HomeMy WebLinkAboutC-5691 - On-Call PSA for Landscape Architecture Servicesi
r AMENDMENT NO. ONE TO
U ON-CALL PROFESSIONAL SERVICES AGREEMENT
WITH TCLA, INC. FOR
LANDSCAPE ARCHITECTURE SERVICES
THIS AMENDMENT NO. ONE TO ON-CALL PROFESSIONAL SERVICES
AGREEMENT ("Amendment No. One") is made and entered into as of this 26th day of
January, 2016 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a
California municipal corporation and charter city ("City"), and TCLA, INC., a California
corporation ("Consultant'), whose address is 27905 Smyth Drive, Valencia, CA 91355,
and is made with reference to the following:
RECITALS
A. On December 9, 2013, City and Consultant entered into a Professional Services
Agreement ("Agreement') to perform on-call landscape architecture services
throughout the City on an as needed basis ("Project').
B. The parties desire to enter into this Amendment No. One to extend the term of
the Agreement to June 30, 2016 and to update Insurance Requirements.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
1. TERM
Section 1 of the Agreement is amended in its entirety and replaced with the
following: "The term of this Agreement shall commence on the Effective Date, and shall
terminate on June 30, 2016, unless terminated earlier as set forth herein."
2. INSURANCE REQUIREMENTS
Exhibit C of the Agreement shall be amended in its entirety and replaced with
Exhibit C-1, attached hereto and incorporated herein by reference.
3. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT PAGE]
IN WITNESS WHEREOF, the parties have caused this Amendment No. One to
be executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY' OFFICE
Date: 1 6
By:
Aaron C. Harpy,
City Attorney
ATTEST: 4'4-1
Date:
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: -24 2 t� Ib
By:
Dave
City Manager
CONSULTANT: TCLA, Inc., a California
corporation
Date:
Signed in Counterpart
By: 4244AA.1 By:
Leilani I. Brown Joseph A. Varonin
City Clerk President and Secretary
Atte
[END OF SIGNATURES]
Khibit C-1 — Insurance Requirements
TCLA, Inc. Page 2
IN WITNESS WHEREOF, the parties have caused this Amendment No. One to
be executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY' OFFICE
Date: 1 6
By: z/
Aaron C. Harpy
City Attorney
ATTEST:
Date:
0
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Dave Kiff
City Manager
CONSULTANT: TCLA, Inc., a California
corporation
Date:Mv I f
By.
Jo h A. onin
P/f#sident and Secretary
[END OF SIGNATURES]
Attachments: Exhibit C-1 — Insurance Requirements
TCLA, Inc. Page 2
EXHIBIT C-1
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Consultant's indemnification of City, and
prior to commencement of Work, Consultant shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Consultant
agrees to provide insurance in accordance with requirements set forth here. If
Consultant uses existing coverage to comply and that coverage does not meet
these requirements, Consultant agrees to amend, supplement or endorse the
existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury
by disease in accordance with the laws of the State of California, Section
3700 of the Labor Code.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its officers, agents,
employees and volunteers.
B. General Liability Insurance. Consultant shall maintain commercial general
liability insurance, and if necessary umbrella liability insurance, with
coverage at least as broad as provided by Insurance Services Office form
CG 00 01, in an amount not less than one million dollars ($1,000,000) per
occurrence, two million dollars ($2,000,000) general aggregate. The
policy shall cover liability arising from premises, operations, personal and
advertising injury, and liability assumed under an insured contract
(including the tort liability of another assumed in a business contract).
C. Automobile Liability Insurance. Consultant shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of Consultant
arising out of or in connection with Work to be performed under this
Agreement, including coverage for any owned, hired, non -owned or rented
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
TCLA, Inc. Page C-1
D. Professional Liability (Errors & Omissions) Insurance. Consultant shall
maintain professional liability insurance that covers the Services to be
performed in connection with this Agreement, in the minimum amount of
one million dollars ($1,000,000) per claim and two million dollars
($2,000,000) in the aggregate. Any policy inception date, continuity date,
or retroactive date must be before the Effective Date of this Agreement
and Consultant agrees to maintain continuous coverage through a period
no less than three years after completion of the Services required by this
Agreement.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation
against City, its elected or appointed officers, agents, officials, employees
and volunteers or shall specifically allow Consultant or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Consultant hereby waives its own right of
recovery against City, and shall require similar written express waivers
from each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and automobile liability, if required, but
not including professional liability, shall provide or be endorsed to provide
that City and its officers, officials, employees, and agents shall be included
as insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a
primary basis and shall not require contribution from any insurance or self-
insurance maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days' notice of cancellation (except for nonpayment for which ten
(10) calendar days' notice is required) or nonrenewal of coverage for each
required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance
to City as evidence of the insurance coverage required herein, along with
a waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance
certificates and endorsement must be approved by City's Risk Manager
prior to commencement of performance. Current certification of insurance
shall be kept on file with City at all times during the term of this
Agreement. City reserves the right to require complete, certified copies of
all required insurance policies, at any time.
TCLA, Inc. Page C-2
B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement to change the amounts and types of
insurance required by giving Consultant sixty (60) calendar days advance
written notice of such change. If such change results in substantial
additional cost to Consultant, City and Consultant may renegotiate
Consultant's compensation.
C. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Consultant of non-compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
D. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Section are not intended as a limitation on
coverage, limits or other requirements, or a waiver of any coverage
normally provided by any insurance. Specific reference to a given
coverage feature is for purposes of clarification only as it pertains to a
given issue and is not intended by any party or insured to be all inclusive,
or to the exclusion of other coverage, or a waiver of any type. If the
Consultant maintains higher limits than the minimums shown above, the
City requires and shall be entitled to coverage for higher limits maintained
by the Consultant. Any available insurance proceeds in excess of the
specified minimum limits of insurance and coverage shall be available to
the City.
E. Self-insured Retentions. Any self-insured retentions must be declared to
and approved by City. City reserves the right to require that self-insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
F. City Remedies for Non -Compliance. If Consultant or any subconsultant
fails to provide and maintain insurance as required herein, then City shall
have the right but not the obligation, to purchase such insurance, to
terminate this Agreement, or to suspend Consultant's right to proceed until
proper evidence of insurance is provided. Any amounts paid by City shall,
at City's sole option, be deducted from amounts payable to Consultant or
reimbursed by Consultant upon demand.
