HomeMy Public PortalAbout10 October 23, 2017 Western Riverside County Programs and ProjectsComments are welcomed by the Commission. If you wish to provide comments to the Commission,
please complete and submit a Speaker Card to the Clerk of the Board.
MEETING AGENDA
Western Riverside County Programs and
Projects Committee
Time: 1:30 p.m.
Date: October 23, 2017
Location: BOARD ROOM
County of Riverside Administration Center
4080 Lemon St, First Floor, Riverside CA 92501
COMMITTEE MEMBERS
Deborah Franklin, Chair/Art Welch, City of Banning
Adam Rush, Vice Chair/Clint Lorimore, City of Eastvale
Karen Spiegel/Randy Fox, City of Corona
Brian Berkson/Verne Lauritzen, City of Jurupa Valley
Neil Winter/John Denver, City of Menifee
Victoria Baca/To Be Appointed, City of Moreno Valley
Berwin Hanna/Ted Hoffman, City of Norco
Michael Vargas/Rita Rogers, City of Perris
Andrew Kotyuk/Scott Miller, City of San Jacinto
Ben Benoit/Timothy Walker, City of Wildomar
Kevin Jeffries, County of Riverside, District I
Marion Ashley, County of Riverside, District V
STAFF
Anne Mayer, Executive Director
John Standiford, Deputy Executive Director
AREAS OF RESPONSIBILITY
Air Quality, Capital Projects, Communications and
Outreach Programs, Intermodal Programs, Motorist
Services, New Corridors, Regional Agencies/Regional
Planning, Regional Transportation Improvement Program
(RTIP), Specific Transit Projects, State Transportation
Improvement Program (STIP)
Transportation Uniform Mitigation Fee (TUMF)
Program, and Provide Policy Direction on
Transportation Programs and Projects related to
Western Riverside County and other areas as
may be prescribed by the Commission.
COMM-WRC-00041
Tara Bve rl
From: Tara Byerly
Sent: Tuesday, October 17, 2017 1:16 PM
To: Tara Byerly
Cc: Alexandra Rackerby; Anne Mayer; STANDIFO
Subject: RCTC: Western Riverside County Programs and Projects Committee Agenda - 10.23.2017
Good afternoon WRC Programs and Projects Committee Members:
Attached is the link to the WRC Programs and Projects Committee Agenda for the meeting scheduled @ 1:30 p.m. on
Monday, October 23.
http://rctcdev.info/uploads/media items/western-riverside-county-programs-and-projects-committee-october-23-
2017.original.pdf
Also attached for your review, is the Conflict of Interest memo and form. Let me know if you have any questions.
Conflict of Conflict of
Interest Form.p>df Interest Memo.p...
Respectfully,
Tara Byerly
Deputy Clerk of the Board
Riverside County Transportation Commission
951.787.7141 W 1951.787.7906 F
4080 Lemon St. 3rd FI. 1 P.O. Box 12008 Riverside, CA 92502
rctc.orq
in
1
RIVERSIDE
COUNTY
TRANSPORTATION
COMMISSION
TO:
FROM:
DATE:
SUBJECT: Possible Conflicts of Interest Issues — Western Riverside County Programs and
Projects Committee Agenda of October 23, 2017
Riverside County Transportation Commission
Tara Byerly, Deputy Clerk of the Board
October 18, 2017
The October 23 agenda of the WRC Programs and Projects Committee includes items which
may raise possible conflicts of interest. A ROTC member may not participate in any discussion
or action concerning a contract or amendment if a campaign contribution of more than $250
is received in the past 12 months or 3 months following the conclusion from any entity or
individual listed.
Agenda Item No. 7 —Amendment to Agreement for On -Call Strategic Partnership Advisor
Services with WSP USA Inc. for the 15/91 Express Lanes Connector Project
Consultant(s): WSP USA, Inc.
Victor Martinez, Area Manager
862 E. Hospitality Lane, Suite 350
San Bernardino, CA 92408
Agenda Item No. 10 — Agreements for On -Call Construction Management Services, Materials
Testing, and Construction Surveying Services for the Construction of Commuter Rail Station
Capital Improvement Projects
Consultant(s): HDR Construction Control Corp. S2 Engineering, Inc.
Jon Rohrer, Vice President Sagar Pandey, Principal Engineer
2280 Market Street, Suite 100 8608 Utica Avenue, Suite 100
Riverside, CA 92501-2110 Rancho Cucamonga, CA 91730
Kleinfelder
Marc McIntyre, Vice President
2280 Market Street, Suite 300
Riverside, CA 92501
RCTC Conflict of Interest Form
rp p vided to assist
Purpose: This forth is provided
- -. -- .. -i- ---
members of the RCTC Commissioners in meeting requirements of
87100 in documenting conflict of interests as related to RCTC
ROTC Commission may be required to disclose and disqualify
or voting on an agenda item due to personal- income, real
positions, or receipt of campaign contributions. If applicable,
the following information, for entry into the public record, prior to
item(s) and turn in the completed forth to the Clerk of the Board
RCTC member may not participate in any discussion or action
a campaign contribution of more than 250 is received in the past
conclusion from any entity or individual.
