follows the appropriate enforcement action procedures. If possible,
Willdan will receive contact information for any associated parties and advise the responsible party that
the discharge be eliminated in a timely and cost-effective manner. Following the investigation, Willdan
will prepare a summary report of the event, including photo documentation, and conduct a follow-up
inspection as necessary.
I Task 6. Public Education and Participation
Willdan will assist the City in the development and distribution of educational materials to target the
pollutants relevant to the region, such as bacteria and trash. This includes assisting the City in the
development of a residential/HOA, outreach program, and distribution of educational material to
facilities that are potential sources of pollution. Following the LIPs and DAMP Section B-6 Public
Education with City approval to distribute a variety of media, utilization of the City's existing newsletter
and social media platforms, and development and maintenance of the City's stormwater website.
The City can consider the use of utility bill inserts to further educate businesses and residents on issues
such as water conservation, proper pool discharge practices, household hazardous waste, etc. Willdan
can also implement a program to educate residents on non-stormwater runoff and the implementation
of practices to avoid illicit discharges and provide frequent posting of water quality material on the City's
social media accounts, and the use of the City's website to provide educational material in a consistent
manner.
Prior to the development of outreach material, Willdan will meet with the City to discuss potential
outreach strategies and targeted pollutants understand the City's preferred outreach platforms (i.e.
newsletter, social media, webpage, City events, etc.), and languages to translate the materials. Our team
will submit outreach materials to the City's point of contact for approval and will help post or distribute
the outreach to the extent the City desires.
Upon request, Willdan staff may attend and represent the City at stormwater related special events.
Prior to the event, the team is to coordinate with the City staff on the material and/or presentation to
be presented at the event. The primary goal is to showcase the advancements the City has achieved
with stormwater related work and to provide relevant information to residents on a personalized level.
Task 7. Trash Implementation Plan Management
Willdan understands it is imperative that the City implements a Trash Implementation Plan to effectively
reduce trash in ocean waters, inland surface waters, enclosed bays, and estuaries in California. The
Willdan team will provide comprehensive support with the development of the program and
implementation. As we do for many of our clients, Willdan will ensure the City stays on schedule with
the installation of trash mitigation devices. Where necessary, Willdan will assess the priority land uses
and feasibility of the installation of trash mitigation devices and be prepared to recommend alternative
compliance approaches. Willdan will ensure the City is on track to meet the full compliance deadline
within ten years of the effective date of the first Water Quality Control Plan and no later than fifteen
years from the effective date of the Trash Provisions.
Willdan offers expertise in funding sources to assist our clients with obtaining available funding for
current and future capital improvement projects. Our team has prepared numerous funding and
competitive grant applications for various client cities to grant management assistance. The team will
assist the City to identify and apply for the appropriate funding for projects. We will work concurrently
with the grant writer to develop a compelling proposal, including but not limited to the proposed
budget, and engineering specifications. All necessary information shall be gathered and submitted to the
grant agency. Willdan will provide guidance on follow-ups from the grantor and can address on behalf of
the City. If awarded, the team can provide grant management per the City's direction which may include
compliance reporting, documentation, and appropriate funds disbursement.
Task 10. Water Quality/Sediment Sampling and Monitoring
The City of Newport Beach corresponds to the Newport Bay Watershed located in the southern area of
Orange County. It is part of the two sub -watersheds known as the Lower and Upper Bay. Per the
requirements of the NPDES Permit, and Newport Bay Watershed Action Plan (WAP), Willdan will assist
with the jurisdictional programs based on the LIPS. Activities conducted by watershed permittees
collectively, such as the regional monitoring of the TMDLs, are conducted by the County of Orange
which satisfies this requirement. The City is subject to the Newport Bay TMDLs for sediment, nutrients,
v✓
bacteria, heavy metals, selenium, organochlorine pesticides, and organochlorine compounds. Other
regional programs, such as the Southern California Bight Regional Monitoring program and Areas of
Special Biological Significance (ASBS) data shall be reviewed. The deliverables will be coordinated
regarding monitoring events, procedures, budgeting, reporting, and any correspondence with the
SARWQCB.
The objective of the Newport Beach individual jurisdictional programs from the LIPS is to develop
programs that support an effective watershed with proper management. Willdan will conduct the
required sampling and coordinate with sampling supplies, chain -of -custody, and sample drop-off with a
laboratory. If necessary, Willdan will use a qualified subconsultant to assist with this task.
