HomeMy Public PortalAboutAgreement_2014-05-06_Kimley-Horn and Associates, IncCONSULTANT SERVICES AGREEMENT
[FOR ARCHITECTURAL, LANDSCAPE ARCHITECTURAL,
ENGINEERING, ENVIRONMENTAL, LAND SURVEYING, AND
CONSTRUCTION PROJECT MANAGEMENT SERVICES]
By and Between
THE CITY OF TEMPLE CITY,
a municipal corporation
and
KIMLEY-HORN AND ASSOCIATES, INC.
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-1-
AGREEMENT FOR CONSULTANT SERVICES
BETWEEN
THE CITY OF TEMPLE CITY, CALIFORNIA
AND
KIMLEY-HORN AND ASSOCIATES, INC.
This Agreement for Consultant Services ("Agreement") is entered into as of this __ day
of , 2010 by and between the City of TEMPLE CITY, a municipal corporation
("City") and KIMLEY-HORN AND ASSOCIATES, INC., a
("Consultant"). City and Consultant are sometimes hereinafter individually referred to as "Party"
and hereinafter collectively referred to as the "Parties."
RECITALS
A. City has sought, by Request for Proposals, the performance of the traffic
engineering services defined and described particularly in Section 2 of this Agreement.
B. Consultant, following submission of a proposal for the performance of the
services defined and described particularly in Section 2 of this Agreement, was selected by the
City to perform those services.
C. Consultant was selected by the City on the basis of Consultant's demonstrated
competence and the professional qualifications necessary for the satisfactory performance of the
services required.
D. Pursuant to the City of Temple City's Municipal Code, City has authority to enter
into this Consultant Services Agreement and the City Manager has authority to execute this
Agreement.
E. The Parties desire to formalize the selection of Consultant for performance of
those services defined and described particularly in Section 2 of this Agreement and desire that
the terms of that performance be as particularly defined and described herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by
the Parties and contained here and other consideration, the value and adequacy of which are
hereby acknowledged, the parties agree as follows:
SECTION 1. TERM OF AGREEMENT.
Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement,
the scope of services set forth in Exhibit "A" "Scope of Services" shall be completed pursuant to
the schedule specified in Exhibit "A." Should the scope of services not be completed pursuant to
that schedule, the Consultant shall be deemed to be in Default of this Agreement pursuant to
Section 21 of this Agreement. The City, in its sole discretion, may choose not to enforce the
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Default provisions of this Agreement and may instead allow Consultant to continue performing
the scope of services until such services are complete.
SECTION2. SCOPE OF SERVICES.
Consultant agrees to perform the services set forth in Exhibit "A" "Scope of Services,"
which is incorporated herein by this reference, in accordance with the terms and conditions of
this Agreement.
SECTION3. ADDITIONAL SERVICES.
Consultant shall not be compensated for any services rendered in connection with its
performance of this Agreement which are in addition to or outside of those set forth in this
Agreement or listed in Exhibit "A" "Scope of Services," unless such additional services are
authorized in advance and in writing by the City Council or City Manager of City. Consultant
shall be compensated for any such additional services in the amounts and in the manner agreed to
by the City Council or City Manager.
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay
Consultant the amounts specified in Exhibit "B" "Compensation," which is incorporated herein
by this reference. The total compensation, including reimbursement for actual expenses, shall
not exceed Forty-Two Thousand Five-Hundred Fifty-One dollars ($42,551.00), unless additional
compensation is approved in writing by the City Council or City Manager.
(b) Each month Consultant shall furnish to City an original invoice for all work
performed and expenses incurred during the preceding month. The invoice shall detail charges
by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and
sub-consultant contracts. Sub-consultant charges shall be detailed by the following categories:
labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a)
and Exhibit "B" include payment of labor on an hourly basis (as opposed to labor and materials
being paid as a lump sum), the labor category in each invoice shall include detailed descriptions
of task performed and the amount of time incurred for or allocated to that task. City shall
independently review each invoice submitted by the Consultant to determine whether the work
performed and expenses incurred are in compliance with the provisions of this Agreement. In
the event that no charges or expenses are disputed, the invoice shall be approved and paid
according to the terms set forth in subsection (c). In the event any charges or expenses are
disputed by City, the original invoice shall be returned by City to Consultant for correction and
resubmission.
(c) Except as to any charges for work performed or expenses incurred by Consultant
which are disputed by City, City will use its best efforts to cause Consultant to be paid within
forty-five ( 45) days of receipt of Consultant's correct and undisputed invoice.
(d) Payment to Consultant for work performed pursuant to this Agreement shall not
be deemed to waive any defects in work performed by Consultant.
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SECTIONS. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Consultant's work under this Agreement,
either during performance or when completed. City shall reject or finally accept Consultant's
work within sixty (60) days after submitted to City. City shall reject work by a timely written
explanation, otherwise Consultant's work shall be deemed to have been accepted. City's
acceptance shall be conclusive as to such work except with respect to latent defects, fraud and
such gross mistakes as amount to fraud. Acceptance of any of Consultant's work by City shall
not constitute a waiver of any of the provisions of this Agreement including, but not limited to,
sections 16 and 17, pertaining to indemnification and insurance, respectively.
SECTION6. OWNERSHIP OF DOCUMENTS.
All original maps, models, designs, drawings, photographs, studies, surveys, reports, data,
notes, computer files, files and other documents prepared, developed or discovered by Consultant
in the course of providing any services pursuant to this Agreement shall become the sole property
of City and may be used, reused or otherwise disposed of by City without the permission of the
Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn
over to City all such original maps, models, designs, drawings, photographs, studies, surveys,
reports, data, notes, computer files, files and other documents.