Government Code Section 84308 and
Commission/Committee agenda items.
Instructions: Under certain circumstances,
themselves from participating in, influencing,
property interests, investments, business
Commissioners must personally state
consideration of the involved agenda
prior to leaving the meeting. An
concerning a contract or amendment if
12 months or 3 months following the
I. Board Member Information
Board Member Name
Cfty/County Name
Meeting [date
f)1 e4
0-arena_
1 0 - ''?-- -1 1
H. Campaign Contra utions
1. I have a disqualifying campaign
and therefore I am abstaining from
2. I have a disqualifying campaign
and therefore I am abstaining from
3. I have a disqualifying campaign
and therefore I am abstaining from
4. I have a disqualifying campaign
and therefore I am abstaining from
ill, Financial Interest
contribution of over $ 2 50 from
(Asp usiet-
(Identify the name of the company and/or Individual)
participation can Agenda item , Subject:OK-9aA
contribution of over $250 from
(Identify the name of the conrtpany and/or Individual)
participation on Agenda item Subject:
contribution of over $ 2 5o from
participative on Agenda item
contribution of over 2 5 0 from
(Identify the name of the company and/or Individual)
Subject:
(Identify the name of the company and/or Individual)
participation on Agenda item , Subject:
1. I have a financial interest of ,from/in
(State income, real property interest, investment or businessposition)(Identify name of company or property location)
and therefore I am abstaining from participation on Agenda Item , Subject:
2. I have a financial interest of from/in
(State income, real property interest, investment or business position) (Identify name of company or property location)
and therefore I am abstaining from participation on. Agenda Item , Subject:
IV. Signature
Board Member S gnatu re,
Date: (0 23-I7
Please remember you must state the information into the public record prior to consideration of the involved agenda item(s) and
turn in the completed form to the Clerk of the Board prior to leaving the meeting.
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE
www.rctc.org
AGENDA*
*Actions may be taken on any item listed on the agenda
1:30 p.m.
Monday, October 23, 2017
BOARD ROOM
County Administrative Center
4080 Lemon Street, First Floor
Riverside, California
In compliance with the Brown Act and Government Code Section 54957.5, agenda materials distributed 72
hours prior to the meeting, which are public records relating to open session agenda items, will be available for
inspection by members of the public prior to the meeting at the Commission office, 4080 Lemon Street, Third
Floor, Riverside, CA, and on the Commission’s website, www.rctc.org.
In compliance with the Americans with Disabilities Act, Government Code Section 54954.2, and the Federal
Transit Administration Title VI, please contact the Clerk of the Board at (951) 787-7141 if special assistance is
needed to participate in a Commission meeting, including accessibility and translation services. Assistance is
provided free of charge. Notification of at least 48 hours prior to the meeting time will assist staff in assuring
reasonable arrangements can be made to provide assistance at the meeting.
1. CALL TO ORDER
2. ROLL CALL
3. PLEDGE OF ALLEGIANCE
4. PUBLIC COMMENTS – Each individual speaker is limited to speak three (3) continuous minutes
or less. The Committee may, either at the direction of the Chair or by majority vote of the
Committee, waive this three minute time limitation. Depending on the number of items on the
Agenda and the number of speakers, the Chair may, at his/her discretion, reduce the time of
each speaker to two (2) continuous minutes. Also, the Committee may terminate public
comments if such comments become repetitious. In addition, the maximum time for public
comment for any individual item or topic is thirty (30) minutes. Speakers may not yield their
time to others without the consent of the Chair. Any written documents to be distributed or
presented to the Committee shall be submitted to the Clerk of the Board. This policy applies
to Public Comments and comments on Agenda Items.
Under the Brown Act, the Board should not take action on or discuss matters raised during
public comment portion of the agenda which are not listed on the agenda. Board members
may refer such matters to staff for factual information or to be placed on the subsequent
agenda for consideration.
5. APPROVAL OF MINUTES – SEPTEMBER 25, 2017
Western Riverside County Programs and Projects Committee
October 23, 2017
Page 2
6. ADDITIONS/REVISIONS (The Committee may add an item to the Agenda after making a
finding that there is a need to take immediate action on the item and that the item came to
the attention of the Committee subsequent to the posting of the agenda. An action adding an
item to the agenda requires 2/3 vote of the Committee. If there are less than 2/3 of the
Committee members present, adding an item to the agenda requires a unanimous vote.
Added items will be placed for discussion at the end of the agenda.)
7. AMENDMENT TO AGREEMENT FOR ON-CALL STRATEGIC PARTNERSHIP ADVISOR SERVICES
WITH WSP USA INC. FOR THE 15/91 EXPRESS LANES CONNECTOR PROJECT
Page 1
Overview
This item is for the Committee to:
1) Approve Agreement No. 06-66-027-23, Amendment No. 12 to Agreement
No. 06-66-027-00, with WSP USA Inc., formerly Parsons Brinckerhoff, Inc., to provide
project management services for the proposed 15/91 Express Lanes Connector
(15/91 ELC) Project in the amount of $1,282,366, plus a contingency amount of
$128,237, for a total amount not to exceed $1,410,603;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreement on behalf of the Commission;
3) Authorize the Executive Director or designee to approve contingency work up to the
total not to exceed amount as required for the project; and
4) Forward to the Commission for final action.
