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HomeMy WebLinkAboutC-4324 - PSA for Big Canyon Creek Restoration ProjectPROFESSIONAL SERVICES AGREEMENT WITH RMS ENGINEERING & DESIGN, INC. FOR BIG CANYON CREEK RESTORATION PROJECT THIS AGREEMENT is made and entered into as of this Iflday of 2009, by and between the CITY OF NEWPORT BEACH, a Municipal eorporation ( "Cit)(), and RMS ENGINEERING & DESIGN, INC. a California Corporation whose address is 220 -11 Newport Center Drive Suite 294, Newport Beach, CA 92660 ( "Consultant "), 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 is planning to restore the historic tidal wetlands that have been traditionally situated in the mouth of Big Canyon. Water quality features will be incorporated which include a series of fresh water ponds. Also new interpretive and educational facilities will be constructed within the Big Canyon Nature Park. C. City desires to engage Consultant to provide structural engineering services for the Big Canyon Creek Restoration Project ( "Project "). D. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement. E. The principal member of Consultant for purposes of the Project, shall be Roger M. Sage, P.E, S.E, Principal. F. 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 above written date, and shall terminate on the 31st day of June, 2010, 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. The City may elect to delete certain tasks of the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE Time is of the essence in the performance of services under this Agreement and the services shall be performed to completion in a diligent and timely manner. The failure by Consultant to perform the services in a diligent and timely manner may result in termination of this Agreement by City. 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 to the other party so that all delays can be addressed. 3.1 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator 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. 3.2 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by either telephone, fax, hand - delivery or mail. 4. COMPENSATION TO CONSULTANT 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 Seventeen Thousand, Seven Hundred Dollars and 001100 cents ($17,700.00) 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. 4.1 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 2 on all work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) days after approval of the monthly invoice by City staff. 4.2 City shall reimburse Consultant only for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Consultant: A. The actual costs of subconsultants for performance of any of the services that Consultant agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. B. Approved reproduction charges. C. Actual costs and /or other costs and /or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. 4.3 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. 4.4 Notwithstanding any other provision of this Agreement, when payments made by City equal 90% of the maximum fee provided for in this Agreement, no further payments shall be made until City has accepted the final work under this Agreement. 5. PROJECT MANAGER 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 Roger M. Sage 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. 3 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. 6. ADMINISTRATION This Agreement will be administered by the Public Works Department. Robert Stein shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his authorized representative shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES In order to assist Consultant in the execution of its responsibilities under this Agreement, City agrees to, where applicable: A. 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. B. Provide blueprinting and other services through City's reproduction company for bid documents. Consultant will be required to coordinate the required bid documents with City's reproduction company. All other reproduction will be the responsibility of Consultant and as defined above. 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. All services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. By delivery of completed work, Consultant certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the professional standard of care. 8.2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force in 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. 