If and to the extent that City utilizes for any purpose not related to this Agreement any
maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer
files, files or other documents prepared, developed or discovered by Consultant in the course of
providing any services pursuant to this Agreement, Consultant's guarantees and warrants related
to Standard of Performance and found in Section 9 of this Agreement shall not extend to such
use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes,
computer files, files or other documents.
SECTION?. CONSULTANT'S BOOKS AND RECORDS.
(a) Consultant shall maintain any and all documents and records demonstrating or
relating to Consultant's performance of services pursuant to this Agreement. Consultant shall
maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other
documents or records evidencing or relating to work, services, expenditures and disbursements
charged to City pursuant to this Agreement. Any and all such documents or records shall be
maintained in accordance with generally accepted accounting principles and shall be sufficiently
complete and detailed so as to permit an accurate evaluation of the services provided by
Consultant pursuant to this Agreement. Any and all such documents or records shall be
maintained for three years from the date of execution of this Agreement and to the extent
required by laws relating to audits of public agencies and their expenditures.
(b) Any and all records or documents required to be maintained pursuant to this
section shall be made available for inspection, audit and copying, at any time during regular
business hours, upon request by City or its designated representative. Copies of such documents
or records shall be provided directly to the City for inspection, audit and copying when it is
practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and
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records shall be made available at Consultant's address indicated for receipt of notices in this
Agreement.
(c) Where City has reason to believe that any of the documents or records required to
be maintained pursuant to this section may be lost or discarded due to dissolution or termination
of Consultant's business, City may, by written request, require that custody of such documents or
records be given to the City and that such documents and records be maintained by the requesting
party. Access to such documents and records shall be granted to City, as well as to its
successors-in-interest and authorized representatives.
SECTIONS. STATUS OF CONSULTANT.
(a) Consultant is and shall at all times remain a wholly independent contractor and
not an officer, employee or agent of City. Consultant shall have no authority to bind City in any
manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City,
whether by contract or otherwise, unless such authority is expressly conferred under this
Agreement or is otherwise expressly conferred in writing by City.
(b) The personnel performing the services under this Agreement on behalf of
Consultant shall at all times be under Consultant's exclusive direction and control. Neither City,
nor any elected or appointed boards, officers, officials, employees or agents of City, shall have
control over the conduct of Consultant or any of Consultant's officers, employees, or agents
except as set forth in this Agreement. Consultant shall not at any time or in any manner represent
that Consultant or any of Consultant's officers, employees, or agents are in any manner officials,
officers, employees or agents of City.
(c) Neither Consultant, nor any of Consultant's officers, employees or agents, shall
obtain any rights to retirement, health care or any other benefits which may otherwise accrue to
City's employees. Consultant expressly waives any claim Consultant may have to any such
rights.
SECTION9. STANDARD OF PERFORMANCE.
Consultant represents and warrants that it has the qualifications, experience and facilities
necessary to properly perform the services required under this Agreement in a thorough,
competent and professional manner. Consultant shall at all times faithfully, competently and to
the best of its ability, experience and talent, perform all services described herein. In meeting its
obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted
standards and practices utilized by persons engaged in providing services similar to those
required of Consultant under this Agreement. In addition to the general standards of
performance set forth this Section 9, additional specific standards of performance and
performance criteria are set forth in the Scope of Work that shall also be applicable to
Consultants work under this Contract. Where there is a conflict between a general and a specific
standard of performance or performance criteria, the specific standard or criteria shall prevail
over the general.
If and to the extent that City utilizes for any purpose not related to this Agreement any
maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer
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files, files or other documents prepared, developed or discovered by Consultant in the course of
providing any services pursuant to this Agreement, Consultant's guarantees and warranties
related to Standard of Performance shall not extend to such use of the maps, models, designs,
drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other
documents.
SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND
LICENSES.
Consultant shall keep itself informed of and comply with all applicable federal, state and
local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this
Agreement. Consultant shall obtain any and all licenses, permits and authorizations necessary to
perform the services set forth in this Agreement. Neither City, nor any elected or appointed
boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a
result of any failure of Consultant to comply with this section.
SECTION 11. PREVAILING WAGE LAWS
It is the understanding of City and Consultant that California prevailing wage Jaws do not
apply to this Agreement because the Agreement does not involve any of the following services
subject to prevailing wage rates pursuant to the California Labor Code or regulations
promulgated thereunder: Construction, alteration, demolition, installation, or repair work
performed on public buildings, facilities, streets or sewers done under contract and paid for in
whole or in part out of public funds. In this context, "construction" includes work performed
during the design and preconstruction phases of construction including, but not.Jirnited to,
inspection and land surveying work.
SECTION 12. NONDISCRIMINATION.
Consultant shall not discriminate, in any way, against any person on the basis of race,
color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or
marital status in connection with or related to the performance of this Agreement.
SECTION 13. UNAUTHORIZED ALIENS.
Consultant hereby promises and agrees to comply with all of the provisions of the Federal
Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et ~-, as amended, and in connection
therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ
such unauthorized aliens for the performance of work and/or services covered by this Agreement,
and should the any liability or sanctions be imposed against City for such use of unauthorized
aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or
sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.
SECTION14. CONFLICTS OF INTEREST.
