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HomeMy WebLinkAboutC-8546-2A - On-Call PSA for Marine Engineering Serviceshkld11 moffOtt & nichal June 2, 2020 4225 E. Conant 5t. Long Beach, CA 90808 (562) 590-6500 Fax (562) 424-7489 Chris Miller (Public Works Manager) City of Newport Beach 100 Civic Center Drive Newport Beach, CA 92660 Subject. Proposal for Additional Engineering Services for American Legion Bulkhead Repair Project, City of Newport Beach, CA (Project Reference Code 161-111) Dear Mr. Miller, Moffatt & Nichol (M&N) has prepared this proposal to provide additional engineering services for the American Legion Bulkhead Repair project, located at 215 15th Street, Newport Beach, California (Project Reference Code 16H11). The scope of work for this proposal is based on previous communications between M&N and the City of Newport Beach (City), for additional services identified during our prior involvement in the preliminary design phase of this repair project. This proposal includes additional engineering services required for a bulkhead wall repair project located within Newport Harbor, as shown in Figure 1. After initial consultation with City Community Development Department (Plan Check) several items have been identified that require an additive scope of services to our original proposal dated April 17, 2019. This additional scope of services includes improvements for ADA facilities, site drainage, and permitting to amend existing permits. The City has requested a comprehensive proposal from M&N to provide support for these services. Figure 1—American Legion Bulkhead Wall Project Location (Google Earth) 4225 E. Conant St. hdh, Long Beach, CA 90808 m o f f a t t & n i c h o f (562) 590-6500 Fax (562) 424-7489 June 2, 2020 Chris Miller (Public Works Manager) City of Newport Beach 100 Civic Center Drive Newport Beach, CA 92660 Subject: Proposal for Additional Engineering Services for American Legion Bulkhead Repair Project, City of Newport Beach, CA (Project Reference Code 16H11) Dear Mr. Miller, Moffatt & Nichol (M&N) has prepared this proposal to provide additional engineering services for the American Legion Bulkhead Repair project, located at 215 15th Street, Newport Beach, California (Project Reference Code 16H11). The scope of work for this proposal is based on previous communications between M&N and the City of Newport Beach (City), for additional services identified during our prior involvement in the preliminary design phase of this repair project. This proposal includes additional engineering services required for a bulkhead wall repair project located within Newport Harbor, as shown in Figure 1. After initial consultation with City Community Development Department (Plan Check) several items have been identified that require an additive scope of services to our original proposal dated April 17, 2019. This additional scope of services includes improvements for ADA facilities, site drainage, and permitting to amend existing permits. The City has requested a comprehensive proposal from M&N to provide support for these services. Figure 1— American Legion Bulkhead Wall Project Location (Google Earth) American Legion Bulkhead Wall Repairs Proposal for Additional Engineering Services TASK 2A—ADDITIONAL PERMITTING SUPPORT M&N #: 10176-05 June 2, 2020 Permit applications have been previously submitted to the U.S. Army Corps of Engineers, Regional Water Quality Control Board, and California Coastal Commission. It will be necessary to submit requests to each of these agencies for revisions/amendments to these existing permit applications for improvements related to the new ADA accessible facilities (new gangway, pile -supported platform, and floating dock modifications), capturing site drainage for discharge into Newport Harbor, and developing BMP's for the project site. M&N will provide additional permit support services related to these improvements. These additional services include: • U. S. Army Corps of Engineers (USACE). Coordinate with USACE staff as to the need for a revised application and submit the revised application to USACE. The new over -water gangway, pile - supported platform, and floating dock modifications will likely trigger additional consultations and thus additional coordination will be required with USACE and National Marine Fisheries Service staff. • California Coastal Commission (CCC). Coordinate with CCC staff as to the need for a revised application and submit the revised application to CCC. The new over -water gangway, pile - supported platform, and floating dock modifications will likely trigger additional questions from CCC staff and thus require additional effort by M&N staff. • Regional Water Quality Control Board (RWQCB). Coordinate with RWQCB staff as to the need for a revised application and submit the revised application to RWQCB. The new over -water gangway, pile -supported platform, floating dock modifications, and drainage will likely trigger additional questions from RWQCB staff and thus require additional effort by M&N staff. It is also possible that RWQCB will require additional fee for the increased project footprint. Based on discussion with City staff, it is our understanding that the American Legion drainage into Newport Bay can be addressed by the City's existing NDPES permit for the new stormwater discharges, i.e. no additional NPDES approvals are required. • Local Permits. A revised "Approval in Concept" will be required from the City for submittal in the revised CDP application. M&N staff will work with City staff to obtain the revised AIC. It is assumed that revision