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HomeMy WebLinkAboutC-4325 - PSA for Rhine Wharf Repairs and Guest Dock Projectis c� AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT WITH URS CORPORATION FOR RHINE WHARF REPAIRS AND GUEST DOCK PROJECT THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT, is entered into as of this 30M day of —L<�MNP,' 2009, by and between the CITY OF NEWPORT BEACH, a Municipal Corporation ("CITY'), and URS CORPORATION, a Nevada Corporation, whose address is 5772 Bolsa Avenue, Suite 100, Huntington Beach, California, 92649 ( "CONSULTANT "), and is made with reference to the following: RECITALS: A. On July 27, 2009, CITY and CONSULTANT entered into a Professional Services Agreement, hereinafter referred to as "AGREEMENT ", to update the Rhine Wharf Repair Plans and Specifications for the guest dock, hereinafter referred to as "PROJECT'. B. CITY desires to enter into this AMENDMENT NO. ONE to reflect additional services not included in the AGREEMENT. C. CITY desires to compensate CONSULTANT for additional professional services needed for PROJECT. D. CITY and CONSULTANT mutually desire to amend AGREEMENT, hereinafter referred to as "AMENDMENT NO. ONE ", as provided here below. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. In addition to the services to be provided pursuant to the AGREEMENT, CONSULTANT shall diligently perform all the services described in AMENDMENT NO. ONE, including but not limited to, all work set forth 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. 2. 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 to the AGREEMENT. Consultant's compensation for all work performed in accordance with this AMENDMENT NO. ONE, including all reimbursable items and subconsultant fees, shall not exceed Four Thousand, Five Hundred Dollars and no/100 ($4,500.00) without prior written authorization from City. 3. Except as expressly modified herein, all other provisions, terms, and covenants set forth in AGREEMENT shall remain unchanged and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT NO. ONE on the date first above written. APPROVED AS TO FORM: By: yne au mp Assistant City Attorney for the City of Newport Beach ATTEST: cel%Y'. Q�" Leilani I. Brown, City Clerk Y F}1. CITY OF NEWPORT BEACH, A Municipal Corporation By: Cl- DaW Kiff City Manager for the City of Newport Beach URS CORPORATION dba URS CORPORATI N AMERICAS By:� Randy H. NAson, Vice President 4 By. Kerry S pson, Vice President Attachment: Exhibit A — Scope of Services City of Newport Beach 3300 Newport Boulevard Newport Beach, CA 92663 Attention: Mr. Fong Tse, P.E. Project Administrator Public Works Subject: RHINE WHARF REPAIR UPDATE AND GUEST DOCK CHANGE ORDER REQUEST #1, Revision 1 (URS Project Number 30990209) Gentlemen August 7, 2009 The purpose of this letter is to request approval for a change order for additional funds for the design portion of the subject project. Please refer to our proposal dated April 27, 2009 for our original Scope of Work. Below is a summary of the additional engineering services we are requesting for the subject project. Rhine Wharf Repair: Inspection of the existing tie -rods. Our 90% Rhine Wharf Repair drawings submitted on June 1, 2009 shows the removal of the entire existing approach apron, curb and gutter, asphalt and excavation to expose and inspect all the existing tie rods and the top portion of the existing anchor pile. The City has requested that the drawings be revised to show excavating along the back side of the boardwalk only to expose the be rods at the bulkhead for inspection. This revision will save the City approximately $200,000 in construction costs. The additional engineering fee to revise the drawings, specifications and cost estimate to only inspect the existing tie rods at the bulkhead will be billed on a Time and Material basis, Not -to- Exceed $2,500. Public Dock: 2. Provide Drawings and gate for the public dock. Provide general design /build drawings for the public dock and entry gate to clarify and supplement the prescriptive and performance specifications. The additional engineering fee to prepare two drawing for the docks will be billed on a Time and Material basis, Not -to- Exceed $2,000. Total additional engineering fee shall not exceed $4,500. URS Corporation 5772 Boise Avenue, Suite 100 Huntington Beach, CA 92649 Tel: 714.895.2072 Fax: 714.895.1291 Mail: P.O. Box 2715 Huntington Beach, CA 92647 City of Newport Beach Rhine Wharf Repair Upgrades and Guest Dock Mr. Fong Tse, P.E. Change Order Request #1 Revision 1 August 7, 2009 