HomeMy WebLinkAboutC-7072-1 - PSA for Park Avenue Bridge Replacement Construction Engineering ServicesAMENDMENT NO. ONE TO
PROFESSIONAL SERVICES AGREEMENT
WITH FOUNTAINHEAD CONSULTING CORPORATION FOR
PARK AVENUE BRIDGE REPLACEMENT CONSTRUCTION ENGINEERING
SERVICES
THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT
("Amendment No. One") is made and entered into as of this 10th day of January, 2017
("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California
municipal corporation and charter city ("City"), and FOUNTAINHEAD CONSULTING
CORPORATION, a California corporation ("Consultant"), whose address is 2400 Katella
Avenue, Suite 800, Anaheim, California 92806, and is made with reference to the
following:
RECITALS
A. On February 23, 2016, City and Consultant entered into a Professional Services
Agreement ("Agreement") to engage Consultant to provide construction
engineering/management and inspection services for the Park Avenue Bridge
Replacement Project ("Project").
B. The parties desire to enter into this Amendment No. One to reflect additional
Services not included in the Agreement, to update the Schedule of Billing Rates,
and to increase the total compensation.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
1. SERVICES TO BE PERFORMED
Exhibit A to the Agreement shall be supplemented to include the Scope of
Services, attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Exhibit A to the Agreement and Exhibit A to this Amendment No. One shall
collectively be known as "Exhibit A." The City may elect to delete certain Services
within the Scope of Services at its sole discretion.
2. COMPENSATION TO CONSULTANT
Exhibit B to the Agreement shall be supplemented to include the Schedule of
Billing Rates, attached hereto as Exhibit B and incorporated herein by reference
("Services" or "Work"). Exhibit B to the Agreement and Exhibit B to Amendment No.
One shall collectively be known as "Exhibit B."
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following: "City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
Consultant's compensation for all Work performed in accordance with this Agreement,
including all reimbursable items and subconsultant fees, shall not exceed One Million
Two Hundred Sixty Four Thousand Six Hundred Forty Three Dollars and 87/100
($1,264,643.87), 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."
The total amended compensation reflects Consultant's additional compensation
for additional Services to be performed in accordance with this Amendment No. One,
including all reimbursable items and subconsultant fees, in an amount not to exceed
Four Hundred Nineteen Thousand Eight Hundred Ninety Six Dollars and 13/100
($419,896.13).
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]
Fountainhead Consulting Corporation 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 OF NEWPORT BEACH,
CITY ATTORNEY'S OFFICE a California municipal corporation
Date: Dater•
By J
Aaron C. Harp W^ %TI%`tIIU Kevin Mu on
City Attorney May
ATTEST: q 15 �y CONSULTANT: Fountainhead Consulting
Date: Corporation, a California corporation
Date:
By: AlLt J
Leilani I. Brown
Citv Clerk
Signed in Counterpart
Bv:
Russell Rhodes
Chief Executive Officer
Date:
Signed in Counterpart
Bv:
Anastasia Benavidez
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Fountainhead Consulting Corporation Page 3
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'S OFFICE
Date: I Ll I'm 6
CITY OF NEWPORT BEACH,
a California municipal corporation
By: By:
Aaron C. Harp (AM %1.u901v Kevin Muldoon
City Attorney Mayor
ATTEST: CONSULTANT: Fountainhead Consulting
Date: Corporation, a C lifomia corporation
Date: &
By: By:
Leilani I. Brown Russell Rhodes
City Clerk Chief Executive Officer
Date: (� _
i
By: Z7
Anastasia Benavidez
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Fountainhead Consulting Corporation Page 3
EXHIBIT A
SCOPE OF SERVICES
Fountainhead Consulting Corporation Page A-1
December 15, 2016
Mr. Fong Tse, PE
Assistant City Engineer
City of Newport Beach
100 Civil Center Drive
Newport Beach, California 92660
Subject: Cost Proposal for Additional Construction Engineering Services associated with the Park Avenue Bridge
Replacement Project — Contract No. 7072.1— Amendment No. 11
Dear Mr. Tse,
Attached for your review and consideration is our cost proposal for the additional services requested on the
above referenced project. The additional costs are associated to the following increases to the original scope
of work in the construction management services contract:
1) Quality Assurance Material Testing including Gamma Gamma testing of the CIDH piles:
During the initial review of the project by the Caltrans local assistance coordinator the Caltrans oversight
engineer determined that the contract special provision requirement of the contractor to perform Quality
Assurance (QA) testing was not satisfactory to the Department. The Caltrans oversight engineer requested
that the City delete the QA testing from the construction contract and add the QA testing to the construction
management contract.