to the previously submitted Coastal Hazard Analysis will not be required. • California Environmental Quality Act (CEQA). The existing City CEQA Notice of Exemption form will be revised to include the new ADA accessible facilities, site drainage and BMPs. It is assumed that the revised project will not require additional CEQA review beyond a Categorical Exemption. • Compensatory Mitigation. It is assumed that the new overwater structure and piles will not trigger the need for compensatory mitigation. Effort is not included in the fee herein for development of a mitigation plan and a scope and fee can be provided if the need for compensatory mitigation is identified by the regulatory agencies. Deliverables • Requests to USACE, RWQCB, and CCC for permit application revisions/amendments • Revisions to local agency (City) approval request form • Revisions to City's CEQA Notice of Exemption form ,/„ 2 American Legion Bulkhead Wall Repairs M&N #: 10176-05 Proposal for Additional Engineering Services June 2, 2020 Exclusions/Assumptions • The level of effort required for preparation of the permits assumes the following (additional assumptions from original proposal (Project Reference Code 16H11): o CEQA review will still be a Categorical Exemption with all documentation prepared bythe City, with support from M&N as described above. o Up to one additional request for information is required by the permitting agencies. o Revision to the Coastal Hazards Analysis will not be required. o NPDES permitting work will not be required. o Compensatory mitigation will still not be required. o M&N attendance at the CCC hearing is not required. o Any additional permit fees will be paid by City directly. TASK 3A — ADA ACCESSIBLE FACILITY IMPROVEMENTS Based on initial outreach meetings between M&N's team and City Plan Check, additional improvements related to ADA accessible facilities are required beyond the original scope of work. M&N will provide additional engineering and design services related to these improvements based upon the final preferred alternative, as determined by the City and American Legion, as shown in Figure 2. These additional services include: Figure 2 – Proposed ADA Accessible Facility Improvements (Alternative 113 -Revision 2). 664 3 American Legion Bulkhead Wall Repairs Proposal for Additional Engineering Services M&N #: 10176-05 June 2, 2020 • Prepare Plans (5016, 100% and Final). The design drawing package will include the following: 1. Aluminum ADA Gangway Notes, Plan, and Details (2 sheets) 2. Concrete Gangway Platform and Pile Support Plan, Sections, and Details (1 sheet) 3. Timber Floating Dock Modification Plan, Sections, and Details (1 sheet) 4. Concrete Guide Pile for Floating Dock Details (1 sheet) 5. ADA Striping and Adjacent Parking Lot Re -Striping Plan and Details (1 sheet) o Plans will include layouts and typical sections for a new proposed pile -supported gangway platform that will be used to support a new 80 -ft ADA gangway. Plans will show location and dimensions of new piles and concrete platform, modifications to existing floating dock system to accommodate an 80 -ft ADA gangway, and connection for new gangway. Consideration will be given to provide details for a top of platform elevation consistent with City requirements for Sea Level Rise and to match proposed top of bulkhead wall elevation (assumed an elevation of +10.75 ft MLLW, per City planning guidelines). Gangway platform with also be designed with ability to provide additional concrete overlay to achieve a future Sea Level Rise scenario (assumed an elevation of+13.26 ft MLLW, per City planning guidelines). o Submit construction documents to building department for plan check approval / permit. Assumes all permit fees shall be paid by City. Assumes up to two rounds of response to comments from the permitting agencies. • Prepare Calculations. The calculation package will accompany the construction documents as part of the building permit package and will include the following: o Prepare Basis of Design criteria. Reference relevant codes and provide a synthesis of engineering criteria for the site. This will be submitted as part of the calculation package, and a separate submittal is not anticipated. o Prepare structural calculations for proposed ADA accessible facility improvements. Special considerations will include adhering to current seismic codes, compatibility with currently proposed adjacent bulkhead wall improvements, and coordinating complex soil stability and kinematic loading on piles with geotechnical engineer. Calculations with be prepared in accordance with the following assumptions: 1. Aluminum ADA Gangway—Assume only preparation of a performance specification, final design will be performed by Contractor. 2. Concrete Gangway Platform and Piles — Assume to include full design and engineering, including seismic. 3. Timber Floating Dock Improvements — Assume only preparation of a performance specification, final design will be performed by Contractor. 