G. Timely Notice of Claims. Contractor shall give City prompt and timely
notice of claims made or suits instituted that arise out of or result from
Contractor's performance under this Contract, and that involve or may
involve coverage under any of the required liability policies. City assumes
no obligation or liability by such notice, but has the right (but not the duty)
to monitor the handling of any such claim or claims if they are likely to
involve City.
H. Consultant's Insurance. Consultant shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
TCLA, Inc. Page C-3
judgment may be necessary for its proper protection and prosecution of
the Work.
TCLA, Inc. Page C-4
CERTIFICATE OF INSURANCE
CHECKLIST
City of Newport Beach
This checklist is comprised of requirements as outlined by the City of Newport Beach. *
Date Received: 3/2/16 Dept./Contact Received From: Raymund
Date Completed: 5/5/16 Sent to: Raymund By: Alicia
Company/Person required to have certificate: TCLA, Inc.
Type of contract:
All Others
GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 4114/16-4/14/17
A. INSURANCE COMPANY: Travelers Property Casualty Co of America
B. AM BEST RATING (A-: VII or greater):
C. ADMITTED Company (Must be California Admitted):
Is Company admitted in California?
D. LIMITS (Must be $1 M or greater): What is limit provided?
E. ADDITIONAL INSURED ENDORSEMENT — please attach
F. PRODUCTS AND COMPLETED OPERATIONS (Must
include): Is it included? (completed Operations status does
not apply to Waste Haulers or Recreation)
G. ADDITIONAL INSURED FOR PRODUCTS AND
COMPLETED OPERATIONS ENDORSEMENT (completed
Operations status does not apply to Waste Haulers)
H. ADDITIONAL INSURED WORDING TO INCLUDE (The City
its officers, officials, employees and volunteers): Is it
included?
1. PRIMARY & NON-CONTRIBUTORY WORDING (Must be
included): Is it included?
J. CAUTION! (Confirm that loss or liability of the named insured
is not limited solely by their negligence) Does endorsement
include "solely by negligence" wording?
K. ELECTED SCMAF COVERAGE (RECREATION ONLY):
L. NOTICE OF CANCELLATION:
® Yes ❑ No
2,000,000/4,000,000
® Yes
❑ No
® Yes
❑ No
® Yes
❑ No
® Yes
❑ No
® Yes
❑ No
❑ Yes
®No
® NIA ❑ Yes
❑ No
❑ N/A ® Yes
❑ No
II. AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION
DATE: 4/14/16-4!14117
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):
Yes ❑ No
Is Company admitted in California?
D.
LIMITS - If Employees (Must be $1 M min. BI & PD and $500,000
$2M for Waste Haulers): What is limits provided? 2,000,000
UM, min
LIMITS Waiver of Auto Insurance / Proof of coverage (if individual)
E
(What is limits provided?) N/A
F.
PRIMARY & NON-CONTRIBUTORY WORDING (For Waste ® NIA
❑ Yes ❑ No
G.
Haulers only):
HIRED AND NON -OWNED AUTO ONLY: ❑NIA
❑Yes ®No
H.
NOTICE OF CANCELLATION: ❑ N/A
0 Yes 0 No
III. WORKERS' COMPENSATION
EFFECTIVE/EXPIRATION DATE: 1/1/16-1/1/17
A.
INSURANCE COMPANY: State Fund
B.
AM BEST RATING (A-: VII or greater): NIA
C.
ADMITTED Company (Must be California Admitted):
® Yes ❑ No
D.
WORKERS' COMPENSATION LIMIT: Statutory
® Yes ❑ No
E.
EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater)
1,000,000
F.
WAIVER OF SUBROGATION (To include): Is it included?
® Yes ❑ No
G.
SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
® N/A ❑ Yes ❑ No
H.
NOTICE OF CANCELLATION:
❑ NIA ® Yes ❑ No
ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED
IV. PROFESSIONAL LIABILITY EFF: 4/14115-4/14/17 CARRIER: HANOVER INS
RATING: A:XV Admitted LIMIT: 2M/2M ❑ N/A ® Yes []No
V POLLUTION LIABILITY
® N/A ❑ Yes ❑ No
V BUILDERS RISK
® N/A ❑ Yes ❑ No
HAVE ALL ABOVE REQUIREMENTS BEEN MET? ® Yes ❑ No
IF NO WHICH ITEMS NEED TO BE COMPLETED?
Approved:
5/5/16
Agent of Alliant Insurance Services Date
Broker of record for the City of Newport Beach
RISK MANAGEMENT APPROVAL REQUIRED (Non -admitted carrier rated less than _;
Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No
Reason for Risk Management approvallexceptionlwaiver:
Approved:
Risk Management Date
* Subject to the terms of the contract.
9-1
NEWPORT BEACH
City Council Staff Report
COUNCIL STAFF REPORT
CITY OF
January 26, 2016
Agenda Item No. 9
ABSTRACT:
Certain on-call professional service agreements have recently expired or are near
expiration. Staff is requesting authorization to amend agreement term dates by up to six
months in order to complete work originally authorized under these agreements.
RECOMMENDATION:
Authorize the City Manager to execute agreement amendments to extend the term by
up to six (6) months on various on-call professional service agreements as approved to
form by the City Attorney.
FUNDING REQUIREMENTS:
There is no fiscal impact related to this item.
DISCUSSION:
The Public Works Department uses a wide variety of consultant professionals for the
preparation and delivery of the City’s Capital Improvement Program projects. These
professional services include civil engineering, geotechnical, marine engineering,
construction inspection, surveying, landscape architecture and traffic engineering.
During the course of a typical Fiscal Year, the Department utilizes 50 different
professional service agreements. Selection of these consultants is normally completed
through a qualifications-based Request for Qualifications and/or Request for Proposals
(RFP) selection process for a specific project, service or category of work.