13 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, or 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 To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers and employees (collectively, the "Indemnified Parties) from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to the negligence, recklessness, or willful misconduct of the Consultant or 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. 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 attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the 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. 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 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. 61 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 and/or his /her duly authorized designee informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 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, a policy or policies of liability insurance of the type and amounts described below and in a form satisfactory to City. A. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Insurance certificates must be approved by City's Risk Manager prior to commencement of performance or issuance of any permit. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. B. Signature. A person authorized by the insurer to bind coverage on its behalf shall sign certification of all required policies. C. 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. I D. Coverage Requirements. i. Workers' Compensation Coverage. Consultant shall maintain Workers' Compensation Insurance and Employer's Liability Insurance for his or her employees in accordance with the laws of the State of California. In addition, Consultant shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California for all of the subcontractor's employees. Any notice of cancellation or non - renewal of all Workers' Compensation policies must be received by City at least thirty (30) calendar days (10 calendar days written notice of non- payment of premium) prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Consultant for City. ii. General Liability Coverage. Consultant shall maintain commercial general liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, contractual liability. If commercial general liability insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement, or the general aggregate limit shall be at least twice the required occurrence limit. iii. Automobile Liability Coverage. Consultant shall maintain automobile insurance covering bodily injury and property damage for all activities of the 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 for each occurrence. iv. Professional Errors and Omissions Insurance. Consultant shall maintain professional errors and omissions insurance, which covers the services to be performed in connection with this Agreement in the minimum amount of one million dollars ($1,000,000). E. Endorsements. Each general liability and automobile liability insurance policy shall be endorsed with the following specific language: The City, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant. 7 ii. This policy shall be considered primary insurance as respects to City, its elected or appointed officers, officials, employees, agents and volunteers as respects to all claims, losses, or liability arising directly or indirectly from the Consultant's operations or services provided to City. Any insurance maintained by City, including any self- insured retention City may have, shall be considered excess insurance only and not contributory with the insurance provided hereunder. iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company. iv. The insurer waives all rights of subrogation against City, its elected or appointed officers, officials, employees, agents and volunteers. V. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. The insurance provided by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits, by either party except after thirty (30) calendar days (10 calendar days written notice of non - payment of premium) written notice has been received by City. F. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of or resulting from Consultant's performance under this Agreement. G. Additional 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. 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 cotenancy, 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. 