A clear water quality status, trends, and pollutants of concern associated with urban runoff and the
characterization of pollutants will allow for trends to determine the influence for urban runoff. Willdan
will record all data and provide the necessary information such as the water quality assessment and
revisions to the listed water quality improvement initiatives for the Annual Report.
Willdan has experience in various other water quality programs and permits. The team will assist with
the De Minimis Permit, unfunded mandates, and the City's oil field permit. Unfunded mandates will be
closely worked on with key City staff to determine the potential budget, expense claims, and actions for
compliance. The City's permits will be reviewed and maintained at the City's discretion.
Outfall Monitoring Program
The Willdan team understands the benefits of a watershed -based approach to compliance with water
quality standards and coordinated monitoring. However, the Willdan team has always recommended to
City staff certain water quality monitoring and studies at the City's drainage boundaries to safeguard the
City from being wrapped in with poor water quality at downstream monitoring sites with drainage from
several urbanized areas surrounding the City. This targeted approach at the City's outfalls may include
visual monitoring at selected City outfalls and provide a source identification of non-stormwater flow in
each outfall's drainage area. The Willdan team can develop and implement an outfall screening and
pollutant assessment program as a preemptive measure to water quality exceedances at downstream
compliance points. Should the City desire to develop this program, Willdan is ready to safeguard the
City and demonstrate its compliance.
Public Agency Activities
Willdan is available to assist the City in the inspection of City -owned facilities to ensure potential
pollutant sources are effectively managed and the prevention of non -storm water discharges, site -
specific BMPs, routine preventive maintenance of the MS4, catch basin inspections, and perform annual
training for employees and contractors to improve awareness of and compliance with stormwater
pollution BMPs.
v✓
EXHIBIT B
SCHEDULE OF BILLING RATES
Willdan Engineering Page B-1
100,
WWILLDAN
Technical Aide I
Technical Aide II
Technical Aide III
CAD Operator I
CAD Operator II
CAD Operator III
GIS Analyst I
GIS Analyst II
GIS Analyst III
Environmental Analyst I
Environmental Analyst II
Environmental Analyst III
Environmental Specialist
Designer I
Designer II
Senior Designer I
Senior Designer II
Design Manager
Senior Design Manager
Project Manager I
Project Manager II
Project Manager III
Project Manager IV
Principal Project Manager
Program Manager I
Program Manager II
Program Manager III
Assistant Engineer I
Assistant Engineer II
Assistant Engineer III
Assistant Engineer IV
Associate Engineer I
Associate Engineer II
Associate Engineer III
Senior Engineer I
Senior Engineer II
Senior Engineer III
Senior Engineer IV
Supervising Engineer
Traffic Engineer I
Traffic Engineer 11
City Engineer I
City Engineer II
Deputy Director
Director
Principal Engineer
WILLDAN ENGINEERING
Schedule of Hourly Rates
BUILDING AND SAFETY
I
CONSTRUCTION
$81
Code Enforcement Technician
$106
Labor Compliance Specialist
$146
$103
Code Enforcement Officer
$121
Labor Compliance Manager
$183
$120
Senior Code Enforcement Officer
$143
Utility Coordinator
$167
$128
Supervisor Code Enforcement
$173
Office Engineer 1
$147
$148
Fire Plans Examiner
$173
Office Engineer II
$167
$165
Senior Fire Plans Examiner
$189
Assistant Construction Manager
$160
$168
Fire Inspector
$159
Construction Manager
$185
$184
Senior Fire Inspector
$173
Senior Construction Manager
$201
$191
Fire Marshal
$204
$2 08
$144
Plans Examiner Aide
$114
Resident Engineer I
$161
Plans Examiner
$173
Resident Engineer II
$216
$171
Senior Plans Examiner
$189
Project Manager IV
$234
$185
Assistant Construction Permit
$121
Deputy Director
$243
$173
Specialist
Director
$249
$179
Construction Permit Specialist
$128
INSPECTION SERVICES
$188
Senior Construction Permit
$150
Public Works Observer*'
$131
Specialist
$197
Supervising Construction Permit
$159
Public Works Observer ***
$159
$196
Specialist
Senior Public Works Observer-
$143
$206
Assistant Building Inspector
$143
Senior Public Works Observer ***
$159
$186
Building Inspector
$159
MAPPING , EXPERT SERVICES
$207
Senior Building Inspector
$173
Survey Analyst 1
$147
$217
Supervising Building Inspector
$189
$169
$234
Inspector of Record
$202
Survey Analyst II
$238
Deputy Building Official
$205
Senior Survey Analyst
$187
$197
Building Official
$210
Supervisor - Survey & Mapping
$203
$209
Plan Check Engineer
$205
Principal Project Manager
--$238
$228
Supervising Plan Check Engineer
$215
LANDSCAPE ARCHITECTURE
$141
Principal Project Manager
$238
Assistant Landscape Architect
$153
$157
Deputy Director
$243
Associate Landscape Architect
$176
$166
Director
$249
Senior Landscape Architect
$193
$175
Principal Landscape Architect
$204
$184
CDBG Technician
$86
Principal Project Manager