8. AGREEMENT FOR ARCHITECTURAL-ENGINEERING AND CONSTRUCTION MANAGEMENT
SERVICES FOR THE INTERSTATE 15 EXPRESS LANES REGIONAL OPERATIONS CENTER AND
STORAGE AND MAINTENANCE FACILITY BUILDOUTS
Page 16
Overview
This item is for the Committee to:
1) Award Agreement No. 18-31-006-00 to Owen Group, Inc. (Owen Group) to provide
architectural-engineering (A-E) and construction management (CM) services for the
I-15 Express Lanes Regional Operations Center (ROC) and Storage and Maintenance
Facility (SAM) buildouts (Project) in the amount of $550,052, plus a contingency
amount of $55,005, for a total amount not to exceed $605,057;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreement on behalf of the Commission;
3) Authorize the Executive Director, or designee, to approve contingency work pursuant
to the agreement terms up to the total amount; and
4) Forward to the Commission for final action.
Western Riverside County Programs and Projects Committee
October 23, 2017
Page 3
9. AGREEMENT FOR PREPARATION OF THE FINAL ENVIRONMENTAL DOCUMENT,
PRELIMINARY ENGINEERING, AND PLANS, SPECIFICATIONS AND ESTIMATES FOR THE
CONSTRUCTION OF THE SANTA ANA RIVER TRAIL PROJECT THROUGH THE GREEN RIVER
GOLF COURSE
Page 81
Overview
This item is for the Committee to:
1) Award Agreement No. 17-67-027-00 to Michael Baker International (Michael Baker) to
prepare a final environmental document; perform preliminary engineering services;
prepare plans, specifications, and estimates (PS&E); and provide construction design
support services for the construction of the Santa Ana River Trail (SART) 2 project
through Green River Golf Course (Project) in the amount of $1,142,691, plus a
contingency amount of $114,269 for potential changes in scope, for a total amount
not to exceed $1,256,960;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review and
contingent upon Riverside County Regional Park and Open-Space District (Park
District) execution of a Proposition 84 Grant funding agreement, to execute the
agreement on behalf of the Commission;
3) Authorize the Executive Director or designee to approve contingency work as may be
required for the Project;
4) Approve Agreement No. 18-67-064-00 with BNSF Railway (BNSF) to define the roles
and responsibilities of each party regarding safety related and design review services
for the Project, in an amount not to exceed $300,000;
5) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreements on behalf of the Commission; and
6) Forward to the Commission for final action.
10. AGREEMENTS FOR ON-CALL CONSTRUCTION MANAGEMENT SERVICES, MATERIALS
TESTING, AND CONSTRUCTION SURVEYING SERVICES FOR THE CONSTRUCTION OF
COMMUTER RAIL STATION CAPITAL IMPROVEMENT PROJECTS
Page 110
Overview
This item is for the Committee to:
1) Award the following agreements to provide on-call construction management
services, materials testing, and construction surveying services (collectively, CM
services) for the construction of commuter rail station capital improvement projects
for a three-year term, and one, two-year option to extend the agreements, in an
amount not to exceed an aggregate value of $7.5 million;
a) Agreement No. 17-33-099-00 to HDR Construction Control Corporation;
b) Agreement No. 17-33-121-00 to Kleinfelder; and
c) Agreement No. 17-33-122-00 to S2 Engineering, Inc.;
Western Riverside County Programs and Projects Committee
October 23, 2017
Page 4
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreements, including option years, on behalf of the Commission;
3) Authorize the Executive Director, or designee, to execute task orders awarded to the
consultants under the terms of the agreements; and
4) Forward to the Commission for final action.
11. CONSTRUCTION AGREEMENT WITH LOS ANGELES ENGINEERING, INC. FOR THE LA SIERRA
PARKING LOT EXPANSION
Page 149
Overview
This item is for the Committee to:
1) Award Agreement No. 18-33-123-00 to Los Angeles Engineering, Inc. (LA Engineering),
as the lowest responsible, responsive bidder, for the construction of the La Sierra
Parking Lot Expansion project (Project) in the amount of $4,095,100, plus a
contingency amount of $614,265 for a total amount not to exceed $4,709,365;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreement on behalf of the Commission;
3) Authorize the Executive Director, or designee, to approve contingency work pursuant
to the agreement terms up to the total amount;
4) Authorize the Executive Director to enter into agreements, or amendments to existing
agreements, as determined appropriate, with BNSF Railway (BNSF) and city of
Riverside Public Utilities for flagging and utility connection fees for an amount not to
exceed $200,000; and
5) Forward to the Commission for final action.
12. AGREEMENT WITH THE CALIFORNIA DEPARTMENT OF TRANSPORTATION FOR THE
OPERATION OF THE FREEWAY SERVICE PATROL PROGRAM IN RIVERSIDE COUNTY
Page 159
Overview
This item is for the Committee to:
1) Approve Agreement No. 18-45-047-00 with the California Department of
Transportation (Caltrans) for the operation of the Riverside County Freeway Service
Patrol (FSP) program in the amount not to exceed $1,613,144 in state funding for
Fiscal Year 2017/18;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreement on behalf of the Commission; and
3) Forward to the Commission for final action.