4. Concrete Guide Piles for Floating Dock—Assume to include full design and engineering. • Complete Supplementary Technical Specifications (5016, 100% and Final). The design specification package will include: o Additional technical specifications for concrete gangway abutment, aluminum ADA gangway, and existing timber floating dock modifications will be prepared to describe and quantify construction methods and materials to the contractor. ,/" 4 American Legion Bulkhead Wall Repairs Proposal for Additional Engineering Services M&N #: 10176-05 June 2, 2020 • Complete Estimate of Probable Construction Costs (50% 100% and Final). The probable cost estimates will include: o Additional cost estimates for concrete gangway abutment, aluminum ADA gangway, and existing timber floating dock modifications will be prepared. As the cost estimates progress from 50%, 100%, and Final design, they will include modifications needed from review comments. • Provide Geotechnical Recommendations for Gangway Platform Pile and Floating Dock Guide Pile Installations: o M&N's team will provide geotechnical services necessary to provide recommendations for input into structural design including anticipated pile capacity, site soil conditions, and necessary pile spacing. Geotechnical evaluations and recommendations will be performed by a geotechnical sub -consultant (Earth Mechanics, Inc.). For this proposal, it is assumed that existing subsurface soil data from Marina Park area is available from previous investigations in the project vicinity. Geotechnical evaluations and recommendation will assume that the proposed gangway platform will need to be designed per California Building Code (CBC, 2019) requirements for life safety. Geotechnical analysis and recommendations will include: ■ Develop code -based seismic ground motion (Design Earthquake) parameters. ■ Perform liquefaction evaluation using available soil boring information. ■ Perform slope stability analysis and determine lateral slope deformation during design earthquake event. ■ Develop lateral soil springs/point of fixity for the proposed gangway platform piles. ■ Develop kinematic loading profile during design earthquake event. ■ Develop axial capacity and minimum embedment requirements for the gangway piles. ■ Provide geotechnical input to develop plans and specifications. Deliverables • PS&E Design Packages at 50%, 100%, and Final milestones (Incorporated into overall project) • Geotechnical recommendations memorandum Exclusions/Assumptions • PS&E design packages for this additional work will be developed as part of the overall bulkhead repair project documents (Project Reference Code 161-111), and a separate set of documents will not be prepared. • It is assumed additional site-specific geotechnical field investigations will not be required to confirm soil strength properties. This includes, but is not limited to soil borings, on-site soil testing, and laboratory testing of soil samples. Recommendations will be based on existing available data from previous nearby projects. If additional site investigations are required, M&N's team will coordinate with City staff to provide a fee proposal for these additional services. • Timber floating dock and aluminum ADA gangway will be prepared as a performance specification package. Final layout of floating dock and gangway, member sizes, and design will be conducted by Contactor based on field conditions. /„ 5 American Legion Bulkhead Wall Repairs M&N #: 10176-05 Proposal for Additional Engineering Services June 2, 2020 • Based on the final preferred alternative selected for ADA gangway improvements (Alternative 1B - Revision 2, as shown in Figure 2), there is potential that additional utility improvements related to removal and relocation of existing electrical panel and reconfiguration of existing floating dock may be necessary to facilitate installation of the proposed ADA gangway. Figure 3 shows the existing electrical panel that will likely need to be relocated. This proposal does not include any efforts for electrical system improvement design or specifications for the existing electrical panel. A general location for relocating the existing electrical panel will be specified on the plans, and it is assumed the Contractor will be responsible for verifying with the building inspector any design of other special requirements to relocate the existing electrical panel during construction. Figure 3 – Existing Electrical Panel TASK 313 — SITE DRAINAGE IMPROVEMENTS Existing Electrical Marina Distribution Subpaneland Enclosure Based on initial outreach meetings between M&N's team and City Plan Check, additional improvements related to capturing site drainage, developing BMP's, and creating a Water Quality Management Plan (WQMP) for the project site are required beyond the original scope of work. M&N will provide additional engineering and design services related to these improvements based upon the final preferred alternative, as determined by the City and American Legion, as shown in Figure 4. These additional services include: 664 6 American Legion Bulkhead Wall Repairs Proposal for Additional Engineering Services z1r i� Figure 4 — Proposed Site Drainage Improvements M&N #: 10176-05 June 2, 2020 Aga �. �,•�. a DETAIL A, OUTLET SECTION • Prepare WQMP (Draft and Final). The WQMP will include the following elements: o Complete County of Orange WQMP Template for Priority Projects o Prepare hydraulic runoff calculations o Identify potential stormwater pollutants o Prepare BMP Exhibits o Submit for City Review o Response to Comments and Final Submittal o Submit WQMP to building department for plan check approval / permit. Assumes all permit fees shall be paid by City. • Prepare Plans (50% 100% and Final). The design drawing package will include the following plan sheets: 1. Revisions to Site Grading and Drainage Plan, Sections, and Details (1 Sheet) 2. New Site BMP's and Ocean Outfall Notes, Plan, and Details (1 Sheet) o Plans will include site plans and typical sections for proposed drainage outfalls into Newport Harbor. Plans will show location and dimensions of new ocean outfalls, outlet filter BMP's, site grading and drainage, and pavement for adjacent parking lot improvements. o Submit construction documents to building department for plan check approval / permit. Assumes all permit fees shall be paid by City. Assumes up to two rounds of response to comments from the permitting agencies. Complete Supplementary Technical Specifications (50% 100% and Final). The design specification package will include: o Additional technical specifications for site grading, drainage BMP's, and regulatory requirements will be prepared to describe and quantify construction methods and materials to the contractor. 