One type of agreement utilized by the Department is an on-call agreement. These
agreements are used on an as-needed basis and typically supplemental or minor
TO:HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM:David A. Webb, Public Works Director - 949-644-3311,
dawebb@newportbeachca.gov
PREPARED BY:Mark Vukojevic, Deputy Public Works Director/City Engineer
PHONE:(949) 644-3319
TITLE:Authorize the City Manager to Approve Term Extensions for On-call
Professional Service Agreements
Authorize the City Manager to Approve Term Extensions for On-call Professional
Service Agreements
January 26, 2016
Page 2
9-2
services that are needed from time to time where the size of the project or task does not
warrant the expense of entering into individual agreements for each service. Examples
include preliminary designs, cost estimates, site surveying, geotechnical testing and
investigations, studies, and emergency work.
In September 2013, an RFP for various engineering and professional services was
issued in order to establish on-call agreements with multiple firms. These on-call
agreements were executed in late 2013 and early 2014. Per Council Policy F-14, on-call
agreements are limited to two (2) year terms unless approved by City Council.
A number of agreements have recently expired or are near expiration and certain
authorized project work and tasks will carry over past the contract term date. Staff
requests authorization for the City Manager to approve term extensions for agreements
(Attachment A) for up to six (6) months in order for previously authorized work and tasks
to be completed. This will enable staff and the various consultants to complete the
planned and authorized work as proposed and/or started prior to their expiration dates.
There will be no increase in the original compensation limits and no new tasks or
projects will be authorized during the term extensions. Public Works is also currently
working on RFQ’s and RFP’s for new on-call and professional service agreements.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this action is not subject to the California
Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not
result in a direct or reasonably foreseeable indirect physical change in the environment)
and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA
Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no
potential for resulting in physical change to the environment, directly or indirectly.
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
ATTACHMENTS:
Attachment A – On-call Agreement Term Extensions List
9-3
Authorize the City Manager to Approve Term Extensions for On-call Professional
Service Agreements
January 26, 2016
Attachment A
On-call Agreement Term Extensions List
1. Albert Grover & Associates
2. DMS Consultants
3. Civiltec Engineering
4. Walden & Associations
5. VA Consulting/Stantec
6. Harris & Associates
7. Penco Engineering
8. American Geotechnical
9. Harrington Geotechnical
10. GMU Geotechnical
11. Interwest Consulting
12. Guida Surveying
13. Coast Surveying
14. Willdan Engineering
15. Transportation Studies Inc.
16. TCLA, Inc.
ON -CALL PROFESSIONAL SERVICES AGREEMENT
WITH TOTAL CONCEPT LANDSCAPE ARCHITECTURE, INC. DBA TCLA, INC.
FOR LANDSCAPE ARCHITECTURE SERVICES
V THIS ON -CALL PROFESSIONAL SERVICES AGREEMENT ( "Agreement ") is
made and entered into as of this 9th day of December, 2013 ( "Effective Date "), by and
between the CITY OF NEWPORT BEACH, a California municipal corporation and
charter city ( "City'), and TOTAL CONCEPT LANDSCAPE ARCHITECTURE, INC., a
California corporation, doing business as ( °DBA ") TCLA, INC. ( "Consultant'), whose
address is 27905 Smyth Drive, Valencia, CA 91355, and is made with reference to the
following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City desires to engage Consultant to perform on -call landscape architecture
services throughout the City on an as needed basis ( "Project ").
C. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
D. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on December 31, 2015, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
2.1 Consultant shall perform the on -call services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ( "Services"
or "Work "). Upon written request from the Project Administrator as defined herein,
Consultant shall provide a letter proposal for Services requested by the City (hereinafter
referred to as the "Letter Proposal "). The Letter Proposal shall include the following:
2.1.1 A detailed description of the Services to be provided;
2.1.2 The position of each person to be assigned to perform the
Services, and the name of the individuals to be assigned, if available;
and
2.1.3 The estimated number of hours and cost to complete the Services;
2.1.4 The time needed to finish the specific project.
2.2 No Services shall be provided until the Project Administrator has provided
written acceptance of the Letter Proposal. Once authorized to proceed, Consultant
shall diligently perform the duties in the approved Letter Proposal.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this
Agreement and Consultant shall perform the Services in accordance with the schedule
included in Exhibit A and the Letter Proposal. In the absence of a specific schedule, the
Services shall be performed to completion in a diligent and timely manner. The failure
by Consultant to strictly adhere to the schedule set forth in Exhibit A and the Letter
Proposal, if any, or perform the Services in a diligent and timely manner may result in
termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Consultant shall not be responsible for
delays due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
33 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review, all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Consultant's control.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand - delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 City shall pay Consultant for the Services on a time and expense not -to-
exceed basis in accordance with the provisions of this Section and the Letter Proposal
and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein
by reference. Consultant's compensation for all Work performed in accordance with this
Agreement, including all reimbursable items and subconsultant fees, shall not exceed
One Hundred Twenty Thousand Dollars and 00/100 ($120,000.00), without prior
written authorization from City. No billing rate changes shall be made during the term of
this Agreement without the prior written approval of City.
TCLA, Inc. Page 2
4.2 Consultant shall submit monthly invoices to City describing the Work
performed the preceding month. Consultant's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and /or the
specific task in the Scope of Services to which it relates, the date the Services were
performed, the number of hours spent on all Work billed on an hourly basis, and a
description of any reimbursable expenditures. City shall pay Consultant no later than
thirty (30) calendar days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Consultant only for those costs or expenses
specifically identified in Exhibit B to this Agreement and the Letter Proposal or
specifically approved in writing in advance by City.
4.4 Consultant shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the
Project, but which is not included within the Scope of Services and which the parties did
not reasonably anticipate would be necessary at the execution of this Agreement.
Compensation for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B and the Letter Proposal.
5. PROJECT MANAGER
5.1 Consultant shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Consultant has designated Harry Kobzeff to be its
Project Manager. Consultant shall not remove or reassign the Project Manager or any
personnel listed in Exhibit A or assign any new or replacement personnel to the Project
without the prior written consent of City. City's approval shall not be unreasonably
withheld with respect to the removal or assignment of non -key personnel.
5.2 Consultant, at the sole discretion of City, shall remove from the Project
any of its personnel assigned to the performance of Services upon written request of
City. Consultant warrants that it will continuously furnish the necessary personnel to
complete the Project on a timely basis as contemplated by this Agreement.