Western Riverside County Programs and Projects Committee
October 23, 2017
Page 5
13. 2018 WESTERN RIVERSIDE COUNTY MEASURE A SPECIALIZED TRANSIT THREE-YEAR CALL
FOR PROJECTS
Page 168
Overview
This item is for the Committee to:
1) Approve the release of the 2018 Western Riverside County Measure A Specialized
Transit Three-Year Call for Projects (2018 Call for Projects) for approximately
$8.2 million covering Fiscal Years 2018/19 – 2020/21 for Western Riverside County
(Western County);
2) Authorize staff to advertise the availability of funding and to solicit project proposals
from non-profit agencies and other interested parties or operators; and
3) Forward to the Commission for final action.
14. COMMISSIONERS / STAFF REPORT
Overview
This item provides the opportunity for the Commissioners and staff to report on attended and
upcoming meeting/conferences and issues related to Commission activities.
15. ADJOURNMENT
The next Western Riverside County Programs and Projects Committee meeting is scheduled
to be held at 1:30 p.m., Monday, November 27, 2017, Board Chambers, First Floor, County
Administrative Center, 4080 Lemon Street, Riverside.
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS SIGN -IN SHEET
October 23, 2017
AME
AGENCY
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RIVERSIDE COUNTY TRANSPORTATION COMMISSION
WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS
COMMITTEE
ROLL CALL
OCTOBER 23, 2017
Present
County of Riverside, District I O
County of Riverside, District V
City of Banning ...A"'
City of Corona
City of Eastvale
City of lurupa Valley
City of Menifee
City of Moreno Valley
City of Norco ..��
City of Perris
City of San Jacinto O
City of Wildomar O
Absent
O
O
AGENDA ITEM 5
MINUTES
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
WESTERN RIVERSIDE COUNTY PROGRAMS AND PROJECTS COMMITTEE
Monday, September 25, 2017
MINUTES
1. CALL TO ORDER/ ROLL CALL
The meeting of the Western Riverside County Programs and Projects Committee was
called to order by Chair Deborah Franklin at 1:31 p.m., in the Board Room at the County
of Riverside Administrative Center, 4080 Lemon Street, First Floor, Riverside, California,
92501.
2. PLEDGE OF ALLEGIANCE
At this time, Commissioner Berwin Hanna led the Western Riverside County Programs
and Projects Committee in a flag salute.
Members/Alternates Present Members Absent
Marion Ashley*
Victoria Baca
Ben Benoit
Brian Berkson
Deborah Franklin
Berwin Hanna
Kevin Jeffries
Andrew Kotyuk
Adam Rush
Karen Spiegel*
Michael Vargas
Neil Winter
*arrived after the meeting started
3. PUBLIC COMMENTS
There were no requests to speak from the public.
4. APPROVAL OF MINUTES – AUGUST 28, 2017
M/S/C (Kotyuk/Benoit) to approve the minutes as submitted.
RCTC WRC Programs and Projects Committee Minutes
September 25, 2017
Page 2
5. ADDITIONS/REVISIONS
There were no additions or revisions to the agenda.
At this time, Commissioner Marion Ashley arrived.
6. IN-LIEU FEE AGREEMENTS WITH RIVERSIDE-CORONA RESOURCE CONSERVATION
DISTRICT FOR COMPENSATORY MITIGATION FOR THE INTERSTATE 15 EXPRESS LANES
PROJECT
David Thomas, Toll Project Manager, presented the details of the in-lieu fee agreements
with the Riverside-Corona Resource Conservation District for compensatory mitigation
for the Interstate15 Express Lanes Project.
David Thomas clarified for Chair Franklin the total cost is $2,985,307. It includes the
$10,000 for the deposit agreement.
M/S/C (Vargas/Ashley) to:
1) Approve Agreement No. 18-31-056-00 with Riverside-Corona Resource
Conservation District (RCRCD) for a deposit for expenses incurred prior
to execution and recording of a conservation easement for the
Interstate 15 Express Lanes Project (I-15 ELP) in an amount not to
exceed $10,000;
2) Approve Agreement No. 18-31-057-00 with RCRCD for compensatory
mitigation for the I-15 ELP in the amount of $2,704,825, plus a
contingency amount of $270,482, for a total amount not to exceed
$2,975,307;
3) Authorize the Chair or Executive Director, pursuant to legal counsel
review, to execute the agreements on behalf of the Commission;
4) Authorize the Executive Director to approve use of contingency
pursuant to the agreement terms up to the total amount; and
5) Forward to the Commission for final action.
7. OVERALL PROCUREMENT STRATEGY AND AGREEMENT TO COMPLETE PRELIMINARY
ENGINEERING AND ENVIRONMENTAL DOCUMENTATION FOR THE I-15/SR-91 EXPRESS
LANES CONNECTOR PROJECT
Michael Blomquist, Toll Program Director, presented the details of the overall
procurement strategy and agreement to complete preliminary engineering and
environmental documentation for the I-15/SR-91 Express Lanes connector project.