URS Project Number 30990209 Page 2 Please provide an amendment to our Professional Services Agreement for the subject project, to increase the total Consultant's compensation to include the amount of the additional engineering services noted above. Very truly yours, URS Corporations Americas Blake R. Eckede, P.E. (C30379) Project Manager Cc: Frank Tran CERTIFICATE OF LIABILITY INSURANCE page PRODUCER 877 - 945 -7378 THIS CERTIFICATE IS ISSUED A: ONLY AND CONFERS NO RIGF Willie Insurance Services of California, Inc. HOLDER. THIS CERTIFICATE DO 26 Century Blvd. ALTER THE COVERAGE AFFORD P. O. Box 305191 Nashville, TN 37230 -5191 INSURERS AFFORDING COVERAGE INSURED ORS Corporation dba ORS Corporation Americas 6D0 Montgomery Street, 25th Floor San Francisco, CA 94111 COVERAGES INSURERA: National Union Fire Ina INSURERC: 1 of 3 DATE (MM /DDIYYYY) 06/03/2009 NAICA I INSURERD: Llovd' s of London & British Companies 115792 -004 1 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 111L NDDIL BM TYPE OFINSURANCE POUCY NUMBER POLICYEFFECTIVE DATE MYVD PULICYEXPIRATION DATE MMR)DNYYY LIMITS A X GENERAL LIABILITY GL919652 5/1/2009 5/1/2010 EACH OCCURRENCE $ 2,000,000 PREMISES E. oNxurence S .1,000,000 X COMMERCIAL GENERAL UAEILITY CLAIMS MADE OCCUR MED EXP(Anyone person) $ 10,000 PERSONALBADV INJURY $ 2,000,000 X XCD BFPD X Contractual Liabilit GENERAL AGGREGATE $ 2,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OP AGG $ 2,000,000 POLICY X JET LOC B X AUTOMOBILE ]( LIABILITY ANY AUTO BAP938521500 5/1/2009 5/1/2010 COMBINED SINGLE LIMB (Eaaaident) E 2,000,000 BODILY INJURY (Perpereon) $ ALL OWNEDAUTOS SCHEDULEDAUTOS BODILY INJURY (Peraxpent) $ HIREDAUTOS NON- OWNEDAUTOS PROPERTY DAMAGE (PeraxHenU $ GARAGE LIABILITY AUTO ONLY - EAACCIDENT S OTHERTHAN EAACC $ ANY AUTO $ AUTOONLY: AGG EXCESS /UMBRELLA LIABILITY EACHOCCURRENCE $ OCCUR E] CLAIMSMADE AGGREGATE $ $ $ DEDUCTIBLE $ RETENTION $ C A WORKERS COMPENSATION AND EMPLOYERS'LIABILRY ANY PROPRIETORIPARTNER/EXECUTIVE WC4990858 pPC4990859 1/1/2009 1/1/2009 1/1/2010 1/1/2010 TAT T- OTRH- X E.L. EACH ACCIDENT $ 2,000,000 A anFFICER/MEMBER EXCLUDED? datery in NH) WC4990862 1/1/2009 1/1/2010 E.L. DISEASE - EA EMPLOYEE S 2,000,000 If q%desa be under PE IALP IS N NO 0857 NC4990860 1 1 2009 14142010 E.L. DISEASE -PODGY LIMN $ D OTHER PI30801821 P80801657 5 1 2009 5/1/2010 E Professional Liability 6502371 5/1/2009 5/1/2010 $1,000,000 Each Claim w /Limited Contractual - Claims Made Policy $1,000,000 Aggregate DESCRIPTION OF OPERATIONS I LOCATIONS VEHICLES EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Contract / Job Number: 30990209 Re: Rhine Wharf Repairs and Guest Dock Project The City, its elected or appointed officers, officials, employees, agents and volunteer are included as Additional Insureds as respects the General and Auto Liability policies, Where required 1by written contract, City of Newport Reach Attn: 3hauna Ovler P.O. Box 1768 Newport Beach, CA 92658 -8915 ACORD 25 (20091011 Coll:2717267 Tb1:919408 Cart: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY IIND UPON THE INSURER, ITS AGENTS OR The ACORD name and logo are registered marks of ACORD TION. All riahts reserved W1111S CERTIFICATE OF LIABILITY INSURANCE page 2 of 3 06/03DATE /2009 PRODUCER 877- 945 -7378 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE wiilia insurance services of California, Inc. 26 Century Blvd. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. P. O. Box 305191 Nashville, TM 37230 -5191 INSURERS AFFORDING COVERAGE NAIC# INSURED URS Corporation dba URS Corporation Americas INSURERA: National Union Fire Ise Co of Pittsburgh 19445 -100 INSURERB:Zurich American Insurance Compare 16535 -100 600 Montgomery Street, 25th Floor San Francisco, CA 94111 INSURERC: Insurance Company of the State of PA 19429 -100 INSURERD: Lloyd' s of London a British Companies 15792 -004 INSURERE: LeXia ton Insurance Company 19437 -000 This insurance is Primary over any similar insurance available to any person or organisation we have added to this policy as Additional Insureds. Waiver of Subrogation applies in favor of the Additional Insureds as respects General Liability, Auto Liability and Workers Compensation policies where required by written contract. Coll:2717267 Tpl:919408 Cert:12609558 Page 3 of 3 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER This Certificate of Insurance does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (20U9101) Co11:2717267 Tp1:919408 Cert:12609558 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ENDORSEMENT# This endorsement, effective 12:01 A.M. 