664 7 American Legion Bulkhead Wall Repairs Proposal for Additional Engineering Services M&N #: 10176-05 June 2, 2020 • Complete Estimate of Probable Construction Costs (50% 100% and Final). The probable cost estimates will include: o Additional cost estimates for site grading, drainage, and BMP's will be prepared. As the cost estimates progress from 50%, 100%, and Final design, they will include modifications needed from review comments. Deliverables • WQMP Report (Draft and Final) • PS&E Design Packages at 50%, 100%, and Final milestones (Incorporated into overall project) Exclusions/Assumptions • PS&E design packages for this additional work will be developed as part of the overall bulkhead repair project documents (Project Reference Code 161-111), and a separate set of documents will not be prepared. • Assumes type of BMP filter system proposed (see Figure 4, "First Flush Drop Inlet Filter") is approved by building authority. • Assumes minimal site grading needed on landside, only within 3-5ft behind wall. In addition, that no additional site surveys are required and that existing available topographic survey information available is sufficient. • NPDES permitting work will not be required. By providing a WQMP the project is assumed to comply with existing City NDPES permit requirements. TASK 4A — ADDITIONAL SUPPORT DURING CONSTRUCTION It will be necessary to provide additional support during construction for improvements related to the new ADA accessible facilities (gangway, pile -supported platform, and floating dock modifications), capturing site drainage for discharge into Newport Harbor, and reviewing BMP's for the project site. M&N will provide additional support to the City during project construction/installation. These additional services include: • Respond to Contractor's Request for Information (RFIs). Assumes response to up to ten (10) RFIs based on the anticipated construction scope, approximately one (1) hour per RFI. • Review Contractor submittals for materials (Submittals). Assumes response to up to five (5) Submittals based on the anticipated construction scope, approximately four (4) hours per Submittal. • Prepare Record Drawings of the installation based on the bid documents and markups from the Contractor As -Built submittals. • Geotechnical engineering sub -consultant (Earth Mechanics, Inc.) will be retained during construction to provide geotechnical input on considerations during construction including pile installation recommendations, providing response to RFIs and reviewing pile driving logs. /„ 8 American Legion Bulkhead Wall Repairs Proposal for Additional Engineering Services Deliverables • Response to RFI's and review comments on contractor submittals • Final Record Drawings package (Incorporated into overall project) Exclusions/Assumptions M&N #: 10176-05 June 2, 2020 • Final Record Drawings packages will be developed as part of the overall bulkhead repair project documents (Project Reference Code 161-111), and a separate set of documents will not be prepared. • It is assumed support to City in bidding of the project is included in the original proposal, and that additional services will not be required. • It is assumed support to City to attend the construction kickoff meeting and perform site visits is included in the original proposal, and that additional services will not be required. • Assume City inspector will observe pile driving construction, and M&N will not be required to be on site to observe pile driving during construction. TASK 5A — ADDITIONAL PROJECT MANAGEMENT SERVICES Provide general coordination and administrative support during the project planning, design, and permitting prior to construction/installation. M&N will also attend meetings to discuss design elements, as indicated below. • Coordinate with City staff, subconsultants, and contractors. • Quality Assurance / Quality Control (QA / QC) reviews for project submittals. • Assumes M&N will attend meetings, in addition to those proposed in the original scope of work (Project Reference Code 161-111), to discuss the recommendations and provide clarification of design intent, including: o Regular and frequent communication with City staff; o Two (2) in-person progress meetings with City staff; o Four (4) tele -conference progress meetings with City staff. 