(a) Consultant covenants that neither it, nor any officer or principal of its firm, has or
shall acquire any interest, directly or indirectly, which would conflict in any manner with the
interests of City or which would in any way hinder Consultant's performance of services under
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this Agreement. Consultant further covenants that in the performance of this Agreement, no
person having any such interest shall be employed by it as an officer, employee, agent or
subcontractor without the express written consent of the City Manager. Consultant agrees to at all
times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of
City in the performance of this Agreement.
(b) City tmderstands and acknowledges that Consultant is, as of the date of execution
of this Agreement, independently involved in the performance of non-related services for other
governmental agencies and private parties. Consultant is unaware of any stated position of City
relative to such projects. Any future position of City on such projects shall not be considered a
conflict of interest for purposes of this section.
(c) City understands and acknowledges that Consultant will, perform non-related
services for other governmental agencies and private parties following the completion of the
scope of work under this Agreement. Any such future service shall not be considered a conflict
of interest for purposes of this section.
SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION.
(a) All information gained or work product produced by Consultant in performance of
this Agreement shall be considered confidential, unless such information is in the public domain
or already known to Consultant. Consultant shall not release or disclose any such information or
work product to persons or entities other than City without prior written authorization from the
City Manager, except as may be required by law.
(b) Consultant, its officers, employees, agents or subcontractors, shall not, without
prior written authorization from the City Manager or unless requested by the City Attorney of
City, voluntarily provide declarations, letters of support, testimony at depositions, response to
interrogatories or other information concerning the work performed under this Agreement.
Response to a subpoena or court order shall not be considered "voluntary" provided Consultant
gives City notice of such court order or subpoena.
(c) If Consultant, or any officer, employee, agent or subcontractor of Consultant,
provides any information or work product in violation of this Agreement, then City shall have the
right to reimbursement and indemnity from Consultant for any damages, costs and fees,
including attorneys fees, caused by or incurred as a result of Consultant's conduct.
(d) Consultant shall promptly notify City should Consultant , its officers, employees,
agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition,
request for documents, interrogatories, request for admissions or other discovery request, court
order or subpoena from any party regarding this Agreement and the work performed thereunder.
City retains the right, but has no obligation, to represent Consultant or be present at any
deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to
provide City with the opportunity to review any response to discovery requests provided by
Consultant. However, this right to review any such response does not imply or mean the right by
City to control, direct, or rewrite said response.
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SECTION16. INDEMNIFICATION.
(a) Indemnification by Design Professional. As provided under Civil Code Section
2782.8, Consultant shall indemnify, protect, defend and hold harmless City and any and all of its
officials, employees and agents ("Indemnified Parties") from and against any and all claims.
actions and proceedings (whether at law or equity, administrative or judicial), demands, orders,
judgments, losses, liabilities, damages, costs and expenses, including attorney's fees and costs,
(collectively "Claims") to the extent same arise out of, pertain to, or relate to the negligence,
recklessness, or willful misconduct of the Consultant, its officers, agents, employees or sub-
consultants (or any entity or individual that Consultant shall bear the legal liability thereof) in the
performance of professional services under this Agreement, with the understanding that in the
event Claims are found by the trier of fact to have been caused by the joint or concurrent
negligence of the City and its contractors and consultants, and Consultant, damages and expenses
from both indemnity and duty to defend obligations shall be borne by each party in proportion to
its negligence.
(b) Indemnification from Sub-Consultants. Consultant agrees to obtain executed
indemnity agreements with provisions identical to those set forth here in this section from each
and every sub-consultant I contract or any other person or entity involved by, for, with or on
behalf of Consultant in the performance of this Agreement naming the Indemnified Parties as
additional indemnitees. In the event Consultant fails to obtain such indemnity obligations from
others as required here, Consultant agrees to be fully responsible according to the terms of this
section. Failure of City to monitor compliance with these requirements imposes no additional
obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to
indemnity and defend City as set forth herein is binding on the successors, assigns or heirs of
Consultant and shall survive the termination of this Agreement or this section.
(c) City's Sole Negligence. The provisions of this Section 16 do not apply to Claims
occurring as a result of City's sole negligence. The provisions of this section shall not release
City from liability arising from gross negligence or willful acts or omissions of City or any and
all of its officials, employees and agents.
SECTION 17. INSURANCE.
Consultant agrees to obtain and maintain in full force and effect during the term of this
Agreement the insurance policies set forth in Exhibit "C" "Insurance," which is incorporated
herein by this reference. All insurance policies shall be subject to approval by City as to form
and content. These requirements are subject to amendment or waiver if so approved in writing
by the City Manager. Consultant agrees to provide City with copies of required policies upon
request.
SECTION 18. ASSIGNMENT.
The expertise and experience of Consultant are material considerations for this
Agreement. City has an interest in the qualifications of and capability of the persons and entities
who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In
recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion
of this Agreement or the performance of any of Consultant's duties or obligations under this
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Agreement without the prior written consent of the City Council. Any attempted assignment
shall be ineffective, null and void, and shall constitute a material breach of this Agreement
entitling City to any and all remedies at law or in equity, including summary termination of this
Agreement. City acknowledges, however, that Consultant, in the performance of its duties
pursuant to this Agreement, may utilize subcontractors.
SECTION 19. CONTINUITY OF PERSONNEL.
Consultant shall make every reasonable effort to maintain the stability and continuity of
Consultant's staff and subcontractors, if any, assigned to perform the services required under this
Agreement. Consultant shall notify City of any changes in Consultant's staff and subcontractors,
if any, assigned to perform the services required under this Agreement, prior to and during any
such performance.
SECTION20. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement, with or without cause, at any time by giving
thirty (30) days written notice of termination to Consultant. In the event such notice is given,
Consultant shall cease immediately all work in progress.