8 16. OWNERSHIP OF DOCUMENTS Each and every report, draft, map, record, plan, document and other writing produced (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. Consultant shall, at Consultant's expense, provide such Documents to City upon prior written request. 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. All improvement and /or construction plans shall be prepared with indelible waterproof ink or electrostaticly plotted on standard 24 -inch by 36 -inch Mylar with a minimum thickness of three mils. Consultant shall provide to City 'As- Built' drawings, and a copy of digital ACAD and tiff image 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. 17. COMPUTER DELIVERABLES 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 CITY in ".dwg° file format on a CD, and should comply with the City's digital submission requirements for Improvement Plans. The City will provide AutoCAD file of City Title Sheets. All written documents shall be transmitted to City in the City's latest adopted version of Microsoft Word and Excel. I 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 authorizes in writing the release of information. 19. OPINION OF COST Any opinion of the construction cost prepared by Consultant represents his/her 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 contractor bids or actual cost to City. 20. INTELLECTUAL PROPERTY INDEMNITY The Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Consultant's drawings and specifications provided under this Agreement. 21. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 22. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or his /her 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. 10 23. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the work accomplished by Consultant, the additional design, construction and /or restoration expense shall be borne by Consultant. Nothing in this paragraph is intended to limit City's rights under the law or any other sections of this Agreement. 24. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 25. CONFLICTS OF INTEREST The Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 26. NOTICES All notices, demands, requests or approvals 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. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Robert Stein Public Works Department City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92663 Phone: 949 - 644 -3322 Fax: 949 - 644 -3318 11 All notices, demands, requests or approvals from CITY to Consultant shall be addressed to Consultant at: Attn: Roger M. Sage RMS Engineering & Design, Inc. 220 -11 Newport Center Drive, Suite 294 Newport Beach, CA 92660 Phone: 949 - 721 -0470 Fax: 949 -721 -0920 27. TERMINATION 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. Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving 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. COMPLIANCE WITH ALL LAWS Consultant shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 29. 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. 12 30. 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. 31. 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. 32. 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. 33. 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. 34. 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. 35. 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. 36. EQUAL OPPORTUNITY EMPLOYMENT Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. 13 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: —V — ByAyvn B to . champ Assistant City torney for the City of Newport Beach ATTEST: Leilani Brown, City Clerk for the City of Newport B(aq(j Attachment: Exhibit A — Scope CITY OF NEWPORT BEACH, A Municiaa epl� F,',--�B-adum tic Works Director r the City of Newport Beach RMS/ENGINEERING & DEPIq;N, INC.: Rojer M. Sage, V� President and Treasurer l+J and Schedule of Billing Rates 14 RMS Engineering & Design, Inc. n: r., ea FflD. May 31, 2009 Mark Reader, P.E. Project Manager Public Works Department City of Newport Beach OFFICE: 220.11 Newport Center Drive Suite 294 Newport Beach, CA 92660 PHONE: (949) 721 -0470 FAX: (949) 721 -0920 MAIL: P. O. Box 8501 Newport Beach, CA 92658 Subject: Structural Engineering Services for Review of Contract Documents prepared by VA Consulting, Inc. for "Big Canyon Creek Restoration Project Phase 1 & Phase 2" Dear Mark: The following is our fee proposal for structural engineering services for the above mentioned