5/1/2009 forms a part of Policy No. GL919652 issued to URS Corporation dba URS Corporation Americas by National Union Fire Ins Co of Pittsburgh PA ADDITIONAL INSURED- OWNERS, LESSEES, OR CONTRACTORS — COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE NAME OF ADDITIONAL INSURED PERSON OR ORGANIZATION: THE CITY, ITS ELECTED OR APPOINTED OFFICERS, OFFICIALS, EMPLOYEES, AGENTS AND VOLUNTEER LOCATION AND DESCRIPTION OF COMPLETED OPERATIONS: CONTRACT I JOB NUMBER: 30990209 RE: RHINE WHARF REPAIRS AND GUEST DOCK PROJECT ADDITIONAL PREMIUM: (If No entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement.) SECTION II — WHO IS AN INSURED is amended to include as an insured; The person or organization shown in the Schedule, but only with respect to liability arising out of '.your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products- completed operations hazard". All other terms and conditions remain unchanged. AUTHORIZED REPRESENTATIVE 97837 (4/08) Includes copyrighted material of Insurance Services Office, Inc., with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ENDORSEMENT # This endorsement, effective 12:01 A.M. 5/1/2009 forms a part of Policy No. GL919652 issued to URS Corporation dba URS Corporation Americas by National Union Fire Ins Co of Pittsburgh PA ADDITIONAL INSURED- OWNERS, LESSEES, OR CONTRACTORS— SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following. COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE NAME OF PERSON OR ORGANIZATION: THE CITY, ITS ELECTED OR APPOINTED OFFICERS, OFFICIALS, EMPLOYEES, AGENTS AND VOLUNTEER (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement.) A. SECTION II —WHO IS AN INSURED is amended to include as an insured; The person or organization shown in the schedule, but only with respect to liability arising out of your ongoing operations performed for that additional insured. B. With respect to the insurance afforded to these additional insureds, SECTION I - COVERAGES, COVERAGE A - BODILY INJURY AND PROPERTY DAMAGE LIABILITY, 2. — Exclusions, is amended to include the following additional exclusion; This insurance does not apply to "bodily injury" or "property damage" occurring after: (1) all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the site of the covered operations has been completed; or, (2) that portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Al other terms and conditions remain unchanged. AUTHORIZED REPRESENTATIVE 97838(4/08) Includes copyrighted material of Insurance Services Office, Inc., with its permission. POLICY NUMBER: GL919652 COMMERCIAL GENERAL LIABILITY INSURED: URS Corporation dba URS Corporation Americas THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE Name of Persons or Organization: The City, its elected or appointed officers, officials, employees, agents and volunteer (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition (Section IV — COMMERCIAL GENERAL LIABILITY CONDITIONS) is amended by the addition of the following: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury. or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazard ". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 10 93 Copyright, Insurance Services Office, Inc., 1992 ®ZURICH•AMERICAN INSURANCE GROUP To Us POLICY NO, M. DATE OF POL. EXP. DATE OF POL. EFF. EDATE OF END. AGENCY NO. ADD'L PREM. RETURN PREM. BAP93952150D SIV2009 51112010 This endorsement is issued by the company named in the Declarations. It changes the polity on the effective date listed above at the hour stated in the Declarations. This endorsement changes the policy. Please read it carefully. Named Insured: URS Corporation dba URS Corporation Americas Address: (including ZIP Code) This endorsement modifies insurance provided under the: Business Auto Coverage Form Truckers Coverage Form Garage Coverage Form Motor Carrier Coverage Form SCHEDULE Name of Person or Organization The City, its elected or appointed officers, officials, employees, agents and volunteer We waive any right of recovery we may have against the designated person or organization shown in the schedule because of payments we make for injury or damage caused by an "accident" or "loss" resulting from the ownership, maintenance, or use of a covered "auto" for which a Waiver of Subrogation is required in conjunction with work performed by you for the designated person or organization. The waiver applies only to the designated person or organization shown in the schedule. Countersigned: Date: _ U -CA -320 -B CW (4/94) Page 1 of 1 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. SCHEDULE