(b) Consultant may terminate this Agreement for cause at any time upon thirty (30)
days written notice oftermination to City.
(c) If either Consultant or City fail to perform any material obligation under this
Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this
Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Consultant or City, all property
belonging exclusively to City which is in Consultant's possession shall be returned to City.
Consultant shall furnish to City a final invoice for work performed and expenses incurred by
Consultant, prepared as set forth in Section 4 of this Agreement. This fmal invoice shall be
reviewed and paid in the same manner as set forth in Section 4 of this Agreement.
SECTION21. DEFAULT.
In the event that Consultant is in default under the terms of this Agreement, the City shall
not have any obligation or duty to continue compensating Consultant for any work performed
after the date of default. Instead, the City may give notice to Consultant of the default and the
reasons for the default. The notice shall include the timeframe in which Consultant may cure the
default. This timeframe is presumptively thirty (30) days, but may be extended, though not
reduced, if circumstances warrant. During the period of time that Consultant is in default, the
City shall hold all invoices and shall, when the default is cured, proceed with payment on the
invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the
outstanding invoices during the period of default. If Consultant does not cure the default, the
City may take necessary steps to terminate this Agreement under Section 20. Any failure on the
part of the City to give notice of the Consultant's default shall not be deemed to result in a waiver
of the City's legal rights or any rights arising out of any provision of this Agreement.
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SECTION22. EXCUSABLE DELAYS.
Consultant shall not be liable for damages, including liquidated damages, if any, caused
by delay in performance or failure to perform due to causes beyond the control of Consultant.
Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal,
state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes,
and unusually severe weather. The term and price of this Agreement shall be equitably adjusted
for any delays due to such causes.
SECTION23. COOPERATION BY CITY.
All public information, data, reports, records, and maps as are existing and available to
City as public records, and which are necessary for carrying out the work as outlined in the
Exhibit "A" "Scope of Services," shall be furnished to Consultant in every reasonable way to
facilitate, without undue delay, the work to be performed under this Agreement.
SECTION24. NOTICES.
All notices required or permitted to be given under this Agreement shall be in writing and
shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return
receipt requested, addressed as follows:
To City:
To Consultant:
City of Temple City
Attn: City Manager
9701 Las Tunas Dr.
Temple City, CA 91780
Kimley-Horn and Associates
Attn: Jean Fares, PE, Senior Vice President
765 The City Drive, Suite 200
Orange, California 92868
Notice shall be deemed effective on the date personally delivered or transmitted by
facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States
Postal Service.
SECTION25. AUTHORITY TO EXECUTE.
The person or persons executing this Agreement on behalf of Consultant represents and
warrants that he/she/they has/have the authority to so execute this Agreement and to bind
Consultant to the performance of its obligations hereunder.
SECTION26. ADMINISTRATION AND IMPLEMENTATION
This Agreement shall be administered and executed by the City Manager or his or her
designated representative, following approval of this Agreement by the City Council. The City
Manager shall have the authority to issue interpretations and to make minor amendments to this
Agreement on behalf of the City so long as such actions do not materially change the Agreement
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or make a commitment of additional funds of the City. All other changes, modifications, and
amendments shall require the prior approval of the City Council.
SECTION27. BINDING EFFECT.
This Agreement shall be binding upon the heirs, executors, administrators, successors and
assigns of the parties.
SECTION28. MODIFICATION OF AGREEMENT.
No amendment to or modification of this Agreement shall be valid unless made in writing
and approved by the Consultant and by the City Council. The parties agree that this requirement
for written modifications cannot be waived and that any attempted waiver shall be void.
SECTION29. WAIVER.
Waiver by any party to this Agreement of any term, condition, or covenant of this
Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by
any party of any breach of the provisions of this Agreement shall not constitute a waiver of any
other provision nor a waiver of any subsequent breach or violation of any provision of this
Agreement. Acceptance by City of any work or services by Consultant shall not constitute a
waiver of any of the provisions of this Agreement.
SECTION30. LAW TO GOVERN; VENUE.
This Agreement shall be interpreted, construed and governed according to the laws of the
State of California. In the event of litigation between the parties, venue in state trial courts shall
lie exclusively in the County of Los Angeles, California. In the event of litigation in a U.S.
District Court, venue shall lie exclusively in the Central District of California, in Los Angeles.
SECTION 31. ATTORNEYS FEES, COSTS AND EXPENSES.
In the event litigation or other proceeding is required to enforce or interpret any provision
of this Agreement, the prevailing party in such litigation or other proceeding shall be entitled to
an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to
which it may be entitled.
SECTION 32. ENTIRE AGREEMENT.
This Agreement, including the attached Exhibits "A" through "C", is the entire, complete,
final and exclusive expression of the parties with respect to the matters addressed therein and
supersedes all other Agreements or understandings, whether oral or written, or entered into
between Consultant and City prior to the execution of this Agreement. No statements,
representations or other Agreements, whether oral or written, made by any party which are not
embodied herein shall be valid and binding. No amendment to this Agreement shall be valid and
binding unless in writing duly executed by the parties or their authorized representatives.
SECTION33. SEVERABILITY.
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If any term, condition or covenant of this Agreement is declared or determined by any
court of competent jur isdiction to be invalid, void or unenforceable, the remaining provisions of
this Agreement shall not be affected thereby and the Agreement shall be read and construed
without the invalid , void or unenforceable provision(s).
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first-above written.