1/„ 9 American Legion Bulkhead Wall Repairs Proposal for Additional Engineering Services FEE PROPOSAL M&N #: 10176-05 June 2, 2020 Based on the above proposed scope of work, M&N proposes to assist the City on a "Time -and -Materials" basis in accordance with our fee proposal shown in Table 1 below. This amount will not be exceeded without prior written approval. Table 1— Project Fee Task No. Description Original Project Fee Additional Project Fee 1 Bulkhead Wall Inspection and Assessment Services $9948 $- 2 Permitting $32,320 $_ 2A • Additional Permitting Support $- $9,944 3 Preparation of Contract Documents $56,520 $- 3A • ADA Accessible Facility Improvements' $- $54,914 3B . Site Drainage Improvements $- $29,978 4 Engineering Support During Bidding and Construction $26,492 $- 4A • Additional Support During Construction' $- $7,491 5 Project Management Services $16,842 $- 5A . Additional Project Management Services $- $6,880 Reimbursables and ODCs' $4,850 $500 SUBTOTAL $146,972 $109,707 TOTAL PROJECT FEE $256,679 ' Includes subconsultants: geotechnical ($18,500); z Includes subconsultants: geotechnical ($1,500) 'Includes ODC's from site visits and in person meetings. Building permit fees are assumed to be paid directly by the City PROJECT SCHEDULE To accomplish these additional tasks, M&N proposes the following schedule, shown in Table 2, once given the notice to proceed (NTP). Table 2 — Project Schedule .A 10 MONTHS ask or Milestone 1 2 31 41 51 61 71 81 91 101 111 121 131 141 15 16 NTP Task 1 Bulkhead Wall inspect on ^' Assessment Sere ces Task 1 Completed Task 2 - Permitting Support (Including Task 2A) 1 -2 1 1 Task 3 - Preparation of Contract Documents (Including Task 3A,3B) --> City Review 50% Design i -4 Address 50% Review Comments -4 City Review 100% Design -4 Address 100% Review Comments Advertisement For Bid --> City Review 100% Design -4 Address 100% Review Comments Submit for Permit Approval t Task 4 - Engineering Support During Bidding and Construction (Including Task 4A) Task 5 - Project Management Services (I ncluding Task 5A) I I I I Start of Construction .A 10 American Legion Bulkhead Wall Repairs Proposal for Additional Engineering Services M&N #: 10176-05 June 2, 2020 If you would like to schedule a meeting to discuss our proposal or if you have any questions or require additional information, please contact me at 562-426-9551 or via email at sanghera@moffattnichol.com. We look forward to working with you. Sincerely, MOFFATT & NICHOL Shelly Anghera, PhD Project Principal -In -Charge "„ 11 ON-CALL PROFESSIONAL SERVICES AGREEMENT WITH MOFFATT & NICHOL FOR MARINE ENGINEERING SERVICES THIS ON-CALL PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into as of this 12th day of May, 2020 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and MOFFAT & NICHOL, a California corporation ("Consultant"), whose address on file with the Secretary of State is 4225 E. Conant Street, Suite 101, Long Beach, California 90808, and whose business address is 555 Anton, Suite 400, Costa Mesa, California 92626, 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 marine engineering services on an on-call/as-needed basis ("Project"). C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the professional services described in this Agreement. D. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the Effective Date, and shall terminate on May 11, 2023, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED 2.1 Consultant shall perform the on-call services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ("Services" or "Work"). Upon written request from the Project Administrator as defined herein, Consultant shall provide a letter proposal for Services requested by the City (hereinafter referred to as the "Letter Proposal"). The Letter Proposal shall include the following: 2.1.1 A detailed description of the Services to be provided; 2.1.2 The position of each person to be assigned to perform the Services, and the name of the individuals to be assigned, if available; and 2.1.3 The estimated number of hours and cost to complete the Services; 2.1.4 The time needed to finish the specific project. 2.2 No Services shall be provided until the Project Administrator has provided written acceptance of the Letter Proposal. Once authorized to proceed, Consultant shall diligently perform the duties in the approved Letter Proposal. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and Consultant shall perform the Services in accordance with the schedule included in Exhibit A and the Letter Proposal. In the absence of a specific schedule, the Services shall be performed to completion in a diligent and timely manner. The failure by Consultant to strictly adhere to the schedule set forth in Exhibit A and the Letter Proposal, if any, or perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.2 Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice within two (2) calendar days of the occurrence causing the delay to the other party so that all delays can be addressed. 3.3 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator as defined herein not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.4 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by hand -delivery or mail. 4. COMPENSATION TO CONSULTANT 4.1 City shall pay Consultant for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and the Letter Proposal and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Three Hundred Thousand Dollars and 00/100 ($300,000.00), 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. Moffatt & Nichol Page 2 4.2 Upon the first anniversary of the Effective Date and upon each anniversary of the Effective Date thereafter, the billing rates set forth in Exhibit B ("Billing Rates") may be adjusted by an increase not to exceed 2% to the Billing Rates. Consultant shall notify City in writing of any requests for adjustment pursuant to this Section 4.2 at least thirty (30) business days prior to the Effective Date of such adjustment, and provide updated billing rates. Adjusted billing rates shall be approved 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 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 and the Letter Proposal 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 and the Letter Proposal. 