Name of Person(s) or Organization(s) : The City, its elected or appointed officers, officials, employees, agents and volunteer 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. This endorsement is executed by the company designated below: Zurich American Insurance Company Effective date 5/1/2009 Expiration Date 5/1/2010 For attachment to Policy No.'s: BAP938521500 Issued to: URS Corporation dba URS Corporation Americas CA 20 48 02 99 © Insurance services Office, Inc., 1998 WORKERS' COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC040306 (4/84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT — CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be _% of the California workers' compensation premium otherwise due on such remuneration. Schedule Contract / Job Number: 30990209 Re: Rhine Wharf Repairs and Guest Dock Project Person or Organization The City, its elected or appointed officers, officials, employees, agents and volunteer This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective: 1/1/2009 POLICY NO: WC4990862 INSURED: URS Corporation dba URS Corporation Americas INSURANCE COMPANY: National Union Fire Ins Co of Pittsburgh, PA PROFESSIONAL SERVICES AGREEMENT WITH URS CORPORATION FOR THE RHINE WHARF REPAIRS AND GUEST DOCK PROJECT THIS AGREEMENT is made and entered into as of this _Zlhday of JV 2009, by and between the CITY OF NEWPORT BEACH, a Municipal orporation C ( "City "), and URS CORPORATION dba URS CORPORATION AMERICAS ( "Consultant'), a Nevada Corporation, whose address is 5772 Bolsa Avenue, Suite 100, Huntington Beach, California, 92649 ( "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 repair the Rhine Wharf and construct a guest dock in the City of Newport Beach. C. City desires to engage Consultant to update the Rhine Wharf Repair Plans and Specifications and to prepare a Performance Specification for the guest dock (`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 Project shall be Randy H. Mason. 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 December, 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 3. 4. City may elect to delete certain tasks of the Scope of Services at its sole discretion. 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. 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 Nineteen Thousand Dollars and no /100 ($19,000.00) without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.1 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 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 2 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 BLAKE R. ECKERLE 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. 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. FONG TSE shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his /her authorized 3 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. C. Provide usable life of facilities criteria and information with regards to new facilities or facilities to be rehabilitated. 8. STANDARD OF CARE 8.1 All df 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. 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. 4 8.4 The term Construction Management or Construction Manager does not imply that Consultant is engaged in any aspect of the physical work of construction contracting. Consultant shall not have control over or be in charge of and shall not be responsible for the project's design, City's project contractor ( "Contractor'), construction means, methods, techniques, sequences or procedures, or for any health or safety precautions and programs in connection with the work. These duties are and shall remain the sole responsibility of the Contractor. Consultant shall not be responsible for the Contractors' schedules or failure to carry out the work in accordance with the contract documents. Consultant shall not have control over or be responsible for acts or omissions of City, Design Engineer, Contractor, Subcontractors, or their Agents or employees, or of any other persons performing portions of the work. 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. 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 R Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. D. Coverage Requirements. 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. 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 7 respect to liability arising out of work performed by or on behalf of the Consultant. 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. 