The Cities CM obtained two sub -consultants for this work. Group Delta will perform most of the QA material
testing and Earth Spectives will perform the gamma gamma testing for the CIDH piles.
2) Vibration Monitoring:
During the course of the work the City received concerns from local residents neighboring the project
regarding potential damages to private property from vibrations being generated by construction activities.
The original contract special provisions did not require the contractorto provide vibration monitoring services
for the City. In order to protect the city's interest and to address public concerns about the city's effort to
monitor the contractor's activities the City opted to add a subconsultant (Morgner CM) to the original CM
contract to document the vibrations being generated by the construction activities.
3) Time Extension for RE and OE plus full time work due to increase in scope of work
During the course of the work the City's contractor had substantial difficulties with utility companies,
specifically So. Cal Gas and So. Cal Edison identifying their existing utility tie-in locations, identifying clear
paths for the temporary relocations and completing their utility relocations as a whole. The additional time to
perform the work needed (72days) to ultimately get the utilities relocated has extended the contract duration.
Together with the additional scope of work added to coordinate and manage the QA material testing and
vibration monitoring, additional hours are needed for work by the city's CM that was not originally
contemplated in the contract.
4) Time Extension for Public Relations
As referenced above: during the course of the work the City's contractor had substantial difficulties with utility
companies, specifically So. Cal Gas and So. Cal Edison identifying their existing utility tie-in locations,
identifying clear paths for the temporary relocations and completing their utility relocations as a whole. The
additional time to perform the work needed (72) days to ultimately get the utilities relocated has extended the
contract duration. As part of the City's efforts to coordinate construction activities, the city has a sub -
consultant working with the CM team to keep the public informed of various construction activities and
coordinate major construction traffic events on and off the island. As a result of the project duration being
extended this service will also need to be extended to support the local community concerns and construction
awareness efforts.
Please feel free to contact me if you have any questions or concerns.
Sincerely yours,
Ivan Benavidez Jr., PE
Senior Project Manager
EXHIBIT B
SCHEDULE OF BILLING RATES
Fountainhead Consulting Corporation Page B-1
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PROFESSIONAL SERVICES AGREEMENT
WITH FOUNTAINHEAD CONSULTING CORPORATION FOR
PARK AVENUE BRIDGE REPLACEMENT CONSTRUCTION ENGINEERING
SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and
entered into as of this 23rd day of February, 2016 ("Effective Date"), by and between
the CITY OF NEWPORT BEACH, a California municipal corporation and charter city
("City'), and FOUNTAINHEAD CONSULTING CORPORATION, a California corporation
("Consultant'), whose address is 2400 East Katella Avenue, Suite 800, Anaheim,
California 92806, and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City desires to engage Consultant to provide construction engineering/
management and inspection services for the Park Avenue Bridge Replacement
Project ("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, 2018, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this
Agreement and Consultant shall perform the Services in accordance with the schedule
included in Exhibit A. In the absence of a specific schedule, the Services shall be
performed to completion in a diligent and timely manner. The failure by Consultant to
strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a
diligent and timely manner may result in termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Consultant shall not be responsible for
delays due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Consultant's control.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
Consultant's compensation for all Work performed in accordance with this Agreement,
including all reimbursable items and subconsultant fees, shall not exceed Eight
Hundred Forty Four Thousand Seven Hundred Forty Seven Dollars and 00/100
($844,747.74), without prior written authorization from City. No billing rate changes
shall be made during the term of this Agreement without the prior written approval of
City.