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 Kim Garvey 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. Moffatt & Nichol Page 3 5.3 If Consultant is performing inspection services for City, the Project Manager and any other assigned staff shall be equipped with a cellular phone to communicate with City staff. The Project Manager's cellular phone number shall be provided to City. 6. ADMINISTRATION This Agreement will be administered by the Public Works Department. City's Public Works Director or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES To assist Consultant in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's Work schedule. 8. STANDARD OF CARE 8.1 All of the Services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with 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 wqrrants 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 and employees (collectively, the "Indemnified Parties"), from and against any Moffatt & Nichol Page 4 and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorneys' fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), and which relate (directly or indirectly) to the negligence, recklessness, or willful misconduct of the Consultant or its principals, officers, agents, employees, vendors, suppliers, subconsultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable, or any or all of them. 9.2 Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence, active negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the Work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Consultant or its employees. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the Work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance of the Work or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the Services. 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the Work to be performed. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. Moffatt & Nichol Page 5 13. PROGRESS Consultant is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -venture or syndicate or co -tenancy, which shall result in changing the control of Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five percent (25%) or more of the assets of the corporation, partnership or joint -venture. 16. PREVAILING WAGES If any of the Work contemplated under the Agreement is considered a "public work", pursuant to the applicable provisions of the Labor Code of the State of California, including but not limited to Section 1720 et seq., not less than the general prevailing rate of per diem wages including legal holidays and overtime Work for each craft or type of workman shall be paid to all workmen employed on such. In accordance with the California Labor Code (Sections 1770 et seq.), the Director of Industrial Relations has ascertained the general prevailing rate of per diem wages in the locality in which the Work is to be performed for each craft, classification, or type of workman or mechanic needed to execute the Agreement. A copy of said determination is available by calling the prevailing wage hotline number (415) 703-4774, and requesting one from the Department of Industrial Relations. The Contractor is required to obtain the wage determinations from the Department of Industrial Relations and post at the job site the prevailing rate or per diem wages. It shall be the obligation of the Contractor or any subcontractor under him/her to comply with all State of California labor laws, rules and regulations and the parties agree that the City shall not be liable for any violation thereof. 17. SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A and the Letter Proposal. Consultant shall be fully responsible to Moffatt & Nichol Page 6 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. 18. OWNERSHIP OF DOCUMENTS 18.1 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. 18.2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant, and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. 18.3 CADD data delivered to City shall include the professional stamp of the engineer or architect in charge of or responsible for the Work. City agrees that Consultant shall not be liable for claims, liabilities or losses arising out of, or connected with (a) the modification or misuse by City, or anyone authorized by City, of CADD data; (b) the decline of accuracy or readability of CADD data due to inappropriate storage conditions or duration; or (c) any use by City, or anyone authorized by City, of CADD data for additions to this Project, for the completion of this Project by others, or for any other Project, excepting only such use as is authorized, in writing, by Consultant. By acceptance of CADD data, City agrees to indemnify Consultant for damages and liability resulting from the modification or misuse of such CADD data. All original drawings shall be submitted to City in the version of AutoCAD used by the City in .dwg file format, on a CD, and should comply with the City's digital submission requirements for improvement plans available from the City's Public Works Department. The City will provide Consultant Moffatt & Nichol Page 7 with City title sheets as AutoCAD file(s) in .dwg file format. All written documents shall be transmitted to City in formats compatible with Microsoft Office and/or viewable with Adobe Acrobat. 18.4 All improvement and/or construction plans shall be prepared with indelible waterproof ink or electrostatically plotted on standard twenty-four inch (24") by thirty-six inch (36") Mylar with a minimum thickness of three (3) mils. Consultant shall provide to City `As -Built' drawings and a copy of digital Computer Aided Design and Drafting ("CADD") and Tagged Image File Format (.tiff) files of all final sheets within ninety (90) days after finalization of the Project. For more detailed requirements, a copy of the City of Newport Beach Standard Design Requirements is available from the City's Public Works Department. 