5.3 If Consultant is performing inspection services for City, the Project
Manager and any other assigned staff shall be equipped with a cellular phone to
communicate with City staff. The Project Manager's cellular phone number shall be
provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Public Works Department. City's
Public Works Director or designee shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator shall represent
City in all matters pertaining to the Services to be rendered pursuant to this Agreement.
TCLA, Inc. Page 3
7. CITY'S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Consultant, one copy of all
existing relevant information on file at City. City will provide all such materials in a
timely manner so as not to cause delays in Consultant's Work schedule.
8. STANDARD OF CARE
8.1 All of the Services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with the highest professional
standards. For purposes of this Agreement, the phrase "highest professional
standards" shall mean those standards of practice recognized by one (1) or more first -
class firms performing similar work under similar circumstances.
8.2 All Services shall be performed by qualified and experienced personnel
who are not employed by City. By delivery of completed Work, Consultant certifies that
the Work conforms to the requirements of this Agreement, all applicable federal, state
and local laws, and the highest professional standard.
8.3 Consultant represents and warrants to City that it has, shall obtain, and
shall keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Consultant to practice its profession. Consultant shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.4 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Consultant's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. HOLD HARMLESS
91 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,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims"), which may arise under this Agreement 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, subconsultants, subcontractors, anyone employed directly or indirectly by any
of them or for whose acts they may be liable, or any or all of them.
TCLA, Inc. Page 4
9.2 Notwithstanding the foregoing, nothing herein shall be construed to
require Consultant to indemnify the Indemnified Parties from any Claim arising from the
sole negligence, active negligence or willful misconduct of the Indemnified Parties.
Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees
in any action on or to enforce the terms of this Agreement. This indemnity shall apply to
all claims and liability regardless of whether any insurance policies are applicable. The
policy limits do not act as a limitation upon the amount of indemnification to be provided
by the Consultant.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis
and Consultant is not an agent or employee of City. The manner and means of
conducting the Work are under the control of Consultant, except to the extent they are
limited by statute, rule or regulation and the expressed terms of this Agreement. No
civil service status or other right of employment shall accrue to Consultant or its
employees. Nothing in this Agreement shall be deemed to constitute approval for
Consultant or any of Consultant's employees or agents, to be the agents or employees
of City. Consultant shall have the responsibility for and control over the means of
performing the Work, provided that Consultant is in compliance with the terms of this
Agreement. Anything in this Agreement that may appear to give City the right to direct
Consultant as to the details of the performance of the Work or to exercise a measure of
control over Consultant shall mean only that Consultant shall follow the desires of City
with respect to the results of the Services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or interest in the
Work to be performed. City agrees to cooperate with the Consultant on the Project.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points in
order to ensure the Project proceeds in a manner consistent with City goals and
policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator informed on a
regular basis regarding the status and progress of the Project, activities performed and
planned, and any meetings that have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of Work, Consultant shall obtain, provide and maintain at its own expense during the
TCLA, Inc. Page 5
term of this Agreement or for other periods as specified in this Agreement, policies of
insurance of the type, amounts, terms and conditions described in the Insurance
Requirements attached hereto as Exhibit C, and incorporated herein by reference.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following shall
be construed as an assignment: The sale, assignment, transfer or other disposition of
any of the issued and outstanding capital stock of Consultant, or of the interest of any
general partner or joint venturer or syndicate member or cotenant if Consultant is a
partnership or joint - venture or syndicate or co- tenancy, which shall result in changing
the control of Consultant. Control means fifty percent (50 %) or more of the voting
power or twenty -five percent (25 %) or more of the assets of the corporation, partnership
or joint- venture.
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A and the Letter Proposal. Consultant shall be fully responsible to
City for all acts and omissions of any subcontractor. Nothing in this Agreement shall
create any contractual relationship between City and any subcontractor nor shall it
create any obligation on the part of City to pay or to see to the payment of any monies
due to any such subcontractor other than as otherwise required by law. City is an
intended beneficiary of any Work performed by the subcontractor for purposes of
establishing a duty of care between the subcontractor and City. Except as specifically
authorized herein, the Services to be provided under this Agreement shall not be
otherwise assigned, transferred, contracted or subcontracted out without the prior
written approval of City.
ITT\ • 1f
17.1 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.
17.2 Documents, including drawings and specifications, prepared by
Consultant pursuant to this Agreement are not intended or represented to be suitable
for reuse by City or others on any other project. Any use of completed Documents for
other projects and any use of incomplete Documents without specific written
authorization from Consultant will be at City's sole risk and without liability to
Consultant. Further, any and all liability arising out of changes made to Consultant's
TCLA, Inc. Page 6
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.
17.3 CADD data delivered to City shall include the professional stamp of the
engineer or architect in charge of or responsible for the Work. City agrees that
Consultant shall not be liable for claims, liabilities or losses arising out of, or connected
with (a) the modification or misuse by City, or anyone authorized by City, of CADD data;
(b) the decline of accuracy or readability of CADD data due to inappropriate storage
conditions or duration; or (c) any use by City, or anyone authorized by City, of CADD
data for additions to this Project, for the completion of this Project by others, or for any
other Project, excepting only such use as is authorized, in writing, by Consultant. By
acceptance of CADD data, City agrees to indemnify Consultant for damages and liability
resulting from the modification or misuse of such CADD data. All original drawings shall
be submitted to City in the version of AutoCAD used by the City in .dwg file format, on a
CD, and should comply with the City's digital submission requirements for improvement
plans available from the City's Public Works Department. The City will provide
Consultant with City title sheets as AutoCAD file(s) in .dwg file format, All written
documents shall be transmitted to City in formats compatible with Microsoft Office
and /or viewable with Adobe Acrobat.
17.4 All improvement and /or construction plans shall be prepared with indelible
waterproof ink or electrostatically plotted on standard twenty -four inch (24 ") by thirty -six
inch (36 ") Mylar with a minimum thickness of three (3) mils. Consultant shall provide to
City 'As- Built' drawings and a copy of digital Computer Aided Design and Drafting
( "CADD ") and Tagged Image File Format (.tiff) files of all final sheets within ninety (90)
days after finalization of the Project. For more detailed requirements, a copy of the City
of Newport Beach Standard Design Requirements is available from the City's Public
Works Department.