$238
$192
CDBG Specialists
$103
$196
CDBG Analyst
$122
ADMINISTRATIVE
$199
CDBG Coordinator
$152
Administrative Assistant I
$99
$204
CDBG Manager
$183
Administrative Assistant II
$120
$207
Housing Program Coordinator
$151
Administrative Assistant III
$140
$211
Planning Technician
$130
Project Accountant 1
$112
$219
Assistant Planner
$162
Project Accountant II
$132
$219
Associate Planner
$176
Project Controller 1
$140
$234
Senior Planner
$200
Project Controller II
$158
$234
Principal Planner
$208
$238
Planning Manager
$221
$243
Deputy Director
$243
$249
Director
$249
$270
** For Non -Prevailing Wage Project *** For Prevailing Wage Project
Mileage/Field Vehicle usage will be charged atthe rate in accordance with the current FTR mileage reimbursement rate, subject to negotiation.
Additional billing classifications may be added to the above listing during the year as new positions are created. Consultation in connection with litigation and court appearances
will be quoted separately. The above schedule is for straight time. Overtime will be charged at 1.5 times, and Sundays and holidays, 2.0 times the standard rates. With the
advance written approval of the City, Blueprinting, reproduction, messenger services, and printing will be invoiced at cost plus fifteen percent (15%). For prevailing wage
classifications, the increase will be per the prevailing wage increase set by the California Department of Industrial Relations.
Rev 07/21/2025
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Consultant's indemnification of City,
and prior to commencement of Work, Consultant shall obtain, provide and
maintain at its own expense during the term of this Contract, policies of
insurance of the type and amounts described below and in a form satisfactory
to City. Consultant agrees to provide insurance in accordance with
requirements set forth here. If Consultant uses existing coverage to comply and
that coverage does not meet these requirements, Consultant agrees to amend,
supplement or endorse the existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance providing statutory benefits and Employer's
Liability Insurance with limits of at least one million dollars ($1,000,000)
each employee for bodily injury by accident and each employee for
bodily injury by disease in accordance with the laws of the State of
California.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council,
boards and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Consultant shall maintain commercial
general liability insurance, and if necessary, excess/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 two million
dollars ($2,000,000) per occurrence, four million dollars ($4,000,000)
general aggregate. The policy shall cover liability arising from bodily
injury, property damage, personal and advertising injury, and liability
assumed under an insured contract (including the tort liability of another
assumed in a business contract).
C. Automobile Liability Insurance. Consultant shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of Consultant
arising out of or in connection with Work to be performed under this
Contract, including coverage for any owned, hired, non -owned or rented
Willdan Engineering Page C-1
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit for each accident.
D. Professional Liability (Errors & Omissions) Insurance. Consultant shall
maintain professional liability insurance that covers the Services to be
performed in connection with this Agreement, in the minimum amount
of two million dollars ($2,000,000) per claim and four million dollars
($4,000,000) in the aggregate. Any policy inception date, continuity
date, or retroactive date must be before the Effective Date of this
Agreement and Consultant agrees to maintain continuous coverage
through a period no less than three years after completion of the
Services required by this Agreement.
E. Excess/Umbrella Liability Insurance. If any Excess or Umbrella Liability
policies are used to meet the limits of liability required by this contract,
then said policies shall be "following form" of the underlying policy
coverage, terms, conditions, and provisions and shall meet all of the
insurance requirements stated in this contract, including, but not limited
to, the additional insured and primary & non-contributory insurance
requirements stated herein. No insurance policies maintained by the
City, whether primary or excess, and which also apply to a loss covered
hereunder, shall be called upon to contribute to a loss until the
Consultant's primary and excess/umbrella liability policies are
exhausted.
4. Other Insurance Requirements. The policies are to contain, or be endorsed
to contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Contract shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents,
volunteers and employees, or shall specifically allow Consultant or
others providing insurance evidence in compliance with these
requirements to waive their right of recovery prior to a loss. Consultant
hereby waives its own right of recovery against City.