In response to Commissioner Adam Rush’s question regarding the risk of reopening the
EIR/EIS, Michael Blomquist stated the risk is relatively low since it is a revalidation of an
existing EIR/EIS.
RCTC WRC Programs and Projects Committee Minutes
September 25, 2017
Page 3
M/S/C (Berkson/Baca) to:
1) Approve the overall procurement strategy for the Interstate 15/State
Route 91 Express Lanes Connector Project (15/91 ELC);
2) Approve Agreement No. 15-31-001-02, Amendment No. 2 to Agreement
No. 15-31-001-00, with Parsons Transportation, Inc. (Parsons) to
complete preliminary engineering and environmental documentation
for the 15/91 ELC, for in the amount of $1,882,000, plus a contingency
amount of $188,200, for a total amount not to exceed $2,070,200;
3) Approve Agreement No. 18-31-055-00 with the California Department
of Transportation (Caltrans) for project approval and environmental
document (PA/ED) work;
4) Authorize the Chair or Executive Director, pursuant to legal counsel
review, to execute the agreements on behalf of the Commission; and
5) Forward to the Commission for final action.
8. AGREEMENT WITH THE CITY OF CORONA FOR IMPROVEMENTS TO THE ONTARIO
AVENUE INTERCHANGE AT INTERSTATE 15
David Thomas, Toll Project Manager, presented the scope of the agreement with the
city of Corona for improvements to the Ontario Avenue interchange at Interstate 15.
M/S/C (Jeffries/Benoit) to:
1) Approve Agreement No. 18-31-050-00 with the city of Corona (City) for
the Commission’s fair share of improvements to the Ontario Avenue
Interchange at Interstate 15 (I-15) due to impacts from the State Route
91 Corridor Improvement Project (91 Project), in the amount of
$1,337,072, plus a contingency amount of $133,928, for a total amount
not to exceed $1,471,000;
2) Authorize the Executive Director, or designee, to approve release of
contingency work up to the total authorized amount as may be required
for the 91 Project;
3) Authorize the Chair or Executive Director, pursuant to legal counsel
review, to execute the agreement on behalf of the Commission; and
4) Forward to the Commission for final action.
RCTC WRC Programs and Projects Committee Minutes
September 25, 2017
Page 4
9. AMENDMENT TO AGREEMENT WITH BNSF RAILWAY FOR THE STATE ROUTE 91
CORRIDOR IMPROVEMENT PROJECT AT THE WEST PORPHYRY OVERHEAD
M/S/C (Jeffries/Berkson) to:
1) Approve Agreement No. 14-31-114-03, Amendment No. 3 to Agreement
No. 14-31-114-00, with Burlington Northern Santa Fe Railway (BNSF) for
extended flagging services related to the State Route 91 Corridor
Improvement Project (91 Project) for an additional amount of $200,000,
and a total amount not to exceed $7,621,234;
2) Authorize the Chair or Executive Director, pursuant to legal counsel
review, to execute the agreement on behalf of the Commission; and
3) Forward to the Commission for final action.
10. AMENDMENT TO AGREEMENT WITH INLAND EMPIRE RESOURCE CONSERVATION
DISTRICT FOR COMPENSATORY MITIGATION FOR THE STATE ROUTE 91 CORRIDOR
IMPROVEMENT PROJECT
M/S/C (Benoit/Baca) to:
1) Approve Agreement No. 16-31-023-01, Amendment No. 1 to Agreement
No. 16-31-023-00, with Inland Empire Resource Conservation District
(IERCD) for additional restoration and biological monitoring effort
associated with compensatory mitigation (Coastal Sage Scrub
Restoration) for an additional amount of $114,660, and a total amount
not to exceed $1,356,119;
2) Authorize the Chair or Executive Director, pursuant to legal counsel
review, to execute the agreement on behalf of the Commission; and
3) Forward to the Commission for final action.
11. AMENDMENT TO AGREEMENT WITH BEST, BEST & KRIEGER LLP FOR LEGAL SERVICES
FOR THE PERRIS VALLEY LINE PROJECT
Edda Rosso, Capital Projects Manager, presented the scope of the amendment with
Best, Best & Krieger LLP for legal services for the Perris Valley Line project.
In response to Chair Franklin’s question regarding anticipated expenses, Edda Rosso
stated at this time it is included in the mediation expenses.
M/S/C (Benoit/Vargas) to:
1) Approve Agreement No. 12-33-115-01, Amendment No. 1 to Agreement
No. 12-33-115-00, with Best, Best & Krieger LLP (BB&K) to provide legal
services for the Perris Valley Line (PVL) project for an additional amount
of $775,000, and a total amount not to exceed $1.25 million;
RCTC WRC Programs and Projects Committee Minutes
September 25, 2017
Page 5
2) Authorize the Chair or Executive Director, pursuant to legal counsel
review, to execute the agreement on behalf of the Commission; and
3) Forward to the Commission for final action.
Recuse: Commissioners Jeffries and Kotyuk
12. AGREEMENT FOR ON-CALL MAINTENANCE AND REPAIR SERVICES FOR THE
COMMUTER RAIL STATIONS
Hector Casillas, Senior Management Analyst, presented the scope of the agreement for
on-call maintenance and repair services for the commuter rail stations.