19. OPINION OF COST Any opinion of the construction cost prepared by Consultant represents the Consultant's judgment as a design professional and is supplied for the general guidance of City. Since Consultant has no control over the cost of labor and material, or over competitive bidding or market conditions, Consultant does not guarantee the accuracy of such opinions as compared to Consultant or contractor bids or actual cost to City. 20. 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. 21. 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. 22. 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. Moffatt & Nichol Page 8 23. 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. 24. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the Work accomplished by Consultant, the additional design, construction and/or restoration expense shall be borne by Consultant. Nothing in this Section is intended to limit City's rights under the law or any other sections of this Agreement. 25. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 26. CONFLICTS OF INTEREST 26.1 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. 26.2 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. 27. NOTICES 27.1 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. Moffatt & Nichol Page 9 27.2 All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Public Work Director Public Works Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 27.3 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attn: Kim Garvey Moffatt & Nichol 555 Anton, Suite 400 Costa Mesa, CA 92626 28. 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.). 29. TERMINATION 29.1 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. 29.2 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 Moffatt & Nichol Page 10 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. 30. STANDARD PROVISIONS 30.1 Recitals. City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 30.2 Compliance with all Laws. Consultant shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 30.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 30.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 30.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 30.6 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 30.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 30.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 30.9 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. Moffatt & Nichol Page 11 30.10 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, sexual orientation, age or any other impermissible basis under law. 30.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 30.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] Moffatt & Nichol Page 12 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: §-- 4. 20 By: C�r> Aon arp C'Attorney ATTEST: �� o -� Date: , By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date:-1SfZaZo By: Will O'Neill Mayor CONSULTANT: Moffatt & Nichol, a California corporation Date: IN Signed in Counterpart Michelle L. Anghera Vice President Date: By: Signed in Counterpart Omar Jaradat Vice President [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Moffatt & Nichol Page 13 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: S -4-ac By: PPr Von C. Harp City Attorney ATTEST: Date: By: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: By: - Will O'Neill Mayor CONSULTANT: Moffatt & Nichol, a California corporation Date: to-n/&A 6/) 13n By:— ( A-- Michell . An her Vice President Date: By.- Omar y:Omar Jaradat Vice President [END OF SIGNATURES] Attachments: Exhibit A – Scope of Services Exhibit B – Schedule of Billing Rates Exhibit C – Insurance Requirements Moffatt & Nichol Page 13 EXHIBIT A SCOPE OF SERVICES ON-CALL MARINE ENGINEERING SERVICES Consultant shall perform Services, including but not limited to the following, on an on-call/as needed basis, as requested in a written Letter Proposal by City: Assist in the design and permitting of docks, piers, floats, wharfs, gangways for public facilities with attention to the Americans with Disabilities Act ("ADA") and other regulatory requirements. 2. Assist in the design and permitting of dredging projects within docks, marinas, small confined channels or larger main channels, using either the City's RGP- 54 dredging permit or the traditional Individual Permit process (California Coastal Commission, Corps of Engineers, and the Water Board). 3. Collect sediment samples and generate grain size analysis reports. 4. Assist in the detailed management of the City's existing, five-year Regional General Permit (RGP-54) as well as negotiating its reauthorization by December 2020. 5. Provide various bathymetry surveys within docks, marinas, small confined channels or larger main channels. 6. Prepare dredged material Sampling and Analysis Plans ("SAP"s) and Sampling and Analysis Reports ("SAR") in support of permitting activities with regulatory agencies including the Dredged Material Management Team ("DMMT") consisting of the Army Corps of Engineers, the Water Board, California Coastal Commission and all other regulatory agencies. 7. Conduct field collection of marine sediments and marine test organisms as required for chemical and biological testing during a typical permitting project (usually dredging). 