18. OPINION OF COST
Any opinion of the construction cost prepared by consultant represents the
consultant's judgment as a design professional and is supplied for the general guidance
of City. Since consultant has no control over the cost of labor and material, or over
competitive bidding or market conditions, consultant does not guarantee the accuracy of
such opinions as compared to consultant or contractor bids or actual cost to City.
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 expressly authorizes in writing the release of information.
TCLA, Inc. Page 7
ILI 111114
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including
costs, contained in Consultant's Documents provided under this Agreement.
21. RECORDS
Consultant shall keep records and invoices in connection with the Services to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any Services,
expenditures and disbursements charged to City, for a minimum period of three (3)
years, or for any longer period required by law, from the date of final payment to
Consultant under this Agreement. All such records and invoices shall be clearly
identifiable. Consultant shall allow a representative of City to examine, audit and make
transcripts or copies of such records and invoices during regular business hours.
Consultant shall allow inspection of all Work, data, Documents, proceedings and
activities related to the Agreement for a period of three (3) years from the date of final
payment to Consultant under this Agreement.
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 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.
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 Section 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.
TCLA, Inc. Page 8
25. CONFLICTS OF INTEREST
25.1 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.
25.2 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.
�^T =31�►L�� lfT�3 �F`:
26.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
and conclusively shall be deemed served when delivered personally, or on the third
business day after the deposit thereof in the United States mail, postage prepaid, first -
class mail, addressed as hereinafter provided.
26.2 All notices, demands, requests or approvals from Consultant to City shall
be addressed to City at:
Attn: Pat Thomas, Deputy Public Works Director
Public Works Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
26.3 All notices, demands, requests or approvals from City to Consultant shall
be addressed to Consultant at:
Attn: Joseph A. Varonin
TCLA, Inc.
27905 Smyth Drive
Valencia, CA 91355
27. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Consultant shall submit to City, in
writing, all claims for compensation under or arising out of this Agreement.
Consultant's acceptance of the final payment shall constitute a waiver of all claims for
compensation under or arising out of this Agreement except those previously made in
writing and identified by Consultant in writing as unsettled at the time of its final request
for payment. Consultant and City expressly agree that in addition to any claims filing
requirements set forth in the Agreement, Consultant shall be required to file any claim
Consultant may have against City in strict conformance with the Government Claims Act
(Government Code sections 900 et seq.).
28. TERMINATION
28.1 In the event that either party fails or refuses to perform any of the
provisions of this Agreement at the time and in the manner required, that party shall be
deemed in default in the performance of this Agreement. If such default is not cured
within a period of two (2) calendar days, or if more than two (2) calendar days are
reasonably required to cure the default and the defaulting party fails to give adequate
assurance of due performance within two (2) calendar days after receipt of written
notice of default, specifying the nature of such default and the steps necessary to cure
such default, and thereafter diligently take steps to cure the default, the non - defaulting
party may terminate the Agreement forthwith by giving to the defaulting party written
notice thereof.
28.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than seven (7) calendar days' prior written notice to Consultant. In the
event of termination under this Section, City shall pay Consultant for Services
satisfactorily performed and costs incurred up to the effective date of termination for
which Consultant has not been previously paid. On the effective date of termination,
Consultant shall deliver to City all reports, Documents and other information developed
or accumulated in the performance of this Agreement, whether in draft or final form.
29. STANDARD PROVISIONS
29.1 Recitals. City and Consultant acknowledge that the above Recitals are
true and correct and are hereby incorporated by reference into this Agreement.
29.2 Compliance with all Laws. Consultant shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted. In addition, all Work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
293 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.
29.4 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged
TCLA, Inc, Page I
herein. No verbal agreement or implied covenant shall be held to vary the provisions
herein.
29.5 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
29.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
29.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Consultant and City and approved as to form by the
City Attorney.
29.8 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
29.9 Controlling Law and Venue. The laws of the State of California shall
govern this Agreement and all matters relating to it and any action brought relating to
this Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
29.10 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex, age or any other impermissible basis under law.
29.11 No Attorneys' Fees. In the event of any dispute or legal action arising
under this Agreement, the prevailing party shall not be entitled to attorneys' fees.
29.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
TCLA, Inc. Page 11
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
By : 11 JAAJ 4 l "
Aaron C. Harp
City Attorney
ATTEST:
Date: a �,
'k! hm��
By:-
Leilani 1. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: 1_7, �1 Ll
S`. J .
City Manager
CONSULTANT:
Architecture, Inc.
DBA TCLA, INC.
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Total Concept Landscape
, a California corporation,
and Secretary
TCLA, Inc. Page a
EXHIBIT A
SCOPE OF SERVICES
TCLA, Inc. Page A -1
SCOPE OF WORK
Landscape Architecture
Landscape Architecture services shall include conceptual and final design of
landscaping for City capital improvement projects including streetscape, median,
parks, open space and other public works facilities. The following are examples
of the type of services requested:
• Conceptual design and architectural renderings
• Preparation of landscape /planting plans
• Irrigation studies
• Preparation of irrigation plans
• Preparation of project special provisions and technical specifications
• Cost Estimates
• Construction administration
• Preparation of record drawings
EXHIBIT B
SCHEDULE OF BILLING RATES
TCLA, Inc. Page B -1
CURRENT FEE RATES
City of Newport Beach
On -Call Landscape Architectural Services
TCLA HOURLY FEE RATES:
Managing Principal $160.00/hour
Principal Landscape Architect $140.00/hour
Project Manager $110.00/hour
Job Captain $ 85.001hour
Professional Staff $ 75.00/hour
Secretarial $ 58.00/hour
Hourly rates shall be valid throughout the contract (two years).
Reimburseables (printing, soils testing, etc.) requested from the City shall be
invoiced at cost plus 10% for handling.