4.2 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 or specifically approved in writing in
advance by City.
Fountainhead Consulting Corporation Page 2
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.
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 Ivan Benavidez, Jr. to be
its Project Manager. Consultant shall not remove or reassign the Project Manager or
any personnel listed in Exhibit A or assign any new or replacement personnel to the
Project without the prior written consent of City. City's approval shall not be
unreasonably withheld with respect to the removal or assignment of non -key personnel.
5.2 Consultant, at the sole discretion of City, shall remove from the Project
any of its personnel assigned to the performance of Services upon written request of
City. Consultant warrants that it will continuously furnish the necessary personnel to
complete the Project on a timely basis as contemplated by this Agreement.
5.3 If Consultant is performing inspection services for City, the Project
Manager and any other assigned staff shall be equipped with a cellular phone to
communicate with City staff. The Project Manager's cellular phone number shall be
provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Public Works Department. City's
Public Works Director or designee shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator shall represent
City in all matters pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Consultant, one copy of all
existing relevant information on file at City. City will provide all such materials in a
timely manner so as not to cause delays in Consultant's Work schedule.
8. STANDARD OF CARE
8.1 All of the Services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with community professional standards
Fountainhead Consulting Corporation Page 3
and with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances. All
Services shall be performed by qualified and experienced personnel who are not
employed by City. By delivery of completed Work, Consultant certifies that the Work
conforms to the requirements of this Agreement, all applicable federal, state and local
laws, and legally recognized professional standards.
8.2 Consultant represents and warrants to City that it has, shall obtain, and
shall keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Consultant to practice its profession. Consultant shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.3 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Consultant's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. HOLD HARMLESS
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers 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.
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
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conducting the Work are under the control of Consultant, except to the extent they are
limited by statute, rule or regulation and the expressed terms of this Agreement. No
civil service status or other right of employment shall accrue to Consultant or its
employees. Nothing in this Agreement shall be deemed to constitute approval for
Consultant or any of Consultant's employees or agents, to be the agents or employees
of City. Consultant shall have the responsibility for and control over the means of
performing the Work, provided that Consultant is in compliance with the terms of this
Agreement. Anything in this Agreement that may appear to give City the right to direct
Consultant as to the details of the performance of the Work or to exercise a measure of
control over Consultant shall mean only that Consultant shall follow the desires of City
with respect to the results of the Services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or interest in the
Work to be performed. City agrees to cooperate with the Consultant on the Project.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points in
order to ensure the Project proceeds in a manner consistent with City goals and
policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator informed on a
regular basis regarding the status and progress of the Project, activities performed and
planned, and any meetings that have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of Work, Consultant shall obtain, provide and maintain at its own expense during the
term of this Agreement or for other periods as specified in this Agreement, policies of
insurance of the type, amounts, terms and conditions described in the Insurance
Requirements attached hereto as Exhibit C, and incorporated herein by reference.
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
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the control of Consultant. Control means fifty percent (50%) or more of the voting
power or twenty-five percent (25%) or more of the assets of the corporation, partnership
or joint -venture.
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such
subcontractor other than as otherwise required by law. City is an intended beneficiary
of any Work performed by the subcontractor for purposes of establishing a duty of care
between the subcontractor and City. Except as specifically authorized herein, the
Services to be provided under this Agreement shall not be otherwise assigned,
transferred, contracted or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other
writing produced, including but not limited to, websites, blogs, social media accounts
and applications (hereinafter "Documents"), prepared or caused to be prepared by
Consultant, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and City
shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Additionally, all material posted in
cyberspace by Consultant, its officers, employees, agents and subcontractors, in the
course of implementing this Agreement, shall become the exclusive property of City,
and City shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Consultant shall, at Consultant's
expense, provide such Documents, including all logins and password information to City
upon prior written request.