B. Additional Insured Status. All liability policies including general liability,
products and completed operations, excess/umbrella liability, and
automobile liability, if required, shall provide or be endorsed to provide
that City, its City Council, boards and commissions, officers, agents,
volunteers and employees shall be included as additional insureds
under such policies.
C. Primary and Non -Contributory. Consultant's insurance coverage shall
be primary insurance and/or the primary source of recovery with respect
to the City, its City Council, boards and commissions, officers, agents,
volunteers and employees. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-
Willdan Engineering Page C-2
insurance maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days' notice of cancellation or nonrenewal of coverage (except
for nonpayment for which ten (10) calendar days' notice is required) for
each required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to
the following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance
to City as evidence of the insurance coverage required herein, along
with a waiver of subrogation endorsement for workers' compensation
and other endorsements as specified herein for each coverage. All of
the executed documents referenced in this Contract must be returned
to City within ten (10) regular City business days after the date on the
"Notification of Award". Insurance certificates and endorsements 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. The certificates and
endorsements for each insurance policy shall be signed by a person
authorized by that insurer to bind coverage on its behalf. At least fifteen
(15) days prior to the expiration of any such policy, evidence of
insurance showing that such insurance coverage has been renewed or
extended shall be filed with the City. If such coverage is cancelled or
reduced, Consultant shall, within ten (10) days after receipt of written
notice of such cancellation or reduction of coverage, file with the City
evidence of insurance showing that the required insurance has been
reinstated or has been provided through another insurance company or
companies. City reserves the right to require complete, certified copies
of all required insurance policies, at any time.
B. City's Right to Revise Requirements. The City reserves the right at any
time during the term of the Contract to change the amounts and types
of insurance required by giving Consultant ninety (90) calendar days'
advance written notice of such change. If such change results in
substantial additional cost to Consultant, City and Consultant may
renegotiate Consultant's compensation.
C. Right to Review Subcontractors. Consultant agrees that upon request,
all agreements with subcontractors with whom Consultant enters into
contracts with on behalf of City will be submitted to City for review.
Failure of City to request copies of such agreements will not impose any
liability on City, or its employees. Consultant shall require and verify that
all subcontractors maintain insurance meeting all the requirements
stated herein, and Consultant shall ensure that City is an additional
insured on insurance required from subcontractors. For CGL coverage,
subcontractors shall provide coverage with a format at least as broad as
Willdan Engineering Page C-3
CG 20 38 04 13.
D. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Consultant of non-compliance with any requirement imposes no
additional obligations on City nor does it waive any rights hereunder.
E. Requirements not Limiting. Requirements of specific coverage features
or limits contained in this Section are not intended as a limitation on
coverage, limits or other requirements, or a waiver of any coverage
normally provided by any insurance. Specific reference to a given
coverage feature is for purposes of clarification only as it pertains to a
given issue and is not intended by any party or insured to be all inclusive,
or to the exclusion of other coverage, or a waiver of any type. If the
Consultant maintains higher limits than the minimums shown above, the
City requires and shall be entitled to coverage for higher limits
maintained by the Consultant. Any available proceeds in excess of
specified minimum limits of insurance and coverage shall be available
to the City.
F. Self -Insured Retentions. Any self -insured retentions must be declared
to and approved by City. City reserves the right to require that self -
insured retentions be eliminated, lowered, or replaced by a deductible.
Self-insurance will not be considered to comply with these requirements
unless approved by City.
G. City Remedies for Non -Compliance. If Consultant fails to provide and
maintain insurance as required herein, then City shall have the right but
not the obligation, to purchase such insurance, to terminate this
Agreement, or to suspend Consultant's right to proceed until proper
evidence of insurance is provided. Any amounts paid by City shall, at
City's sole option, be deducted from amounts payable to Consultant or
reimbursed by Consultant upon demand.
H. Timely Notice of Claims. Consultant shall give City prompt and timely
notice of claims made or suits instituted that arise out of or result from
Consultant's performance under this Contract, and that involve or may
involve coverage under any of the required liability policies. City
assumes no obligation or liability by such notice, but has the right (but
not the duty) to monitor the handling of any such claim or claims if they
are likely to involve City.
Consultant's Insurance. Consultant shall also procure and maintain, at
its own cost and expense, any additional kinds of insurance, which in its
own judgment may be necessary for its proper protection and
prosecution of the Work.
Willdan Engineering Page C-4
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