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Consultant's indemnification of City, and
prior to commencement of Work, Consultant shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Consultant
agrees to provide insurance in accordance with requirements set forth here. If
Consultant uses existing coverage to comply and that coverage does not meet
these requirements, Consultant agrees to amend, supplement or endorse the
existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury
by disease in accordance with the laws of the State of California, Section
3700 of the Labor Code.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its officers, agents,
employees and volunteers.
B. General Liability Insurance. Consultant shall maintain commercial general
liability insurance, and if necessary umbrella liability insurance, with
coverage at least as broad as provided by Insurance Services Office form
CG 00 01, in an amount not less than one million dollars ($1,000,000) per
occurrence, one million dollars ($1,000,000) general aggregate. The
policy shall cover liability arising from premises, operations, personal and
advertising injury, and liability assumed under an insured contract
(including the tort liability of another assumed in a business contract) with
no endorsement or modification limiting the scope of coverage for liability
assumed under a contract.
C. Automobile Liability Insurance. Consultant shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of Consultant
arising out of or in connection with Work to be performed under this
Agreement, including coverage for any owned, hired, non -owned or rented
TCLA, Inc. Page C -1
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
D. Professional Liability (Errors & Omissions) Insurance. Consultant shall
maintain professional liability insurance that covers the Services to be
performed in connection with this Agreement, in the minimum amount of
one million dollars ($1,000,000) per claim and in the aggregate. Any policy
inception date, continuity date, or retroactive date must be before the
Effective Date of this Agreement and Consultant agrees to maintain
continuous coverage through a period no less than three years after
completion of the Services required by this Agreement.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation
against City, its elected or appointed officers, agents, officials, employees
and volunteers or shall specifically allow Consultant or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Consultant hereby waives its own right of
recovery against City, and shall require similar written express waivers
from each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and automobile liability, if required, but
not including professional liability, shall provide or be endorsed to provide
that City and its officers, officials, employees, and agents shall be included
as insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a
primary basis and shall not require contribution from any insurance or self -
insurance maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days notice of cancellation (except for nonpayment for which ten
(10) calendar days notice is required) or nonrenewal of coverage for each
required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance
to City as evidence of the insurance coverage required herein, along with
a waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance
certificates and endorsement must be approved by City's Risk Manager
prior to commencement of performance. Current certification of insurance
shall be kept on file with City at all times during the term of this
TCLA, Inc. Page C -2
Agreement. City reserves the right to require complete, certified copies of
all required insurance policies, at any time.
B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement to change the amounts and types of
insurance required by giving Consultant sixty (60) calendar days advance
written notice of such change. if such change results in substantial
additional cost to Consultant, City and Consultant may renegotiate
Consultant's compensation.
C. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Consultant of non - compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
D. Requirements not Limiting. Requirements of specific coverage features
or limits contained in this Section are not intended as a limitation on
coverage, limits or other requirements, or a waiver of any coverage
normally provided by any insurance. Specific reference to a given
coverage feature is for purposes of clarification only as it pertains to a
given issue and is not intended by any party or insured to be all inclusive,
or to the exclusion of other coverage, or a waiver of any type.
E. Self- insured Retentions. Any self- insured retentions must be declared to
and approved by City. City reserves the right to require that self- insured
retentions be eliminated, lowered, or replaced by a deductible. Self -
insurance will not be considered to comply with these requirements unless
approved by City.
F. City Remedies for Non - Compliance. If Consultant or any subconsultant
fails to provide and maintain insurance as required herein, then City shall
have the right but not the obligation, to purchase such insurance, to
terminate this Agreement, or to suspend Consultant's right to proceed until
proper evidence of insurance is provided. Any amounts paid by City shall,
at City's sole option, be deducted from amounts payable to Consultant or
reimbursed by Consultant upon demand.
G. Timely Notice of Claims. Contractor shall give City prompt and timely
notice of claims made or suits instituted that arise out of or result from
Contractor's performance under this Contract, and that involve or may
involve coverage under any of the required liability policies. City assumes
no obligation or liability by such notice, but has the right (but not the duty)
to monitor the handling of any such claim or claims if they are likely to
involve City.
H. Consultant's Insurance. Consultant shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of
the Work.
TCLA, Inc. Page C -3
o Y . CERTIFICATE OF LIABILITY INSURANCJ
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S). AUTHORIZED
and Conditions Of the policy, certain policies require an
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TCLA, Inc.
27905 Smyth Dr.
Valencia, CA 91355
on this creoloole does not canter righss to the certificate holder M tieu of
Sherry Young
94.242' WC,NDY 9*'S'OM
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-TK.sWT0CEffnFYTHATPouciEs OF INSURANCE USTED
BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.
NOTWITHSTANDING ANY REOUIREMENF. TERM OR CONDITION
OF ANY CONTRACTOR OTHER DOCUMENT WITH (RESPECT TO WHICH THIS CERTIFICATE MAYBE
ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY
THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDrr10NS OF
SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED
BY PAN) CLAIMS.
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So OwCalf Professional Ser&w Agreemeld. City of Newport Beach and Its olNoara. o idols. employees and ager>m are named as addBonal Insureds and
prtrLnryMDnsDOrstrltsdory dam and a warier of rMlIogatafl M favor of City of Newport Beach. Ns elected or appointed Giboers, agents. officials, employees
and vpiuntawns applies to the general babli atlod*d erdoreemaDt.
City of Newport Beach
Attn: Lucie Delorme
100 CIVIC Center Dr.
Newport Beech, CA 92660
fit•.- s • s w ._ - -r, Y-r
POLICY NO_: 6807550X473 COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET ADDITIONAL INSURED
(ARCHITECTS, ENGINEERS AND SURVEYORS)
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
A. The fbilowing is :•r_, to WHO IS AN
INSURED (Section IQ:
Any parson or organization that you agree in a
'contract or agreement requiring insurance' to
include as an additional insured on this
Coverage Part, but only with respect to liability
for 'bodily injury, "properly demege' or
"Personal injury' caused, in whole or in part by
your sods or omissions or the acts or omisslons
of those acting on your behaN:
a. In the performance of your ongoing
operations:
b. In connection with premises owned by or
rented to you; or
a In connection with 'you work" and
included within the 'prc�mpieted
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 Insurer= does not apply on any
basis to any person or organization for
which coverage as an additional insured
specifically Is added by another
endorsement to this Coverage Part.
a. This insurance does not apply to the
rendering of or failure to render any
"professional services".
f. The limits of humane afforded to the
additional Insured strati be the limits which
you agreed in that'conbact or agreement
requires insurance to pruvkia for that
additkm i Insured, or the lints shown in
the Declarations far Nils Coverage Part,
whichever are less. This endorsement
does not Increase the limits of Insurance
stated in the LIMITS OF INSURANCE
(Section M) for this Coverage Part.