17.2 Documents, including drawings and specifications, prepared by
Consultant pursuant to this Agreement are not intended or represented to be suitable
for reuse by City or others on any other project. Any use of completed Documents for
other projects and any use of incomplete Documents without specific written
authorization from Consultant will be at City's sole risk and without liability to
Consultant. Further, any and all liability arising out of changes made to Consultant's
deliverables under this Agreement by City or persons other than Consultant is waived
against Consultant, and City assumes 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
Fountainhead Consulting Corporation Page 6
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.
20. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including
costs, contained in Consultant's Documents provided under this Agreement.
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
Fountainhead Consulting Corporation Page 7
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.
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.
Fountainhead Consulting Corporation Page 8
26. NOTICES
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: David A. Webb, 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: Ivan Benavidez, Jr.
Fountainhead Consulting Corporation
2400 E. Katella Avenue, Suite 800
Anaheim, CA 92806
`wr�qw_1 V16?
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
Fountainhead Consulting Corporation Page 9
such default, and thereafter diligently take steps to cure the default, the non -defaulting
parry 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. PREVAILING WAGES
Pursuant to the applicable provisions of the Labor Code of the State of California,
not less than the general prevailing rate of per diem wages including legal holidays and
overtime Work for each craft or type of workman needed to execute the Work
contemplated under the Agreement shall be paid to all workmen employed on the Work
to be done according to the Agreement by the Consultant and any subcontractor. In
accordance with the California Labor Code (Sections 1770 et seq.), the Director of
Industrial Relations has ascertained the general prevailing rate of per diem wages in the
locality in which the Work is to be performed for each craft, classification, or type of
workman or mechanic needed to execute the Agreement. A copy of said determination
is available by calling the prevailing wage hotline number (415) 703-4774, and
requesting one from the Department of Industrial Relations. The Contractor is required
to obtain the wage determinations from the Department of Industrial Relations and post
at the job site the prevailing rate or per diem wages. It shall be the obligation of the
Contractor or any subcontractor under him/her to comply with all State of California
labor laws, rules and regulations and the parties agree that the City shall not be liable
for any violation thereof.
30. STANDARD PROVISIONS
30.1 Recitals. City and Consultant acknowledge that the above Recitals are
true and correct and are hereby incorporated by reference into this Agreement.
30.2 Compliance with all Laws. Consultant shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted. In addition, all Work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
30.3 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent
Fountainhead Consulting Corporation Page 10
breach of the same or any other term, covenant or condition contained herein, whether
of the same or a different character.
30.4 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged
herein. No verbal agreement or implied covenant shall be held to vary the provisions
herein.
30.5 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
30.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
30.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Consultant and City and approved as to form by the
City Attorney.
30.8 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
30.9 Controlling Law and Venue. The laws of the State of California shall
govern this Agreement and all matters relating to it and any action brought relating to
this Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
30.10 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
30.11 No Attorneys' Fees. In the event of any dispute or legal action arising
under this Agreement, the prevailing party shall not be entitled to attorneys' fees.
30.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
Fountainhead Consulting Corporation 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: 319176
By: _ 14or
Aaron C. Harp chr-k o31ov!(o
City Attorney
ATTEST:
Date: 1�
By: dA. ' -
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:a`�/�
By:
Diane B. Dixon
Mayor
CONSULTANT: Fountainhead Consulting
Corporation, a California corporation
Date:
By: Signed in Counterpart
Russell Rhodes
Chief Executive Officer
Date:
Signed in Counterpart
By:
Anastasia Benavidez
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Fountainhead Consulting Corporation Page 12
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY/'S OFFICE
Date: 'jAZ16
BY: _ 79r
Aaron C. Harp' urM 01)0111(0
City Attorney
ATTEST:
Date:
0
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Diane B. Dixon
Mayor
CONSULTANT: Fountainhead Consulting
Corporation, a California corporation
Date:�%ff���
BY:1/;�
Russell Rhodes
Chief Executive Officer
Date: 3
BY: /TA,Qi /
nastasia Benavide`z
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Fountainhead Consulting Corporation Page 12
EXHIBIT A
SCOPE OF SERVICES
Fountainhead Consulting Corporation Page A-1
Management Approach to Scope of Work
For this procurement Fountainhead guarantees clear, accurate, and timely
deliverables performed by experienced and professional engineering staff.