M/S/C (Berkson/Ashley) to:
1) Award Agreement No. 18-24-001-00 to Braughton Construction, Inc. to
provide on-call maintenance and repair services for the commuter rail
stations for a three-year term, in the amount of $2.6 million, plus a
contingency amount of $120,000, for a total amount not to exceed
$2.72 million;
2) Authorize the Chair or Executive Director, pursuant to legal counsel
review, to execute the agreement on behalf of the Commission;
3) Authorize the Executive Director, or designee, to execute task orders
awarded to the contractor under the terms of the agreement; and
4) Forward to the Commission for final action.
13. COMMISSIONERS / STAFF REPORT
There were no reports from Commissioners or the Executive Director.
14. ADJOURNMENT
There being no further business for consideration by the Western Riverside County
Programs and Projects Committee, the meeting was adjourned at 2:02 p.m.
Respectfully submitted,
Tara Byerly
Deputy Clerk of the Board
AGENDA ITEM 7
Agenda Item 7
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
DATE: October 23, 2017
TO: Western Riverside County Programs and Projects Committee
FROM: Michael Blomquist, Toll Program Director
THROUGH: Anne Mayer, Executive Director
SUBJECT: Amendment to Agreement for On-Call Strategic Partnership Advisor Services
with WSP USA Inc. for the 15/91 Express Lanes Connector Project
STAFF RECOMMENDATION:
This item is for the Committee to:
1) Approve Agreement No. 06-66-027-23, Amendment No. 12 to Agreement
No. 06-66-027-00, with WSP USA Inc., formerly Parsons Brinckerhoff, Inc., to provide
project management services for the proposed 15/91 Express Lanes Connector (15/91
ELC) Project in the amount of $1,282,366, plus a contingency amount of $128,237, for a
total amount not to exceed $1,410,603;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreement on behalf of the Commission;
3) Authorize the Executive Director or designee to approve contingency work up to the
total not to exceed amount as required for the project; and
4) Forward to the Commission for final action.
BACKGROUND INFORMATION:
15/91 Express Lanes Connector
The 15/91 ELC will provide tolled express lanes connectors between the existing 91 Express
Lanes and the future I-15 Express Lanes to the north of SR-91 (Figure 1 Vicinity Map and
Attachment 1 Schematic).
The 15/91 ELC was originally part of the SR-91 Corridor Improvement Project (now called the 91
Project), which opened earlier this year in the city of Corona. Due to the recession and budget
constraints, the 15/91 ELC and other project elements were not environmentally cleared with
the 91 Project and were deferred to 2035. With the recent passage of SB 132, it is now possible
to advance the 15/91 ELC earlier and closer to the original schedule.
1
Agenda Item 7
Figure 1 I-15/SR-91 Express Lanes Connector Project Vicinity Map
At its October meeting, the Commission approved an overall procurement strategy for the
15/91 ELC to secure all the services and construction needed to deliver the project. The
approved strategy consists of a series of contract amendments to existing 91 Project and I-15
Express Lanes Project contracts with engineering companies, contractors, toll vendors, legal,
and financial advisors.
WSP and Strategic Partnership Advisory Services
In March 2006, the Commission entered into an agreement with WSP for the purpose of
providing strategic partnership advisory services for innovative project financing and evaluation
of potential toll road corridors in Riverside County, particularly the SR-91 and I-15 corridors.
Since 2006, the agreement has been amended numerous times. The most recent amendment
extended the term and provided additional compensation for the continued provision of
strategic partnership advisory services.
2
Agenda Item 7
Staff desires to augment Commission staff through this existing WSP agreement by obtaining
additional project management resources. This amendment will secure a Deputy Project
Manager for approximately three years and other project management support for a total
amount of $1,282,366. See attachment 2 for the amendment including the scope and fee
negotiated by staff.
This staff augmentation will ensure that the 15/91 ELC Project will have the needed project
management resources to support the Commission’s 15/91 ELC project manager. WSP has
successfully delivered work on this agreement and has staff with very recent experience and
project-specific knowledge making it the best option to perform this service.
Recommendations
Staff recommends approval of Agreement No. 06-66-027-23, Amendment No. 12 to Agreement
No. 06-66-027-00, with WSP to provide project management services for the proposed 15/91
ELC Project, extend the contract term to November 30, 2020, and augment Agreement
No. 06-66-027-00 in the amount of $1,282,366, plus a contingency amount of $128,237, for a
total amount not to exceed of $1,410,603. Staff also recommends authorization for the Chair
or Executive Director, pursuant to legal counsel review, to execute the agreement and forward
to the Commission for final action. Additionally, staff recommends authorization for the
Executive Director or designee to approve contingency work up to the total not to exceed
amount as required for the project.