B. The following is added to Paragraph & of 4.
i-
CONDITIONS
However, If you spe ci iically agree in a "contract
or agreement requiring insurance" that the
insurance provided to an additional Insured
under this 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
(2) The "personal injury for which coverage
Is sought arises out of an offense
committed;
alto' you have entered into that 'contract or
agreement requiring insurance'. 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 insured when the insured Is
an additional insured undo any other
Insurance.
C. The following is added to Paragraph S.
Transfer Of Rights Of Recovery Against
Offers To Us in COMMERCIAL GENERAL
LABILRY CONDITIONS (Section IV):
CO DS 8109 07 0 2007 The Travelers Companies, Inc. Page 1 of 2
Includes copyrighted matedal of Insurance Services Office, Inc., with its permission.
Injury' or "property damage" occurs, or the
"personal injury' offense is committed.
D. The following definition is added to
'Contract or agreement requiring Insurance"
means that part of any contract or agreement
under which you are required to include a
person or orgentzabon as an additional Insured
on this Coverage Part, provided that the "bodily
Injury' and "property damage" occurs, and the
"personal injury' is caused by an offense
committed:
a. After you have entered Into that c om ad or
agreement;
b. While that part of the contract or
agreement is in etfact; and
c. Before the end of the policy period.
CG 03 8104 07 0 2007 The Travelers Companies, ino. Page 2 of 2
Includes copyrighted material of Insurance Services OIRoe, Inc., with Its pemflasion.
ISSUE DATE: 12 -05 -2013
CITY OF NEWPORT BEACH
PUBLIC WORKS DEPARTMENT
100 CIVIC CENTER OR
NEWPORT BEACH CA 92850
CERTHOLQER COPY
P.O. BOX 8192, PLEASANTON, CA 94589
CERTIFICATE OF WORKERS' COMPENSATION INSURANCE
SC
GROUP:
POLICY NUMBER: : 1153939 -2013
CERTIFICATE Irk 197
CERTIFICATE EXPIRES,, 01 -01 -2014
01-01-2013101 -01 -2014
This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the
California Insurance Commissioner to the employer named below for the policy period that will expire or did
expire as indicated above.
This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded
by the policy listed herein. Notwithstanding any requirement, term or condition of any contract Or other document
with respect to which this certificate of insurance may be issued or to which it may pertain, the inairance
afforded by the policy described herein is subject to all the terms, exclusions, and conditions, of such policy.
Authorized Representative President and CEO
EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: !1,000,000 PER OCCURRENCE.
ENDORSEMENT 80015 ENTITLED ADDITIONAL INSURED EMPLOYER EFFECTIVE 2013 -01 -01 IS
ATTACHED TO AND FORMS A PART OF THIS POLICY. MANE OF ADDITIONAL INSURED.
CITY OF NEWPORT BEACH
.`i .. at'r3'tiiT'r.'•at *.�- 1a'`�i�TIT �i ^Fi�I'��ta4 " {«ld.' +.71
ENDORSEMENT 82085 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 01 -01 -2004 IS
ATTACHED TO AND FORMS A PART OF THIS POLICY.
ENDORSEMENT 82570 ENTITLED WAIVER OF SUBROGATION EFFECTIVE 2013 -01 -01 IS
ATTACHED TO AND FORMS A PART OF THIS POLICY. THIRD PARTY NAME:
CITY OF NEWPORT BEACH
EMPLOYER
TOTAL CONCEPT LANDSCAPE ARCHITECTURE INC.
27905 SMYTH DR
VALENCIA CA 61355
Sc
[AO5,CS]
tREVA -2012t PRINTED : 12 -05 -2013
M
r
WAIVER OF SUBROGATION NOTICE
Enclosed is your copy of a certificate of insurance on which the certificate holder
required a waiver of subrogation:
1. Please be advised that a waiver of subrogation requires that a 3% surcharge
will be applied by State Fund ONLY to the premium assessed on the payroll
of your employees earned while engaged in work for that certificate holder
who requested the waiver. (Note: if you have no employee payroll on that job,
then there is no charge.)
2. To apply the 3% surcharge, you must also agree to maintain accurately
segregated payroll records for employees engaged in work on job /s for the
certificate holder who has the waiver. The payroll records are subject to
verification by an auditor.
Example:
Payroll for job:
Sample Rate:
Regular Premium equals:
Surcharge:
Additional Waiver charge:
Total premium equals
$5,000.00
13.30°%
$ 665.00
3.00%
$ 19.95
$ 684.95 (665.00 + 19.95)
,46®I a CERTIFICATE OF LIABILITY INSURANCE
DATE {/.WOWYYY)
10/02/2013
PRODUCER
THIS CERTIFICATE IS ISSUED AS MATTER OF INFORMATION
RAY VERMEULEN, CPCU,CLU, AGENT
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
2182 DUPONT DRIVE SUITE 8
IRVITE, CA 92612 -1319
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
LUIBIUTY
OFF: (949) 752 -6335
FAX: (949) 752 -0389
EACH OCCURRENCE
INSURERS AFFORDING COVERAGE NAIC aE
INSURED
KOBZEFF, HARRY H 6 KAREN E
INSURERA: State Farm Mutual Auto Insurance Company 25178
"
1360 REYNOLDS AVE STE 112
INSURER e:
_
INSURER C.
IRVINE CA 92 614 -554 3
INSURER D
.-
E
INSURER E'
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.
NSR ADOL POUCYEFFECTNE ROLM.Y EPIK1164 ._ .