1*1 16. SUBCONTRACTING The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express written consent of City. Consultant shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of City. 17. OWNERSHIP OF DOCUMENTS Each and every report, 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, with the exception of any intellectual property rights contained therein, owned or created by Consultant prior to the effective date of this Agreement; and /or created outside the scope of 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. 18. 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 0 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. 19. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the services in this Agreement, shall be kept confidential unless City authorizes in writing the release of information. 20. 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. 21. 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. 22. 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. 23. WITHHOLDINGS 10 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. 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 paragraph 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 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. 27. 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: 11 Attn: Frank Tran, P.E. Public Works Department City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92663 Phone: 949 - 644 -3340 Fax: 949 -644 -3308 All notices, demands, requests or approvals from CITY to Consultant shall be addressed to Consultant at: Attention: Blake R. Eckerle, P.E. 5772 Bolsa Avenue, Suite 100 Huntington Beach, CA 92649 Phone: 714 - 895 -2072 Fax: 714 - 895 -1291 28. 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. 29. 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. 12 30. 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. 31. 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. 32. 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. 33. 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. 34. 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. 35. 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. 36. 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. 13 37. 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. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: By: G y n e D. Beu amp, Assistant City Attorney for the City of Newport Beach ATTEST: CITY OF NEWPORT BEACH, A Municipal CoW n Y/6. Badum, Norks Director City of Newport Beach CONSULTANT: By:14 andH. ason, Vice Pre dent By. - C'Y- WilfricIOB. Simbol, Vice President Slw% so^ , Attachments: Exhibit Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates 14 27, 2009 City of Newport Beach 3300 Newport Boulevard Newport Beach, CA 92663 Attention: Mr. Frank Tran, P.E. Design Engineer Public Works Subject: RHINE WHARF REPAIR UPDATE AND GUEST (URS Proposal No. 96391.01) Gentlemen: In accordance with your request, we are pleased to submit this proposal for Engineering Services on the subject project. BACKGROUND I The final Rhine Wharf repair drawings, specifications and cost estimate were completed and provided to the City on a CD -Rom on March 29, 2007. The proje never was sent out for bid or construction. This proposal is to update the existing wharf repair dr wings, specifications and cost estimate. In addition, the City desires the installation of a guest dockk, platform and gangway. This proposal covers both the Wharf repairs, as well as the Guest Dock] SCOPE OF WORK A. Wharf Repair Update Field survey existing site from land and water to verify the work shown on the drawings has not changed over the last several years. Note any additional repairs or modifications required. Updat construction drawings to show additional work. Update drawings to conform to current codes and design st ndards. Review and update Estimated Construction Costs. I Bid and Construction Services -City Public Works and ins actors will take the lead role during bid and construction, but URS will provide RFI equests to resolve changed conditions or field issues. I B. Guest Dock Provide a written performance specification for the design, fabrications and installation of a floating dock, gangway and gangway support platform. T is specifications will require the successful contractor to engineer, permit, procure, fabri ate, construct and install all project elements associated with the Guest Dock. URS Corporation 5772 Bolsa Avenue, Suite 100 Huntington Beach, CA 92649 Tel: 714.695.2072 Fax: 714.895.1291 Mail: P.O. Box 2715 Huntington Beach, CA 92647 City of Newport Beach Rhine Wharf Rer air Upgrades and Guest Dock Mr. Frank Tran (URS Proposal No.96391.01) April 