8. Conduct chemical, biological and toxicity testing/analyses of bulk sediments and marine test organisms to support chemical and biological testing during a typical permitting project (usually dredging). 9. Conduct Caulerpa and eelgrass surveys, or assist in managing these studies, including the harbor -wide biennial eelgrass survey as part of the "Eelgrass Protection and Mitigation Plan for Shallow Waters in Lower Newport Bay: An Ecosystem Based Management Approach." 10. Assist in the design and permitting of bulkheads and their structural components for public facilities or property owned by the City. Moffatt & Nichols Page A-1 11. Project management with various harbor related tasks to assist the Public Works Department as requested by the City, including larger dock/bulkhead construction projects, permitting programs, organizing public outreach campaigns, or other projects as assigned by Public Works. 12. California Environmental Quality Act ("CEQA") review as needed, including preparation of an Initial Study. 13. Further CEQA analysis (negative declaration including a mitigated negative declaration or an environmental impact report) as needed. 14. Preparation of record drawings. 15. Present projects, findings, and information at various public meetings including the City Council, Harbor Commission, various ad hoc committee meetings and other outreach events as required. 16. Other marine and/or harbor related engineering and professional services as needed. Moffatt & Nichols Page A-2 EXHIBIT B SCHEDULE OF BILLING RATES ON-CALL MARINE ENGINEERING SERVICES REIMBURSABLE EXPENSES (Unless Otherwise Provided in Written Agreement) Subcontracts or Outside Services cost -10% Reproductions -In House Mylar Plots (BART) CLASSIFICATION HOURLY RATES PROFESSIONALS Siiper%isoryEngineeriScientist $ 267.00 $0.50/SF Senior Engineer Scientist S 250.O0 $0.10rsheet EngineerfScientist III $ 234.O0 Presailing IRS EngineerdScientist II $ 205.00 Cost Engineer/Scientist I $ 185.00 Staff Engineer/Scientist $ 148.00 TECHNICIANS Senior Technician 200.00 Designer $ 189.00 CADD II $ 162.00 CADD I 120.00 CLERICAL Project ControlsiWord Processing 120.00 General Clerical $ 94.00 SPECIAL Principal. Engineer/Scientist $ 282.00 Deposition & Trial Testimony $ 497.00 REIMBURSABLE EXPENSES (Unless Otherwise Provided in Written Agreement) Subcontracts or Outside Services cost -10% Reproductions -In House Mylar Plots (BART) $2.00,SF Color Plots $4.00iSF Vellum Plots (B/'%') $1.001SF Bond Plots (B.W) $0.50/SF Drawing Reproduction Cost -10% Document Reproduction $0.10rsheet -Outside Reproduction Cost -10% Travel Company auto Presailing IRS Rental Vehicle Cost Airfare Cost Meals and Lodging Cost Moffatt & Nichol Page B-1 EXHIBIT C INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES 1. Provision of Insurance. Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage. 2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 3. Coverage Requirements. A. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its City Council, boards and commissions, officers, agents, volunteers and employees. B. General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). C. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. Moffatt & Nichol Page C-1 D. Professional Liability (Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of one million dollars ($1,000,000) per claim and two million dollars ($2,000,000) in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the Effective Date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the Services required by this Agreement. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its City Council, boards and commissions, officers, agents, volunteers and employees or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. B. Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, if required, but not including professional liability, shall provide or be endorsed to provide that City, its City Council, boards and commissions, officers, agents, volunteers and employees shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self-insurance maintained by City. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days' notice of cancellation (except for nonpayment for which ten (10) calendar days' notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least Moffatt & Nichol Page C-2 fifteen (15) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant sixty (60) calendar days' advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation. C. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. D. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. E. Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self- insurance will not be considered to comply with these requirements unless approved by City. F. City Remedies for Non -Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. Moffatt & Nichol Page C-3 G. 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 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. H. Consultant's Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Moffatt & Nichol Page C-4 Reyes, Raymund From: Customer Service <customerservice@ebix.com> Sent: Friday, May 15, 2020 4:55 PM To: Reyes, Raymund; Insurance Cc: sagar@ebix.com Subject: Compliance Alert -Vendor Number FV00000052 [EXTERNAL EMAIL] DO NOT CLICK links or attachments unless you recognize the sender and know the content is safe. This Account has moved from non-compliant to COMPLIANT status and is currently in compliance for certificate of insurance requirements. FV00000052 Moffatt & Nichol Sent by Ebix, designated insurance certificate reviewer for the City of Newport Beach.