project: Review Structural Drawings and Calculations: 60 his @ 140/hr = $9,000. Structural Cost Estimate: 30 @150 /hr = $4,500.00 Value Engineering: 16 @150 = $2,400.00 Report: 12 @ 150/hr= $1,800.00 Total RMS Structural Fee Estimate = $17,700.00 We will need copies of the structural calculations and l Ix 17 pdf structural drawings. Please call us to discuss this project and answer any questions about our proposal. Very truly yours, 4 C tf OL Roger M. Sage, P.E., S.E. Principal RMS file Client#: 6250 RMSENGINE ACORD,,, CERTIFICATE OF LIABILITY INSURANCE 07109 109 (MWDDMM PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Dealey, Renton & Associates P. O. Box 10550 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Santa Ana, CA 92711 -0550 POLICY EFFECTIVE GATE MMl00 POLICY EXPIRATION DATE M / 714427.6810 INSURERS AFFORDING COVERAGE NAIC# INSURED RMS Engineering & Design Inc PO Box 8501 WSURERA: Travelers Property Casualty Co of Am 25674 INSURER EL Everest National Insurance Company FACHOCCURRENCE $1006000 Newport Beach, CA 92658 INSURER C. Gent INSURER 0: INSURER E: 5300000 COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR WD' NSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE GATE MMl00 POLICY EXPIRATION DATE M / LIMITS • GENERAL LIABILITY 68081831-616 02115109 02115/10 FACHOCCURRENCE $1006000 X COMMERCNLGENERALLWB{U TY Gent DAMAGETORENTED 5300000 CLAIMS MADE OCCUR excludes claims MED EXP(Any one person) $16000 PERSONAL &ADV INJURY $1,000,000 arising out of GENERAL AGGREGATE s2,000,000 the performance GEWL AGGREGATE LIMIT APPLIES PER: PRODUCTS COMPIOPAGG s2000000 of professional PCLICV jEa M LOC Services • AUTOMOBILE LIABILITY ANYAUTO BA81841-649 02115109 02/15/10 COMBINED SINGLE LIMIT (Ea accM.W) $1,DOO,000 BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS X BODILY INJURY IPer accltlem{ $ HIREDAUTOS NON-OWNED AUTOS X PROPERTY DAMAGE IPer acotlaoli $ GAR AGE LIABILITY AUTOONLY EAACCIDENT S OTHER TI IAN EAACC S ANY AUTO 0 S AUTO ONLY ASS EXCESSIUMBRELLA LIABILITY EACHOCCURRENCE S OCCUR ❑ CLAIMS WOE AGGREGATE S $ DEDUCTIBLE S RETENTION 5 WORKERS COMPENSATION AND WC SLIMIT OTH FIR EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE EL EACHACCIDENT S EL DISEASE EA EMPLOYEE S OFFIC.ERIMEMBER EXCLUDED? S yes. AL PRO antler SPECIAL PROVISIONS below Et DISEASE POLICY LIMIT $ B OTHER Professional 4BAE000544081 12/10/08 12110109 $1,000,000 per claim Liability $1,000,000 annl aggr. Claims Made $5,000 ded per claim DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT ( SPECIAL PROVISIONS The City, its elected or appointed officers, officials, employees, agents and volunteers are additional insured under general /auto liability as required by written contract. City of Newport Beach Public Works Spec ialist;Attn: Shauna Oyler Public Works Department PO Box 1768 Newport Beach, CA 92658 -8915 POLICIES BE CANCELLED BEFORE THE EXPIRATION THEREOF, THE ISSUING INSURER WILL RrAOMMRRA MAIL An DAYSWRITTEN TO THE CERTIFICATE HOLDER NAMED TO THE KAH ® ACORD CORPORATION 198E POLICY NUMBER: BA8184L649 COMMERCIAL AUTO CA 20 48 02 99 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" under the Who is An Insured Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Endorsement effective 07/09/09 Named Insured RMS Engineering & Design Inc SCHEDULE Name of Person(s) or Organization(s): City of Newport Beach Addt'l Insd Cont'd: The City, its Public Works Specialist;Attn: .Shaun Oyler elected or appointed officers, Public Works Department officials, employees, agents and PO Box 1768 volunteers Newport Beach, CA 92658 -8915 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement.) Each person or organization shown in the Schedule is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who is An Insured Provision contained in Section II of the Coverage Form CA 20 48 02 99 Copyright, Insurance Services Office, Inc., 1998 Page 1 of 1 POLICY NUMBER: 68081831-616 COMMERICAL GENERAL LIABILITY INSURED: RMS Engineering & Design, Inc. ISSUE DATE: 0710912009 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE NAME OF PERSON(S) OR ORGANIZATION(S): The City of Newport Beach, its elected or appointed officers, officals, employees, agents and volunteers PROJECTILOCATION OF COVERED OPERATIONS: All Operations of Named Insured PROVISIONS A. The following is added to WHO IS AN INSURED (Section II): The person or organization shown in the Sched- ule above is an additional insured on this Cover- age Part. but only