ATTEST:
~A) Peggy Kuo
City Clerk
APPROVED AS TO FORM
By:~
Eric S . Vail
City Attorney
CITY OF TEMPLE CITY
By:~{)~
Don Penman, City Manager
NOTE: CONSULTANT'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE
ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS,
ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS
APPLICABLE TO DEVELOPER'S BUSINESS ENTITY.
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF 0 vfil10 ~
On )1J\O.li , Zl_ before me,,§rvlflf' {q/cMl-llJ;~ersonally appeared K f'j_J)nPelbtit:tJl)roved to me on
the basis df satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies ), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certifY under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct. J0. JANICE GILDEN REHAK~ WITNESS my hand and official seal. It -COMM. # 1940924
Signatui1J~tl{l Y iJ fiut i!t?zt~ IJ} A NOTARY PUBLIC·CALIFORNIA (I) 1 ORANGE COUNTY """ MY COMM. EXP. JULY 13, 2015 T
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
0 INDIVIDUAL
0 CORPORATE OFFICER
TITLE OR TYPE OF DOCUMENT
TTTLE(S)
0 PARTNER(S) 0 LIMITED
0 GENERAL NUMBER OF PAGES
0 ATTORNEY-IN-FACT
0 TRUSTEE(S)
0 GUARDIAN/CONSERVATOR
0 OTHER DATE OF DOCUMENT
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(JES)) SIGNER(S) OTHER THAN NAMED ABOVE
RIV #4822-7830-4520 vl
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF t)rfi.f!gl
onnM!tj 21 ,2DIL{ before m..biUL~ bU~.ft!*"rsonally appeared.J::z~ n I'VI~Id,wv
QL,ersonally known to me -OR -0 proved to me on the basis of satisfactory evidence to be the person(s) whose
names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon
behalf of which the person(s) acted, executed the instrument. J. JANICE GILDEN REHAK~ o;;;;;7)};zz;e~~ • COMM. # 1940924 !I) II< NOTARY PUBliC·CAliFORNIA {JJ 1 0RARGE COUNTY -
(SIGNATURE OF NOTARY) • ., MY COMM. EXP. JULY 13, 2015 i
OPTIONAL
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EXHIBIT "A"
SCOPE OF SERVICES
Consultant shall provide scope of services as described in Section 5 of its proposal
(Attachment A)
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Section 5 -Scope of Work and Schedule
Project Understanding
The City of Temp le City and its community have identified the
opportunity to develop conceptu al desig ns fo r the Las Tunas Drive
corr id or, located in the core of Tem ple City. Based on input fro m an
initial study perform ed by Nelson/Nygaard and input from City staff
and comm unity membe rs, three different options were develop ed to
achieve the ove rall vis io n fo r the corrido r, which is co mpris ed of four
segments: the Western Gateway/Rose mead Intersection, Midtown, the
Down town Core, and the Eastern Gateway. All th ree options explore
var ious deg rees of transformat ion of
the co rridor with respect to vehicular,
tra nsit, bicyc le, and ped estrian traffic
with in the area.
The three proposed optio ns will
pro vi de the corri dor with improved
pedestrian safety in the form of
bulb-o uts, as well as new mi dblock
crossings to enhance and encourage
pedestrian usage. The project wi ll also
provide pe destr ian -refu ge media ns .
Ki mley -H orn's experience with these
types of improvements is extensive
in Southe rn Cal ifornia, inc lud ing the Ocean Pa rk Comp lete Green
Street project, as we ll as the Miss ion Ave nue Comp lete Street project,
have va ri ous interactions and cros sings wit h vehicular traffic, an d the
City of Pasadena Pedestrian Safety Study, where Kim ley-Horn made
re co mmendations for how to evaluate pe destrian safety in the vicinity
of a ve ry pe destrian-centr ic corridor.
Due to the land use of the downtown areas , parki ng is a key compone nt
of th e deve lopment of th e area. Parking capac ity is important in the
co ntinued develo pm ent and use of the area , as it will enco urage
drivers an d pedestrian s to continue to visit this area. Th e City has
identified the possible use of ang led back-in parking, whic h has
li mited implementation around the state an d country. Kim ley-Horn
has experience in its implementatio n in Austin , Texas, where it has
succ essfully transformed auto-ce ntr ic co rridors to people-centric areas.
-------,w"""lie=fe""s""il"'llirt-la"l improvements-";vel e leCuli ll l lell ded am:t-designedil·~y ---A-us-ti-n.-Te-xa-s.-im_p_lem-e-nla-tl-on_o_f an-g-le_d_ba-ck-,-i-n -pa..,.rki,-ng ____________ _
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Kim ley-Ho rn. Furthermo re, the options will narro w veh icular lanes to
slow down traffic while encouraging the use of multi -modal ame ni ties
including trans it. There will be no loss of ve hicular access to ad jacent
businesses , as the cen ter turn lanes will be le ft intact with some minor
exceptions whe re pedestrian access is a priority.