Our services will be personalized to meet the unique needs of each task
included in this procurement contract. Furthermore we have reviewed the
proposed scope and agree to its contents and implied meaning, we will
not take the time to reiterate every element here, however we guarantee
our services will be compliant with all project permit conditions, Caltrans
Local Assistance Procedures Manual, Construction Manual and the Bridge
Records and Procedures Manual.
In order to develop an approach, the goal of the project must first be
established, Our proposed goal is to complete the project in a safe, cost effective and time efficient manner with
exceptional craftsmanship. Our approach will include all stakeholders such as neighbors, businesses, pedestrians,
bicyclist, vehicular traffic, permitting agencies, utility companies, and will ensure that everyone will walk away from
the project completely satisfied with the final product and services provided. After award of the Contract from the
City, the Fountainhead Team will develop a customized quality assurance plan, specific to meet the needs and
constraints of the project. This plan will ensure that uniform quality assurance procedures are adhered to. In the plan,
Fountainhead will include procedures and designated responsibilities for Project start-up, Project Organization,
Defining Roles and Responsibilities, Establish Lines of Communications and include a Communication Plan. During
this stage, Fountainhead will prepare a Project—Specific Safety Plan for the Project Team. All team members will be
required to review and sign this plan acknowledging all issues and requirements included in the Plan. During the
Pre -construction phase, the Fountainhead Team will:
EXHIBIT Proposelfor
Construction Engineering Services
Park Avenue Bridge Replacement Project
Kick -Off meeting with City and Design Engineer to discuss administrative procedures. The Intent of this
meeting is to, meet key staff, and review contract administration procedures: Upon Notice to Proceed from the
City, the Fountainhead Team will set up an initial meeting with the City Project Manager and Design Engineer. In that
meeting, the Fountainhead Team will be Introduced to the Project Development Team and City Staff. Procedures,
protocols, and response times will be established to deliver the project successfully.
Review Resident Engineer Pending files, Resident Engineer's files consist of design engineer memos to
Resident Engineers, and technical reports and studies: The Resident Engineer Pending Files will be obtained
from the Design Engineer and will be thoroughly reviewed by Ivan Benavidez and his team. An issues log will be
produced from this review and the items listed will he addressed in due course based on priority.
Perform Constructabiitty Review: Our team has reviewed the plans
and specifications issued to the construction industry for bidding
purposes. In an effort to meet your project delivery goals we have
including a constructability review "matrix" of our finding for your
consideration and implementation with the project architect / engineer.
Resident Engineer's Schedule: Fountainhead, has prepared our own
conceptual project schedule that includes all major activities anticipated
for the project, Including utility relocations. Our Project Schedule as
prepared by Fountainhead will be reviewed against the Project
Baseline Schedule as prepared by the Contractor. Mr. Benavidez and
his team will confer with the Contractor to offer suggestions and
improvements to the schedule if applicable.
".5 -mall Eneugk to listen.
Big Entn gq i to DeRvev." FOUNTAIN, )"
EXHIBIT A Proposalfor
Construction Engineering Services
Park Avenue Bridge Replacement ProJect
Prepare project instructions and establish proposed contract administration and record keeping procedures
to be used during construction for review and approval by City Project Manager: Fountainhead's general
record keeping process will follow the Caltrans Local Assistance Procedures Manual and the Construction Manual
with all 83 file categories. In coordination with the City, this process will be modified as directed to meet internal City
contract administration procedures while maintaining compliance with Federal requirements
Prepare agenda identifying attendees and conduct a Preconstruction conference with the Contractor
awarded the construction contract: In coordination with the City, Mr. Benavidez will prepare a Preconstruction
Conference Agenda. This process will also include preparing a list of attendees to be invited to the Conference. The
draft attendees list will be reviewed with the City and modifications will be made as necessary. At this conference,
general contract administration processes will be discussed and a list of anticipated submittals will be shared with the
Contractor. The Contractor will be requested to provide all the initial submittals required prior to start of work such as
Stone Water Pollution Prevention Plan, Baseline Schedule for the Project and Contractor Health and Safety Plan.