Financial Information
In Fiscal Year Budget: No
N/A Year: FY 2017/18
FY 2018/19+ Amount: $ 600,000
$ 810,603
Source of Funds: SB 132 Funds Budget Adjustment: Yes
N/A
GL/Project Accounting No.: 003039 81601 605 31 81601
Fiscal Procedures Approved: Date: 10/12/2017
Attachments:
1) 15/91 Express Lanes Connector Project Schematic
2) Draft Agreement No. 06-66-027-23
3
15/91 Express Lane Connector Project
"55"$).&/51
4
ATTACHMENT 2
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7
8
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10
11
12
13
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15
AGENDA ITEM 8
Agenda Item 8
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
DATE: October 23, 2017
TO: Western Riverside County Programs and Projects Committee
FROM: John Tarascio, Project Manager
THROUGH: Michael Blomquist, Toll Program Director
SUBJECT:
Agreement for Architectural-Engineering and Construction Management
Services for the Interstate 15 Express Lanes Regional Operations Center and
Storage and Maintenance Facility Buildouts
STAFF RECOMMENDATION:
This item is for the Committee to:
1) Award Agreement No. 18-31-006-00 to Owen Group, Inc. (Owen Group) to provide
architectural-engineering (A-E) and construction management (CM) services for the I-15
Express Lanes Regional Operations Center (ROC) and Storage and Maintenance Facility
(SAM) buildouts (Project) in the amount of $550,052, plus a contingency amount of
$55,005, for a total amount not to exceed $605,057;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreement on behalf of the Commission;
3) Authorize the Executive Director, or designee, to approve contingency work pursuant to
the agreement terms up to the total amount; and
4) Forward to the Commission for final action.
BACKGROUND INFORMATION:
Prior Commission Action Related to the Regional Operations Center Facility
At its July 25, 2016 I-15 Express Lanes Ad Hoc Committee meeting, the Commission approved the
following action:
1) Authorize staff to pursue the purchase of an existing office building to serve as the
Regional Operations Center and return to the Commission with a purchase and sale
agreement recommendation for future consideration; and
2) Authorize staff to pursue the lease of an existing office building to serve as the ROC should
a purchase of an existing office building not be possible or advisable to meet the
Commission’s near-term requirements.
16
Agenda Item 8
At its November 2016 meeting, the Commission approved the following action:
1) Authorize the Executive Director to submit purchase offers, negotiate, and execute
purchase contract(s) for 291 and 301 Corporate Terrace Circle, Corona, CA on behalf of
the Commission.
Regional Operations Center
As part of the I-15 Express Lanes Project (I-15 ELP), a new ROC will be needed to house all the
services required to operate and maintain the I-15 Express Lanes. The ROC will serve as the
centralized facility where the majority of I-15 Express Lanes operations and maintenance work
will take place. These functions include customer service, express lanes monitoring, incident
management and back office activities such as equipment and transponder inventory
management, account management and license plate image review. The ROC will include a walk-
in center and a call center where customers can obtain transponders, make payments, resolve
violations, and manage their accounts in person or by phone. A traffic operations center will also
be located in the ROC where express lane operators can monitor traffic conditions.
As authorized at the November 2016 Commission meeting, staff submitted a purchase offer and
executed a purchase contract for 291 Corporate Terrace Circle in Corona, CA to serve as the ROC
facility for the I-15 Express Lanes. The building is a single story, freestanding commercial office
building with approximately 9,400 square feet of office space. The purchase of this property was
finalized on April 26, 2017.
Build-out of the ROC facility is required to prepare the space for the I-15 ELP’s Toll Services
Provider (TSP) to install the furnishings, computers, equipment, customer reception area,
security, and related equipment necessary for the operation of the I-15 Express Lanes. Staff
identified the need for an A-E firm to provide architectural and engineering services to design the
space and develop construction documents to enable the Commission to contract with a
construction firm to perform the necessary ROC facility build-outs. The general scope of the A-E
services will be to design the interior facility improvements of the ROC, including interior
remodeling (walls, floors, partitions, doors, etc.) as well as electrical, mechanical, plumbing and
accessibility improvements (interior and/or exterior, as required). The A-E firm will also provide
construction administration and CM services over the course of the build-out work.
Storage and Maintenance Facility
Also as part of the I-15 ELP, a storage and maintenance (SAM) facility will be needed to provide
storage space for I-15 Express Lanes operations and maintenance vehicles, equipment and
materials. The facility will also house TSP maintenance staff and be used for general equipment
maintenance and other miscellaneous maintenance activities. Due to the limitations of storage,
warehousing space and use restrictions associated with the ROC facility, the ROC cannot be used
to function as the SAM facility.
17
Agenda Item 8
Staff identified an existing property located at 120 North Joy Street in the city of Corona to meet
the need. The property was previously acquired by the Commission during the State Route 91
Corridor Improvement Project (SR-91 CIP). The property is a single story, industrial facility with
approximately 3,500 square feet of office space and 7,300 square feet of warehouse space, which
sufficiently meets the operations and maintenance needs for the I-15 Express Lanes.
Due to impacts to the property as a result of the SR-91 CIP, exterior site improvements will be
required in order to bring the facility into compliance with city of Corona codes and standards.
Staff identified the need for an A-E firm to provide services to design the improvements and
develop construction documents to enable the Commission to contract with a construction firm
to perform the necessary exterior site improvements. The general scope of the A-E services will
be to design exterior site improvements to the existing parking lot and building site including any
required accessibility upgrades to bring the property into code compliance. The A-E firm will also
provide construction administration and CM services over the course of the site improvement
work.