with respect to liability for bod- ily injury", `property damage' or `personal injury caused, in whole or in part, by your acts or omis- sions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing oper- ations; b. In connection with premises owned by or rented to you; or C. In connection with your work and included within the "products - completed operations hazard" Such person or organization does not qualify as an additional insured for "bodily injury ", "property damage" or `personal injury' for which that person or organization has assumed liability in a contract or agreement. The insurance provided to such additional insured is limited as follows: d. This insurance does not apply to the render- ing of or failure to render any `professional services'. e. The limits of insurance afforded to the addi- tional insured shall be the limits which you agreed in that 'contract or agreement requir- ing insurance' to provide for that additional insured or the limits shown in the Declarations for this Coverage Part, whichever are less. This endorsement does not increase the limits of insurance stated in the LIMITS OF INSURANCE (Section III) for this Coverage Part. B. The following is added to Paragraph a. of 4. Other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): However, if you specifically agree in a contract or agreement requiring insurance that for the addi- tional insured shown in the Schedule, the insur- ance provided to that additional insured under this CG D3 82 09 07 page I © 2007 The Travelers Companies. Inc. Includes the copyrighted material of Insurance Services Office Inc., with its permission COMMERICAL GENERAL LIABILITY Coverage Part must apply on a primary basis, or a primary and non - contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such additional insured as a named insured, and we will not share with the other insurance, provided that: (1) The "bodily injury' or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have entered into that "contract or agreement requiring insurance" for such additional insured. But this insurance still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured when the additional insured is also an additional insured under any other insurance. C. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): We waive any rights of recovery we may have against the additional insured shown in the Schedule above because of payments we make for "bodily injury', 'property damage" or "personal injury" arising out of "your work" on or for the project, or at the location, shown in the Schedule above, performed by you, or on your behalf, under a "contract or agreement requiring insurance" with that additional insured. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiring insurance" with that additional insured entered into by you before, and in effect when, the "bodily injury" or "property damage" occurs, or the 'personal injury" offense is committed. D. The following definition is added to DEFINITIONS (Section V): "Contract or agreement requiring insurance" means that part of any contract or agreement under which you are required to include the person or organization shown in the Schedule as an additional insured on this Coverage Part, provided that the "bodily injury' and 'properly damage' occurs, and the 'personal injury" is caused by an offense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. CG D3 82 09 07 Page 2 02007 The Traveters Companies. Inc. Includes the copyrighted material of Insurance services Office Inc., with its permission RMS Engineering & Design, Inc. a�t OFFICE: 220-11 Newport Center Drive, #294 PHONE (949) 721 -0470 Newport Beach, CA 92660 FAX (949) 721 -0926 OFFICE: 300 Big Canyon Drive — North Palm Springs, CA 92264 MAIL P. O. Box 8501 Newport Beach, CA 92658 CERTIFICATE OF EXEMPTION FROM WORKER'S COMPENSATION INSURANCE PHONE (760) 3224)301 I hereby certify that in the performance of the work for which this Agreement is entered into, I shall not employ any person in any manner so as to become subject to the Worker's Compensation Laws of the State of California. Executed on this 7th day of June, 2009, at Newport Beach, California. 