In an effort to impro ve safety and circulation th rough the inte rsections,
bus stops wil l be re located to the far sides of intersectio ns and a
queue jump lane will be provided at the Temp le Ci ty Bouleva rd at
Las Tu nas in tersect ion. Improvements shall also incl ude class II bike
lane s, enhancing the multi -modal access to the corridor. Arc hit ectura l
and landscap ing themes will be unified along th e co rridor with
the inclusion of a new canopy of decid uous trees and arc hit ectu ral
elements to the Western and Eastern Gateway se gments . Kimley-
Horn has ex pe rience in the developm ent of strate gies to beautify
bi cycle and pedestrian fac il ities, as well as im prove safety. These
include our invo lvement with the San Fe rnando Bikeway, which has
many bicycle improvemen ts. in cludi ng Class I bicyc le lanes that
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We have also done extensive research in the ap pl ication of angled
back-i n park ing to assist agenc ie s in their decis io n to implement or
not. From our rev iew and research, we identifie d so me pros and co ns
of the ang led back-in pa rk ing concept:
Pros:
• Creates a barrier be tween traffic and peopl e (doors and tru nk open
toward the sidewa lk and guide people to the sidewalk)
• Much easier to pa rk in (stu dies have shown th at it is 50% faster to
back into a reve rse-in an gle space) than a parallel space
• Sa fer for bicycles and pedestrian s
• Safer for gene ral tra ffi c operations (easier for people driving along
the street to see people pulling out and for people pull ing out to
see oncoming traffic and bi cyles)
• Can be used alon g higher fu nctiona l classes of street
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Cons :
• Some people wil l get co nfused -it is NEW'
• Same proble m as head-in parking with regard to curb overlap of
vehic le ove rhangs (pla nning for appropriate dep th of spaces and
use of wheel stops can mitigate this)
• Some peop le may have a probl em bac ki ng in (s hou ld be no worse
than paralle l parking)
• Pe rce ption
Kim ley-Horn also has extensive exp erience in othe r parking types
in cludi ng parallel and tradit iona l head -i n diagonal parking.
Rece ntly, on th e Expo Li ght Rail Phase 2 pro ject in the City of Sa nta
Monica, in order to maintain the bike lanes on each side of the street,
we removed paralle l pa rking on each side of the street and placed
90-degree parking on one side of th e street. In the photo below, on e
direction of the bike lane is to th e right of the parking stal ls, whil e the
bike lane in the other direction is in a typ ical layout ad jace nt to the travel
way.
Santa Monica, CA -90 ' parking placed between travel lane and bike lane
Parking in the downto'v':n co re wi ll be affected by proposed flexible
par kin g or din in g zones inc lu ded in the proposed options. The option
includes the installation of strategi cally placed '·flexible zo nes" where
businesses may have a dini ng zone in place of st reet parking. The
bus iness use of these "fl exib le " spaces is understood to be regulated
by the City . The flexible zones are int ended to be special pavin g and
separated from parked cars thereby al lowi ng for flexible use should
the busines ses change over time. In the even t that a business wishes
to add a curb-front dining fac ility where a flex ible zone does not exis t,
a "parklet" may be insta lled. Parldets are small , remova ble platforms
installed in a parking space. Both of these options . whether planned
or later implemented , will red uce th e number of parking stalls in the
corr idor, bu t will have an overall improved pedestrian experience.
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Each of the three proposed options in the RFP provide sim ilar changes
to address different traffic, bicycle , and pedestrian needs along the
corridor, includin g incorpo rati ng the requ ired four lane s of traffic ,
along with some so rt of parking accommodations for access to the
dow ntown core amenities . The changes an d updates wi ll also work
in tandem with signal ti ming refinemen ts to increase gree n tim e and
thereby red uce delay along the corrid or and improve the corridor
vehicu lar capacity.
The ove rall evaluation of the three opt ions will give the City th e
opportun ity to understand the ove ral l impacts of each of the options
on the vehicles, tra nsit users, pedestrians, and bi cycl ists along th is
corridor. From this information, the City will be able to make an
edu cated dec ision on the most successful option in achiev ing the
overa ll vision the downtown core expansion.
Scope of Services
The City of Temple City has issued an RFP requesti ng a scope an d fee
to provide a Transportat ion Impact Analys is (TIA) that will be included
in the Environmenta l Impact Report (EIR), and other CEQA documents
assoc iated with th ese improvements. Th is analysis will rev iew and
ana lyze th ree recommended so lutions presente d fo r the Las Tunas
corridor through the core of Te mple City. The follow ing tas ks are
envisio ned :
Tas k 1: Review Ne/son /Nygaard Traffic Review Memo and
Data. We wil l be gin by perform ing a detailed rev iew of the Ne lson/
Nygaard Traffic Review Memo and all it s supporting data and models.
Knowledge reg arding Nelson/Nygaard's methods will allow Kimtey-
Horn to better understand the ir app roach in the deve lopmen t of the
Task 2: Data Colle ction. As part of this task, the Kim ley-Horn
team wil l:
• Meet with City staff to define the limits of the stu dy. Ki m ley-
Horn will host a meeting with the City staff to rev iew stu dy
approach and limits of surround ing street systems. Prelim inary fie ld
visi ts and engineering judgment will al low Ki m ley-Horn to suggest
a project limit to encapsulate the ent ire system th at will be affecte d
by the improvements on Las Tunas.
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• Perform Field Observations of Cu rre nt Operations. Kim ley-
Horn staff wi ll visit the en tire corr idor to observe the current
operation of the downtown area for al l modes of transportati on.
We wi ll take in ve ntory of all existing pe destrian access points (i.e .
cross-walks, existi ng cross in gs , etc .) and note current behav ior
of drivers. bicyc li sts. and pe destrians . We believe that a field
investigation can sometimes illumi nate circumstances not readi ly
apparent through data alone.
• Obtain Pedestrian Crossing Counts . Kimley-Hom wi ll obtai n
curr en t pedestrian cou nts at existing cro ss-wa lk locations for
in cor poration of pedestrian traffi c in the traffic study mod el. Since
the pedestrian cross ings are all actua ted , the ir operat ion has a
di rect effect on the timing and capacity of the co rr id or. Thoro ugh
mode lling of the pedestrian calls crea te d by this activity will assist
in understanding pedest rian behavior in the corridor and also to
eva luate oth er opportunities for pedestrian use of the facil ities.