Fountainhead will prepare and distribute meeting minutes.
Establish outline of dispute resolution with contractor's methodologies, policies, and procedures. Outline
shall be reviewed and approved by City Project Manager: A dispute resolution process that generally follows the
Caltrans Construction Manual and Standard Specifications will be prepared to meet City processes and procedures.
This process will be reviewed in detail with the City Project Manager and modifications will be made as necessary.
The process will then be reviewed with the Contractor to ensure buy -in from all parties involved.
Weekly and/or Monthly Meetings
At Fountainhead we use meetings as a tool to coordinate between consultants and key stakeholders. Monthly,
weekly, or as often as deemed necessary focus meetings are conducted to discuss and resolve issues promptly. The
goal of all our meetings is to identify and discuss objectives, schedules, contract terms, related risks and risk action
plans. Fountainhead will distribute meeting minutes of all such meetings within 48 hours, Our meeting minutes
Include Identification of the party responsible for action on any particular item.
Schedule Control
During construction the Fountainhead team will compare the baseline schedule with monthly progress schedule
updates to identify any shortcomings, and implement corrections or mitigation measures to keep the schedule and Its
deliverables on track. We generally use a weekly look -ahead at our weekly progress meetings. These tools will keep
the entire team looking ahead of the project and will facilitate proactive handling of project activities and issues. If
necessary, Fountainhead will derive any mitigation plans necessary to correct any progress deficiencies.
Mitigation Strategies
Typically Fountainhead team members are intimately familiar with the work plan and schedule and do not encounter
situations where we have been the mot cause of a project delivery delay, however if we are the cause or even if any
team member is the cause of a delay we work diligently to develop a mitigation plan to get the project back on track.
As a general rule we identify activities that were originally scheduled to be performed in series and modify the finish
to finish relationship with a lag so that the activities can be worked on
concurrently instead, saving time without costing client any additional fees.
Quality Assurance
Quality Assurance is integrated into daily processes and procedures. Quality
services begin with detailed work plans and a clear understanding of the
project and the City's goals. Ivan will lead our team and be involved in every
stage of the project to ensure that all work products are reviewed by a
qualified staff member. Following is a brief description of the measures and
procedures we follow to ensure quality products are produced and delivered
to our clients.
Our quahty
program starts
with selecting
the right people
with the proper
training and
experience.
"Smart Enough to lister;. FOUNTAIN
Big Eawugh to Dehver." 20 1
"11""',
QAIQC Measures
The following measures will be implemented to improve
quality assurance of deliverables.
Procedures
All team members must comply with the provisions of the
project quality assurance procedures.
Submittals
Submittals will be independently reviewed by a peer.
All data for which submittals are based will be
independently developed and reviewed by a peer.
Field information will be independently reviewed and
verified
Cost Estimates
Proposal for
Construction Engineering Services
Park Avenue Bridge Replacement Project
• Cost estimates shall be checked for mathematical accuracy and will ensure that project elements are Included.
• All cost estimates, including figures obtained from outside sources, shall be checked for mathematical accuracy,
reasonableness of data and assumptions and to confirm that all items in the project have been accounted for
and included in the estimate. Cost estimates shall also be checked for incorporation of all related items, such as
credits for deleted work, contractor's overhead and profit and a suitable contingency allowance.
Documentation Reviews
Reviews are without a doubt the heart of QA. It must be undertaken with diligence and dedication. A Submittal QA
Checklist will be used as a tool for quality assurance. Checking should only be done by staff having thorough
understanding and knowledge of the work being checked. Checking must be a continuous effort throughout the
duration of the contract. This does not preclude the final check, but rather avoids a big "crunch" at the end of the
work, which often leads to ineffective checking or redoing of the work.