4 W xk5l"` Roger M. Sage President RMS Engineering & Design, Inc. Interinsurance Exchange of the Automobile Club 0 Automobile Insurance Policy Coverages and Limits Renewal Declarations We are pleased to offer you a renewal for your automobile insurance policy. To renew, your policy, send at least the minimum payment on or before the due date. Insurance is in effect only for the vehicles, coverages, and limits of liability shown an this declarations page and as set forth in the insurance policy and endorsements. These declarations, together with the contract and the endorsements in effect, complete your policy. If any change to your policy or to the information we have on file results In a premium decrease during the policy period, the Interinsurance Exchange reserves the right to apply any refund due to your outstanding balance. SAGE, ROGER AND RIMS ENGINEERING & DESIGN INC PO BOX 8501 NEWPORT BEACH CA 92658 -8501 AUTO POLICY NUMBER: U btl3V *VU POLICY PERIOD (PACIFIC STANDARD TIME) POLICY EFFECTIVE DATE: 03 -04-09 12;01 A.M. POLICY EXPIRATION DATE: 03.04 -10 12',D1 A.M. VEHICLES Vehicle 1 Vehicle 2 Vehicle 3 Vehicle Vehicle $ 19 Comprehensive NA VEHICLE YEAR MAKE MODEL IDENTIFICATION VEHICLE GARAGE ANNUAL LEASED FINANCED NUMBER s NA Collision NUMBER USE ZIP CODE MILES $ 1075 1 1989 TOYO CRESSIDA LUXURY JT2MX83ESK0024880 PLEASURE 92625 5,001 -7,500 NO NO 2 1998 FORD EXPEDITION 1FMRU17(35WLA48253 BUSINESS 92625 20.001- 25,000 NO NO 3 2008 TOYO COROLLACE/LE)S i NXBR32E88Z983731 COMMUTE 92025 15,001 -20,000 NO NO COVERAGES AND LIMIT$ ANNUAL PREMIUMS coverage Is not in effect unless a premium or the wom "Included" N shown. COVERAGES LIMITS OF LIABILITY Vehicle 1 Vehicle 2 Vehicle 3 Vehicle Vehicle Liability Bodily Injury $1,000.000 each person/ $1,000,000 each occurrence $ 219 $ 294 $ 1555 Property Damage $1,000,000 each occurrence $ 114 $ 155 $ 653 , $12 ;$13 $26 Excess Medical Payments $2,000 each person Physical Damage (Actual Cash value unless otherwise stated, less deductible) Uninsured Motorist Vehicle 1 Vehicle 2 Vehicle 3 Vehicle Vehicle $ 19 Comprehensive NA ACV ACV ; NA $31 $49 (Less Deductible) NA $2,000 $2,000 Uninsured Collision s NA Collision NA ACV ACV NA : $ 142 $ 1075 (Less Deductible) NA $2,000 $2,000 Car Rental Expense (Per Day) NA $20 S20 ; NA $ 25 :: 892 Uninsured Motorist $ 4046 (Includes all applicable diseoums.) Bodily Injury $30,000 each personi $60,000 each occurrence $ 19 $ 22 $ 60 Uninsured & Underinsured Vehicles Uninsured Deductible Waiver NA Included E Included Uninsured Collision s NA z NA NA Total Premium i $ 364 ; $ 682 $ 3000 PREMIUM DISCOUNTS Please refer to the enclosed document entitled "Premium Discounts Applied to Your Automobile Policy. 'Yf at any time you choose to pay less than the full balance outstanding, finance charges of up to 1.5 °A per month of the balance outstanding will apply as explained in your billing statements, which are part of these declarations. n 1t PROCESS DATE 01.28 -09 PLEASE ATTACH TO YOUR POLICY ntz6D4" "NA" indicates coveraoe not Durehased. Total Annual Premium' $ 4046 (Includes all applicable diseoums.) Less Policyholders Dividend $ 449 Net Premium" $ 3597 (SEE REVERSE) s PROOF OF INSURANCE PROOF OF INSURANCE Interinsurance Exchange of the 0 VEHICLES ON POLICY YEAR MAKE VEH I.D. # YEAR MAKE VEH I.O. # 1989 TOYO JT2W(83E5K0024860 Automobile Club 1993 FORD 1FMRU7755WU148253 1998 FORD IFMRU17WWLA48253 20118 TOYO INXBR32ENZ983731 Named Insured Policy Number: G 6630590 SAGE. ROGER AND RMS SAGE, ROGER AND RMS w DRIVERS ON POLICY ENGINEERING & DESIGN INC 9 SAGE, ROGER SAGE, ROGER AND RMS 2 SAGE. JESSICA JASMINE Effective Date: 034)4 -09 Expiration Date: 03.0410 ENGINEERING & DESIGN INC This policy provides at least the minimum amounts at IiabiGty insurance SAGE, ROGER M i required by the CA VEH CODE SECTION 16053 far the speoi6ed required by the CA VEH CODE SECTION 16056 for the specified vehicles and named insureds and may provide coverage for other Effective Date: 03 -0409 Expiration Date: 03-04 -10 persons amt other vehicles es provided by the insurance policy. persons and other vehicles as provided by the insurance policy. PROOF OF INSURANCE Interinsurance Exchange of the VEHICLES ON POLICY VEHICLES ON POLICY YEAR MAKE VEH I.D. # YEAR MAKE VEH I.O. # Automobile Club 1988 TOYO JT21Ax83E5)(0024860 Automobile Club 1998 FORD IFMRU17WWLA48253 1998 FORD 1FMRU1765WLA482S3 Named Insured Policy Number: G 683059D SAGE. ROGER AND RMS 2008 TOYo INXBR32E88Z983731 ENGINEERING & DESIGN INC q DRIVERS POLICY 2008 TOYO 1NX6R32E832983731 SAGE, ROGER AND RMS DRIVERS ON POLICY ENGINEERING & DESIGN INC o SAGE, ROGER M i ENGINEERING & DESIGN INC required by the CA VEH CODE SECTION 16056 for the specified SAGE, JESSICA JASMINE Effective Date: 03 -0409 Expiration