• Obtain Recent Vehicular Counts. Kim ley-Horn will obtain traff ic
coun ts along the entire corrido r and any ap plicable surroundin g
streets to accurate ly update the model with recent traff ic data.
The follo win g traff ic data collection , at a mini mu m, is proposed to
measure the cu rrent traffic co nditio ns and to eva luate the impact of the
th ree options.
24 Hour ADT Ust
• Las Tunas Dr ive
• Burton Ave nue to Sultana Avenue
• Sultana Ave to Encinita Ave nue
• North/South Cross Streets
• Muscate l Ave nue -Gari baldi Ave nue to Las Tunas Drive
• Muscate l Avenu e-Las Tunas Drive to Broa d•Nay
• Rosem ead Bou levard -Garibaldi Aven ue to las Tunas Dr ive
• Rosemead Bou levard -Las Tunas Drive to Broadway
• Temp le Ci ty Boulevard -Garibaldi Avenue to Las Tunas Drive
• Temp le City Boulevard-Las Tunas Drive to Broadway
• Rowland Avenue-Gariba ldi Aven ue to las Tunas Drive
• Rowland Ave nu e-Las Tunas Drive to Broadway
Peak hour turning movement volumes and pedestrian crossing
counts (one typical weekday)*:
• las Tunas Drive at Musca te l Avenue
• las Tunas Drive at Ro semead Bou levard
• Las Tunas Drive at Sultana Avenue
• Las Tunas Drive at Lo rna Avenue
• las Tunas Drive at En cini ta Avenue
• Las Tunas Drive at Alessandro Avenue
• Las Tunas Drive at Oak Avenue
• Las Tu nas Drive at Cloverly Avenue
• Las Tunas Drive at Primrose Avenue
• Las Tunas Drive at Tem ple City Boulevard
• Las Tunas Dr ive at Camellia Avenue
------------------------
• Encinita Avenue to Clove rly Aven ue
• Clover ly Avenue to Tem ple City Boulevard
1 Temp le City Bou levard to Golden West Ave nue
1 Golde n West Avenue to Rowland Avenue
• Garibaldi Avenue
• Burton Avenue to Sultana Avenue
• Sulta na Aven ue to Clove rly Avenue
1 Cloverly Ave nu e to Go lden West 1\venue
1 Golden West Avenue to Rowla nd Ave nue
• Broadway
1 Acacia Street to Sultana Ave nu e
• Sultana Avenue to Clover ly Avenue
1 Clove rly Avenue to Go ld en West Avenue
• Go lde n West Avenue to Rowland Aven ue
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• Las Tunas Drive at Kau ff man Avenue
• las Tunas Drive at Golden West Aven ue
• Las Tunas Drive at Baldwin Aven ue
*Ad ditional corrido rs, inter sections. or cross ings may be included at
the option of the City pe r Task 2 meeti ng wi th the City.
Task 3: Analysis. Using the data collec ted and existing models. we
wi ll create th ree separate scenario models for the three improvemen t
options described in the Nelson/Nygaard memorandum and the RFP We
wi ll create mode ls that capture the surround ing area along Las Tunas
Bo ulevard as determined necessary by Kimley-Horn and City staff an d
the pedestr ian volumes at each of the intersections . From these models.
we can define the ope rational impact of the improvements an d thereby
make reco mmendations based on them. The options wi ll be reviewed fo r
their impacts on vehicular traffic , parking , pedestrians, and bicyc les . The
models will be created for the AM an d PM peak hour counts. as we ll as
the Average Dai ly Traffic conditions.
Task 3.1: Traffic Analysis. Detai led traffic ana lysis will be
perfor med with the aid of Synchro modell ing too ls utilizi ng the
data we gather as part of Task 2. The traffic ana lysis wi ll include the
evaluation of th e th ree options an d sha ll report the overall Level of
Serv ice (LOS) of the corridor lor Average Dai ly Traffic condit ions,
as we ll as AM and PM peak condit ions. Th is analys is will clearly
id entify the veh icu lar traffi c impacts that will be experienced as a
resu lt of the improvements for all th ree options . The analys is wi ll
in clude the evaluation and review of the impacts on side streets as it
is anticipated th at the reconfigura tions may encourage drivers to find
alternate routes.
Task 3.2: Parking Analysis. A qua litative analysis of dia gonal
head-in parking. parallel parking. and angled back-in parking wi ll be
developed to advise the City of the pros and cons of each type with
regards to pedestr ian , vehicular, an d bi cyc le safety. Each scenario
will be stud ied to ensure the most effective typ e of park ing is
imp lemented to ac hieve the City's goal.
Task 3.3: Pedestrian Analysis. To improve the walkab ility of
the co rrid or, this project proposes to include bu lb-outs an d new
mid-block cross ings, as well as new pedestrian refuge islan ds. A
pedestr ian analysis will det erm ine the pedestrian impact on corridor
circu latio n (i.e. impact of shortened wa lk tim es or mid-block
crossi ng s) fo r all th ree options , as well as the pros and co ns. Th is
analys is may be utilized in Task 6 to appropriate ly upd ate the si gnal
tim ing of the corrid or to all ow sufficient time fo r pedestrian cross ings
(both at bulb-o ut in tersection locations an d midblo ck crossi ngs) with
min imal impact to the ove rall corridor ci rculation .