27, 2009 Page 2 2. Revise the City - provided drawings to represent the code-cc mpliant intent of the performance specifications. Drawings must be provided to URS in AutoCAD format. Revised drawings will be provided in basic schematic form t, similar in complexity as those drawings already completed by the City, but correcte to agree with Performance Specification criteria and desires. Respond to bidder inquiries during the Guest Dock bid pen d. Responses will be provided to the Public Works Department, who will then respond to the bidders as necessary. No construction services are made part of this overall scope of work. If such services are desired at a later date, they will be considered Additional Services requiring a separate authorization. C. Miscellaneous Make corrections to City - provided Boiler Plate, Proposal form, and Specifications, as needed. Provide the revised text documents in Word form t. ITEMS EXCLUDED: 1. Items not specifically listed or described in the Scope of ork above are assumed to be excluded from the Scope of Work. 2. Construction phase and bidding phase services except as i ioted above. 3. Structural Observations. 4. Submittal to Coastal Commission or other agencies. 5_ Submittal to plan check or plan check fees. 6. Environmental assessments, studies and /or reports. 7. Environmental Best Management Practices documentation 8. Geotechnical reports. 9. Bid and Construction phase services other than what is not ,-d above. 10. Site visits. At the request and approval of the City, site visits during construction will be billed on a Time and Material basis in accordance with the attached "Rate Schedule" dated January 1, 2009 or shall be charged in accordance with the UF S Rate Schedule in effect at the time the Services are performed. FEE Our Firm Fixed Fee for the Scope of Work noted above will be as 1. Rhine Wharf Upgrade: $12,000 FFP 2. Transient Dock Performance Specifications: $ 5,000 FFP 3. Bid Period Responses for Transient Dock: $ 2,000 T &N type: FFP or T &M as noted) City of Newport Beach Rhine Wharf Repair Upgrades and Guest Dock Mr, Frank Tran (URS Proposal No.96391.01) Apd[ 27, 2009 Page 3 For Engineering Services outside the Scope of Work, we propose to charge in accordance with the attached "Rate Schedule" dated January 1, 2009 or shall be charged in accordance with the URS Rate Schedule in effect at the time the Services are performed. Our procedure is to invoice at the end of the month for work completed during the month, or upon completion of the work if completed within thirty days. Our terms are Net 30 Days from date of invoice. SCHEDULE We estimate that we can provide documents required in the Scope of Work for your approval within 4 weeks of your Notice to Proceed and receipt of your agreement. Thank you for the invitation to present this proposal and we look forward to the opportunity of working with you. Very truly yours, CASH & ASSOCIATES Blake R. Eckerle, P.E. Project Manager California P.E. No. C30379 Randy H. Mason, P.E. Principal -In- Charge California P.E. No. C30661 e 0 January 1, 2009 RATE SCHEDULE FOR ENGINEERING SERVICES ON A TIME AND MATERIAL BASIS HOURLY OVERTIME PROJECT DIRECTOR 244.00 244.00 TERMINAL PLANNING SPECIALIST 244.00 244.00 SR. PROJECT MANAGER 232.00 232.00 PROJECT MANAGER 182.00 182.00 PRINCIPAL ENGINEER 182.00 182.00 SENIOR ENGINEER /PROJECT ENGINEER 163.00 163.00 PROJECT ARCHITECT 147.00 147.00 ARCHITECT 115.00 115.00 ENGINEER III 147.00 147.00 ENGINEER II 126.00 126.00 ENGINEER 1 115.00 115.00 GRADUATE ENGINEER 99.00 99.00 PROJECT DESIGNER III 113.00 135.60 PROJECT DESIGNER II 108.00 129.60 PROJECT DESIGNER 1 99.50 119.40 SENIOR DESIGNER/CAD OPERATOR III 95.00 114.00 DESIGNER /CAD OPERATOR 11 85.00 102.00 DRAFTER/CAD OPERATOR 1 74.00 88.80 PERMIT PROCESSOR /COORDINATOR 92.00 110.40 PROJECT ADMINISTRATOR 85.00 102.00 SR. PROJECT ASSISTANT 90.30 108.36 PROJECT ASSISTANT 85.00 102.00 SPECIFICATION PROCESSING 85.00 102.00 WORDPROCESSOR 80.00 96.00 CLERICAL 70.00 84.00 In addition, for direct out -of- pocket expenses (if and when they occur) we quote the following 1) In -House Repro Blueprint SAO to $1.50 per square foot -depending on type of paper Plotting $.BO to $2.00 per square foot -depending on type of paper 2) Automobile: Standard Mileage Rate set by IRS 3) Travel Expense: at Cost 4) Subsistence: Away from home office more than one day: at Cost, not to exceed $150.00 /day/per man. URS Corporation 5772 Boise Avenue, Suite 100 Huntington Beach, CA 92649 Tel: 714.895.2072 Fax: 714.895.1291 Mail: P.O. Box 2715 Huntington Beach, CA 92647