Date: 03-04 -10 o persons and other vehicles as provided by the insurance policy. This policy provides at least the minimum emaurds of liability insurance required by the CA VEH CODE SECTION 16056 for the specified vehicles and marred insureds and may provide coverage for other persons and other vehicles as provided by dre Insurance policy. Place the Proof of Insurance in each vehicle insured under your policy. In addition, we suggest that each listed driver cant' a card. Under California law, drivers and owners of a motor vehicle must be able to establish financial responsibility at all times. These cards become invalid on the expiration or termination date of the policy. PROOF OF INSURANCE VEHICLES ON POLICY Interinsurance Exchange of the YEAR MAKE VEH I.O. # Automobile Club 1989 TOYO JT21AMUSK0024860 Interinsurance Exchange of the 1998 FORD IFMRU17WWLA48253 Named Insured Policy Number: G 6630590 2008 TOYO 1NXeR32E88n83731 SAGE. ROGER AND RMS 1998 FORD IFMRU1765WLA48253 ENGINEERING & DESIGN INC q DRIVERS POLICY 2008 TOYO 1NX6R32E832983731 3 SAGE. ROGER R M m SAGE, JESSICA JASMINE Eflechve Date: 03 -0409 Expiration pate: 03 -0410 ra 91 X This policy provides at least the minimum amounts of liability insurance ENGINEERING & DESIGN INC required by the CA VEH CODE SECTION 16056 for the specified SAGE, ROGER M vehicles and named insureds and may provide coverage for other o persons and other vehicles as provided by the insurance policy. Effective Date: 03 -0409 Expiration Date: 03 -04-10 01 66408 E4/08 9 a g VEHICLES ON POLICY PROOF OF INSURANCE YEAR MAKE VEHI.O.# Interinsurance Exchange of the 1989 TOYO JT2MX83ESK0024860 Automobile Club 1998 FORD IFMRU1765WLA48253 2008 TOYO 1NX6R32E832983731 Named Insured Policy Number: G 6630590 SAGE, ROGER AND RMS ra 91 X DRIVERS ON POLICY ENGINEERING & DESIGN INC 9 SAGE, ROGER M o SAGE, JESSICA JASMINE Effective Date: 03 -0409 Expiration Date: 03 -04-10 This policy provides at leas) the minimum amounts of liability insurance required by the CA VEH CODE SECTION 16056 for the specified vehicles and named insureds and may provide coverage far ether persons and other vehicles as provided by the insurance policy. 01 66408 E4/08 9 a g Fax #: CERTIFICATE OF INSURANCE CHECKLIST City of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. Date Received: 7/13/2009 Dept. /Contact Received From: Shaun Oyler Date Completed: 7/14/2009 Sent to: Shauna Oyler By: Jennifer King Company /Person required to have certificate: RMS Engineering & Design, Inc. I. GENERAL LIABILITY A. INSURANCE COMPANY: Travelers Property Casualty Co of America B. AM BEST RATING (A: VII or greater): A +:XV C. ADMITTED Company (Must be California Admitted): Is Company admitted in California? D. LIMITS (Must be $1M or greater): What is limit provided? E. PRODUCTS AND COMPLETED OPERATIONS (Must include): Is it included? F. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? G. PRIMARY & NON - CONTRIBUTORY WORDING (Must be included): Is it included? H. CAUTION! (Confirm that loss or liability of the named insured is not limited solely by their negligence) Does endorsement include "solely by negligence" wording? ® Yes ❑ No $1 mm/$2mm/$2mm ® Yes ❑ No ® Yes ❑ No ® Yes ❑ No ❑ Yes ® No NOTIFICATION OF CANCELLATION: Although there is a provision that requires notification of cancellation by certified mail; per Lauren Farley, the City will accept the endeavor wording. II. AUTOMOBILE LIABILITY A. INSURANCE COMPANY: Travelers Property Casualty Co of America B. AM BEST RATING (A: VII or greater) A +:XV C. ADMITTED COMPANY (Must be California Admitted): Is Company admitted in California? ® Yes ❑ No D. LIMITS (Must be $1M min. BI & PD and $500,000 UM): What is limits provided? $1,000,000 E. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? ® Yes ❑ No F. PRIMARY & NON - CONTRIBUTORY WORDING (For Waste Haulers only): Is it included? N/A ❑ Yes ❑ No G. NOTIFICATION OF CANCELLATION: Although there is a provision that requires notification of cancellation by certified mail; per Lauren Farley, the City will accept the endeavor wording. III. WORKERS' COMPENSATION A. INSURANCE COMPANY: NIA B. AM BEST RATING (A: VII or greater): C. LIMITS: Statutory D. WAIVER OF SUBROGATION (To include): HAVE ALL ABOVE REQUIREMENTS BEEN MET? IF NO, WHICH ITEMS NEED TO BE COMPLETED? Is it included? Note: Auto Policy Coverage, confirm since Owned or M Yes ❑ No ® Yes ❑ No ly Hired & Non -Auto has personal auto coverage )verage is not shown.