"as1r3:71:-Blcym11mrJyg/r.P\qila11tative eval uationof1ltcyele
movement along the corri dor will be performed. The evaluat io n will
include a rev iew of th e cu rrent bicycle facil iti es, plann ed Class II
bicycle facilit ies and bicyc le interactio n with veh icu lar traffi c, and
th e planned parking co nfiguration(s), as well as the pros and cons of
each . Kim ley-Horn will review the City 's recently approved Bicycle
Master Plan an d will provide any recommendations for other bicyc le
user opportu nities along the corrido r.
Task 4: Identify Impacts of Each Alternative. The find in gs of
the data co llect io n and the analyses desc ribed in Tasks 2 and 3 will
be summa rized in a re port and submitted to the City. The repo rt
wi ll include the Synchro repor ts and discuss ion of pros and cons
rega rding the impacts of each of the options. This report can be use d
fo r maki ng in for med decisions abo ut wh ich option the City wo ul d like
to move forward.
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Task 5: Meetings. The fo ll owing meetings are ass umed:
• One kick-off meeting with City staff to beg in th e pro jec t and
discuss an y limitations iden tif ied by the City or Kim ley-H orn .
• Three follow -up meetin gs with City to presen t the res ults of the
data collectio n an d analysis, and to discuss the re com mendatio ns
based on these results or City Co unc il/Planning Commission
meetings.
Task 6: Signal Timing Refinement. Based on the City's chosen
option after review of the traffic report, a signal timing refin ement
strategy will be develope d to inco rporate th e proposed element s of the
co rrido r. We will review th e existing tim ing pla ns in the exi sti ng
mo de ls. We will provide pro pos ed sig nal tim ing plans for the AM and
PM weekday peak hour con ditions of th e chosen alte rn ative. The sig nal
tim in g pla ns will inco rporate the City's objective of improved
circu lation along the corrido r. Kim ley-Horn will provid e th e City with
lie ld support in im plementati on of the new tim ing plans, as well as line
tuning, fo r up to 20 hou rs of support.
Assumption list:
• This proposa l assumes up to two (2) meetings will be need ed.
• City shall provide available Nelson/Nygaard data and models
uti liz ed in support of the memorandu m provided as part of RFP.
• All mo de ling shall be performe d in Synchro.
• Traffi c signal timi ng wi ll be prov ided for up to twelve (12) signals.
• It is assumed that the existing Nelson/Nygaard data will be
provided electronically in a com pl ete fo rmat suitable fo r use.
• Ki mley -Horn study will be com pleted exc lusively for the th ree
spec ified options . Deve lopme nt of addi tional optio ns/sce narios
would be considered ad ditional services.
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AMENDMENT
The Scope of Services, including services, work products, and personnel, are subject to
change by mutual Agreement. In the absence of mutual Agreement regarding the need to change
any aspects of performance, Consultant shall comply with the Scope of Services as indicated
above.
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RIV #4822-7830-4520 vl
EXIITBIT "B"
COMPENSATION
B-1
Section 6-Fee
Las Tunas Street Improvement Project TIA Fee Proposal
KIMLEY-HORN PERSONNEL
TASK DESCRIPTION Project
M QC/QA Prof. Jr. Prof. Analyst Support anager
IV. The total compensation for the Services shall not exceed $42,551, as provided in
Section 4 of this Agreement.
RN #4822-7830-4520 vi
B -2
EXIDBIT "C"
INSURANCE
A. Insurance Requirements. Consultant shall provide and maintain insurance,
acceptable to the City Manager or City Counsel, in full force and effect throughout the term of
this Agreement, against claims for injuries to persons or damages to property which may arise
from or in connection with the performance of the work hereunder by Consultant, its agents,
representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's
rating of no less than A:VII. Consultant shall provide the following scope and limits of
insurance:
1. Minimum Scope of Insurance. Consultant shall rna tain professional
liability insurance appropriate to the Consultant's profession. This coverage ay be written on a
"claims made" basis. · · The professional
liability insurance required by this Agreement must be endorsed to be applicable to claims based
upon, arising out of or related to services performed under this Agreement. The insurance must
be maintained for at least 3 consecutive years following the completion of Consultant's services
or the termination of this Agreement. During this additional 3-year period, Consultant shall
annually and upon request of the City submit written evidence of this continuous coverage.
2. Minimum Limits of Insurance . Consultant shall maintain limits of
professional liability insurance no less than $1,000,000 per ess~:~rrsRse. c\''""'· @j
B . Other Provisions. Each insurance policy required by this Agreement shall be
endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either
party to this Agreement, reduced in coverage or in limits except after 30 days' prior written notice
by Certified mail, return receipt requested , has been given to City.
C. Other Requirements. Consultant agrees to deposit with City, at or before the
effective date of this contract, certificates of insurance necessary to satisfy City that the insurance
provisions of this contract have been complied with . The City Attorney may require that
Consultant furnish City with copies of original endorsements effecting coverage required by this
Section. The certificates and endorsements are to be signed by a person authorized by that
insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified
copies of all required insurance policies, at any time .
1. Consultant shall furnish certificates and endorsements from each
subcontractor identical to those Consultant provides .
2. Any deductibles or self-insured r etentions must be declared to and
approved by City. At the option of City, either the insurer shall reduce or eliminate such
deductibles or se lf-insured retentions as respects City or its respective elected or appointed
officers, officials, employees and volunteers or the Consultant shall procure a bond guarantee ing
payment of losses and related investigations, claim administration, defense expenses and claims.
RIV #4822-7830-4520 v 1
C-1
3. The procuring of such required policy or policies of insurance shall not be
construed to limit Consultant's liability hereunder nor to fulfill the indemnification provisions
and requirements of this Agreement.
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C-2