LTR WSW TYPE OF INSURANCE POLCYNURWR DATE DATE M LIMITS
GENERAL
LUIBIUTY
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAIRE TO DO SO SHALL
EACH OCCURRENCE
E
COMMERCIAL GENERAL LIABILITY
D EN ED
PREMISES jE. ocumellce
.-
E
CLAIMS MADE 11 OCCUR
MED EXP An wIe
$
PERSONAL$ ADV INJURY
_,,._
S
GENERAL AGGREGATE
S
GENLAGGREG1TELRdrAPPIESPdt
{RODUX;TS- COMPEPAGG
S
PRO -
POUCY JECT n LOC
AUTOMOBILE
LIADUrr
079 7007- EOI -75F
2013 ACURA
11101 /2013
11/01/2014
COMBINED SINGLE LIMIT
(Eae m)
$ 1,000,000
ANY AUTO
19UUABF54DA012850
—�
X
ALL OWNEDAUTOS
SCHEDULED AUTOS
BODILY INJURY
(PmP -)
$
HIRED AUTOS
NON "ED AUTOS
BODILY IWURY
(Per WnWm)
$
PROPERTY DAMAGE
(Per..WM)
$
GARAGE
LIABILITY
AUTOONLY- EAACCIDENT
$
OTHER THAN EAACC
$
ANY AUTO
E
AUTOOI Y:
AGG
EXCESS
MBPEL.I.A t1A8lTTY
EACH OCCURRENCE
$ .......
OCCUR 0CtAMISMADE
AGGREGATE
.._�-
E
._......,
S
$
DEDUCTISLE
$
RETENTION E
WORKERS COMPENSATION AND
EMPLOYERS' L418LRY
WC STATLL OTH-
TORY OMITS ER
EL EACH ACCIDENT
$
ANY PROPRIETORA'ARTNERIEXECUTIVE
EL DISEASE -EA EMPLOYEE
E
OFFICERIMEMSER EXCLUDED?
If , yyeess AL PR a inter
PROVISIONS below
E.L DISEASE - POLICY LIMB
IS
OMER
DESCRIPTION OF OPERATIONS I LOCATKINS I VEHICLES t EXCLUSIONS ADDED BY ENDORSEMENT t SPECIAL PROVISIONS
GEK I IF'R;A 1 E HVL.IJER
CANGELLA T IVN
City of Newport Beach
SHOULD ANY OF THE ABOVE DESCRIBED POLICES BE CANCELLED BEFORE THE EXPIRATION
10001V1C Center Dr.
DATE THEREOF, THE ISSUING INSURER DULL ENDEAVOR TO MAIL 34 DAYS WRITTEN
Newport beach, CA 92660
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAIRE TO DO SO SHALL
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
REPRESENTATIVES.
ACORD 26 (2001A8) The registration notices indicate ownership of the marks by their re"Ctive owners ® ACORD CORPORATION 1986, 2007
13280 03-13 -2007 All rights rosomd
CERTIFICATE OF INSURANCE
CHECKLIST
City of Newport Beach
This checklist is comprised of requirements as outlined by the City of Newport Beach. *
Date Received: 12/17113
Dept. /Contact Received From:
Vladimir
Date Completed: 12117/13 Sent to: Vladimir By: Chris
Company/Person required to have certificate: TCLA Inc.
Type of contract:
All Others
I. GENERAL LIABILITY
EFFECTIVE
/EXPIRATION DATE: 4/14/13- 4/14/14
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 or greater): What is limit provided?
2,000,000/4 000,000
E.
ADDITIONAL INSURED ENDORSEMENT — please attach
® Yes ❑ No
F.
PRODUCTS AND COMPLETED OPERATIONS (Must
include): Is it included? (completed Operations status does
not apply to Waste Haulers or Recreation)
® Yes ❑ No
G.
ADDITIONAL INSURED FOR PRODUCTS AND
COMPLETED OPERATIONS ENDORSEMENT (completed
Operations status does not apply to Waste Haulers)
® Yes ❑ No
H.
ADDITIONAL INSURED WORDING TO INCLUDE (The City
its officers, officials, employees and volunteers): Is it
included?
® Yes ❑ No
L
PRIMARY & NON - CONTRIBUTORY WORDING (Must be
included): Is it included?
® Yes ❑ No
J.
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
K.
ELECTED SCMAF COVERAGE (RECREATION ONLY):
® N/A ❑ Yes ❑ No
L.
NOTICE OF CANCELLATION:
❑ N/A ® Yes ❑ No
II. AUTOMOBILE
LIABILITY
EFFECTIVE /EXPIRATION DATE: 4114/13 - 4/14/14
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 - If Employees (Must be $1 M min. BI & PD and $500,000
UM, $2M min for Waste Haulers): What is limits provided?
1,000,000
E
LIMITS Waiver of Auto Insurance / Proof of coverage (if individual)
(What is limits provided?)
N/A
F.
PRIMARY & NON- CONTRIBUTORY WORDING (For Waste
Haulers only):
® N/A ❑ Yes ❑ No
G.
HIRED AND NON -OWNED AUTO ONLY:
❑ N/A ❑ Yes ® No
H.
NOTICE OF CANCELLATION:
❑ N/A 9 Yes ❑ No
III.
WORKERS' COMPENSATION
EFFECTIVE/EXPIRATION DATE: 1/1/13 - 1/1/14
A. INSURANCE COMPANY: State Fund
B. AM BEST RATING (A-: VII or greater):
C. ADMITTED Company (Must be California Admitted):
D. WORKERS' COMPENSATION LIMIT: Statutory
E. EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater)
F. WAIVER OF SUBROGATION (To include): Is it included?
G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
H. NOTICE OF CANCELLATION:
ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED
N. PROFESSIONAL LIABILITY
V POLLUTION LIABILITY
Approved:
Agent of Alliant Insurance Services
Broker of record for the City of Newport Beach
12/17/13
Date
Yes []No
2� Yes ■ No
1,000 ,000
►1 Yes ■ No
NIA ■ Yes El No
■ Z Yes ■ No
® N/A ❑ Yes ❑ No
® N/A ❑ Yes ❑ No
RISK MANAGEMENT APPROVAL REQUIRED (Non- admitted carrier rated less than
Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No
Reason for Risk Management approval /exception /waiver:
Approved:
Risk Management Date
* Subject to the terms of the contract.