Peer Reviews
In addition to collecting field data, the field survey team is responsible for reviewing topographic maps. All office.
produced product"ncluding elevations, cross-sections, plan review comments—are also reviewed by another
qualified team member.
Frequent Reviews
Over the course of the project, the engineering team will review the work in process to assure that the products
adhere to the clients expectations and will best serve the project goals. Frequent review of the processes is one of
the best ways to avoid problems and provides opportunities to modify the process to better suit the project.
Document Controls Expertise for PM/CM Support Processes
Two components at the heart of a successful project are effective communication and comprehensive project
documentation. Although some small and short duration projects may be best served through manual use of the
spreadsheet -based document tracking systems that have been in use for many years by a large cross-section of the
industry, larger projects, with durations exceeding several months will benefit from an easy-to-use, and industry
standard document control system. Fountainhead's document management system offers a solution for both
components with networking of project teams through the power of the Internet. The level of staffing and project
control tools used will be determined based on the complexity of each project and the requirements of the City of
Newport Beach. Fountainhead follows best practices models for program management activities. Our Best Practices
evaluation for project controls determined that "Procore" software was the most successful in meeting all of our
"Smufl-Enough to listen 1 FOUNTAIN Big E rough to Deliver." 21 9
11nrny
Proposal for
Construction Engineering services
Park Avenue Bridge Replacement Project
document controls objectives through all phases of a project and we have adopted it as our standard tool. This Web
based Document Control collaboration tool allows all participants' immediate access to project documents through a
web browser and is easily customized to fit every client and every project.
• Web Access to a centralized database
• Review action lists based on Ball -in -Court field • .
• Prepare and Distribute Requests for Information _ -
• Record daily reports = _
• Run live, up-to-the-minute reports
• Prepare and distribute information =
• Comment on and status meeting business items
• Share secured information among owner representatives, design
professionals, utility companies, contractors, suppliers, and subcontractors
• Customize forms and reports included in the application or create your own client specific reports
Federal, State & Local Reporting Requirements
Since the project funding includes Federal Funding through Caltrans - Local Assistance
Program, The City is required to conduct and manage all stages of project development,
selections, advertising, award, and managing the construction and post construction
stages in accordance with various sections of the Local Assistance Program Manual,
Specifically, Chapter 15 "Advertising, Award, and Pre -Construction Stage," Chapter 16
"Construction Stage," and Chapter 17 "Post Construction Stage."
Following above procedures and guidelines is critical in order to get allocated Federal
Funding Reimbursements. Caltrans & FHWA may perform project records audit during
and after completion to verify agencies compliance with above procedures and
guidelines. Our Project Manager, Ivan Benavidez, has been successful on all his
Federally Funded projects and passed numerous Caltrans and FHWA audits with many
positive comments for the thoroughness of his filing system and strict compliance with
the State and Federal guidelines.
Caltrans Manuals
• Caltrans Local Assistant Procedures Manual, • Quality Assurance Manual
Program Guidelines • Caltrans 2010 Standard Plans & Specifications
• Construction Manual • Safety Manual, Cal -OSHA Safety Orders
• Manual on Uniform Traffic Control Device (MUTCD) • Traffic Manual
• Caltrans Bridge Record and Procedures Manual • Survey Staking Manual
City's Standards & Procedures and Permit Requirements
• APWA Plans & Specifications
• City Standard Plans and Specifications
• City Standards for Progress Estimate
preparation, review, and processing
• Storm Water Board Permit
• Coastal Commission Permit
• Fish and Game Permit
"S'mall Enough to Listen
Big Enough to Deliver." 22
• City Practices for Public Complaints, mitigation,
and resolution
• City Practices with Local businesses, residents,
local utility companies
• City Practices with all permitting agencies and
adjacent jurisdictions
• Utility Company Standards and Testing
Procedures
FOUNTAIN, ! �'.
EXHIBIT B
SCHEDULE OF BILLING RATES
Fountainhead Consulting Corporation Page B-1
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EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Consultant's indemnification of City, and
prior to commencement of Work, Consultant shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Consultant
agrees to provide insurance in accordance with requirements set forth here. If
Consultant uses existing coverage to comply and that coverage does not meet
these requirements, Consultant agrees to amend, supplement or endorse the
existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury
by disease in accordance with the laws of the State of California, Section
3700 of the Labor Code.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its 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.
Fountainhead Consulting Corporation 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.
Fountainhead Consulting Corporation 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
Fountainhead Consulting Corporation Page C-3
judgment may be necessary for its proper protection and prosecution of
the Work.
Fountainhead Consulting Corporation 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: 3/9/16 Dept./Contact Received From: _ Raymund
Date Completed: 3/18/16 Sent to: Raymund By: Alicia
Company/Person required to have certificate: Fountainhead Consulting Corp.
Type of contract: Public Works
I. GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 5/1/15-5/1/16
A.
INSURANCE COMPANY: Lloyd's of London
B.
AM BEST RATING (A-: VII or greater): A
C.
ADMITTED Company (Must be California Admitted):
Is Company admitted in California?
❑ Yes N No
D.
LIMITS (Must be $1 M or greater): What is limit provided?
IM/2M
E.
ADDITIONAL INSURED ENDORSEMENT— please attach
N Yes ❑ No
F.
PRODUCTS AND COMPLETED OPERATIONS (Must
(What is limits provided?)
include): Is it included? (completed Operations status does
F.
PRIMARY & NON-CONTRIBUTORY WORDING (For Waste
not apply to Waste Haulers or Recreation)
N Yes ❑ No
G.
ADDITIONAL INSURED FOR PRODUCTS AND
G.
HIRED AND NON -OWNED AUTO ONLY:
COMPLETED OPERATIONS ENDORSEMENT (completed
H.
NOTICE OF CANCELLATION:
Operations status does not apply to Waste Haulers)
N Yes ❑ No
H.
ADDITIONAL INSURED WORDING TO INCLUDE (The City
its officers, officials, employees and volunteers): Is it
included?
N Yes ❑ No
I.
PRIMARY & NON-CONTRIBUTORY WORDING (Must be
included): Is it included?
N 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 N No
K.
ELECTED SCMAF COVERAGE (RECREATION ONLY):
N N/A ❑ Yes ❑ No
L.
NOTICE OF CANCELLATION:
❑ N/A N Yes ❑ No
U. AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION DATE: 4/21/15-4/21/16
A.
INSURANCE COMPANY: Allstate Insurance Company
B.
AM BEST RATING (A-: VII or greater)
C.
ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California?
N 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 N/A ❑ Yes ❑ No
G.
HIRED AND NON -OWNED AUTO ONLY:
❑ N/A ❑ Yes N No
H.
NOTICE OF CANCELLATION:
❑ N/A 0 Yes ❑ No
III. WORKERS' COMPENSATION
EFFECTIVE/EXPIRATION DATE: 7/16/15-7/16/16
A.
INSURANCE COMPANY: State Compensation Insurance Fund
B.
AM BEST RATING (A-: VII or greater): N/A
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?
9 Yes
❑ No
G.
SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
® N/A ❑ Yes
❑ No
H.
NOTICE OF CANCELLATION:
❑ N/A ® Yes
❑ No
ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED
W. PROFESSIONAL LIABILITY EFF5/1/15-5/1/16 LIMIT2M RATING:A++:XV
CARRIER: Tokio Marine Specialty Non -Admitted ❑ N/A ®Yes ❑ No
V POLLUTION LIABILITY
V BUILDERS RISK
HAVE ALL ABOVE REQUIREMENTS BEEN MET?
IF NO, WHICH ITEMS NEED TO BE COMPLETED?
Approved:
Agent of Alliant Insurance Services
Broker of record for the City of Newport Beach
3/18/16
Date
® N/A ❑ Yes ❑ No
® N/A ❑ Yes ❑ No
® 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:
Risk Management approval needed due to GL and PL carriers being non -admitted. Sheri Approved 3/10/16.
Approved:
Risk Management Date
* Subject to the terms of the contract.