Procurement Packaging
Due to the time constraints associated with the I-15 ELP in providing the ROC facility to the TSP
for its installations, as well as the efficiencies associated with packaging multiple work scopes
into one procurement, staff determined as the best approach the combination of the A-E and CM
work scopes for both the ROC and SAM facilities into a single procurement package. It is
anticipated that similar packaging of the ROC and SAM facility will be performed during the
construction phase of the project.
Procurement Process
Pursuant to Government Code 4525 et seq, selection of architectural, engineering, and related
services shall be on the basis of demonstrated competence and on professional qualifications
necessary for the satisfactory performance of the services required. Therefore, staff used the
qualification method of selection for the procurement. Evaluation criteria included elements
such as qualifications of firm, staffing and project organization, project understanding and
approach, and the ability to respond to the requirements set forth under the terms of a request
for qualifications (RFQ).
RFQ No. 18-31-006-00 for A-E and CM services for the Project was released by staff on
August 3, 2017. A public notice was advertised in the Press Enterprise, and the RFQ was posted
on the Commission’s Planet Bids website, which is accessible through the Commission’s website.
Through Planet Bids, 79 firms downloaded the RFQ; 15 of these firms are located in Riverside
County. A pre-submittal meeting was held on August 10 and attended by 11 firms. Staff
responded to all questions submitted by potential proposers prior to the August 17 clarification
18
Agenda Item 8
deadline. Three firms – Owen Group (Redlands); STK Architecture, Inc. (Temecula); and Ware
Malcomb (Irvine) – submitted responsive and responsible statements of qualifications prior to
the 2:00 p.m. submittal deadline on August 31. Based on the evaluation criteria set forth in the
RFQ, the firms were evaluated and scored by an evaluation committee comprised of Bechtel and
Commission staff.
Based on the evaluation committee’s assessment of the written proposals and pursuant to the
terms of the RFQ, the evaluation committee shortlisted and invited two firms (Owen Group and
Ware Malcomb) to the interview phase of the evaluation and selection process. Interviews were
conducted on September 28.
Following interviews, the evaluation committee scored the interviews and combined the
shortlisted firms’ written and interview scores. Accordingly, the evaluation committee
recommends contract award to Owen Group to provide A-E and CM services for the Project, as
it earned the highest total evaluation score.
Subsequently, staff negotiated the scope of work (including the appropriate level of effort, labor
categories, etc.), cost, and schedule proposal received from Owen Group for the Project services
and established a fair and reasonable price. The proposed cost, including contingency, is
$605,057.
Staff recommends award of an agreement with Owen Group for A-E and CM services related to
the Project in the amount of $550,052, plus a contingency amount of $55,005, for a total amount
not to exceed $605,057. Staff also recommends authorization for the Executive Director, or
designee, to approve contingency work pursuant to the agreement terms up to the total amount.
The Commission’s model professional services agreement will be entered into with Owen Group,
subject to any changes approved by the Executive Director, pursuant to legal counsel review.
Financial Information
In Fiscal Year Budget: Yes
N/A Year: FY 2017/18
FY 2018/19+ Amount: $423,540
$181,517
Source of Funds: 2017 Measure A Sales Tax Revenue Bond
Proceeds Budget Adjustment: No
N/A
GL/Project Accounting No.: 003027 9050100000 0000 262 31 90501
Fiscal Procedures Approved: Date: 10/16/2017
Attachments:
1) Draft Agreement No. 18-31-006-00
2) ROC & SAM Facility Location Map
19
17336.00000\30236491.1
Agreement No. 18-31-006-00
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
AGREEMENT WITH
OWEN GROUP, INC.
FOR
ARCHITECTURAL-ENGINEERING AND CONSTRUCTION MANAGEMENT
SERVICES
FOR THE
FOR THE I-15 EXPRESS LANES REGIONAL OPERATIONS CENTER AND
STORAGE AND MAINTENANCE FACILITY BUILD-OUTS
1. PARTIES AND DATE.
This Agreement is made and entered into this ___ day of _______, 2017, by and
between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION (“the
Commission”) and OWEN GROUP, INC. (“Consultant”), a [___LEGAL STATUS OF
CONSULTANT e.g., CORPORATION___].
2. RECITALS.
On November 8, 1988 the Voters of Riverside County approved Measure A
authorizing the collection of a one-half percent (2%) retail transactions and use tax (the
“tax”) to fund transportation programs and improvements within the County of Riverside,
and adopting the Riverside County Transportation Improvement Plan (the “Plan”).
Pursuant to Public Utility Code Sections 240000 et seq., the Commission is
authorized to allocate the proceeds of the Tax in furtherance of the Plan.
On November 5, 2002, the voters of Riverside County approved an extension of
the Measure A tax for the continued funding of transportation and improvements within
the County of Riverside.
Consultant desires to perform and assume responsibility for the provision of certain
professional services required by the Commission on the terms and conditions set forth
in this Agreement. Consultant represents that it is experienced in providing architectural-
engineering and construction management services to public clients, is licensed in the
State of California (if necessary), and is familiar with the plans of the Commission.
The Commission desires to engage Consultant to render such services for the I-
15 Express Lanes Operations Center and Storage and Maintenance Facility Build-outs in
the City of Corona, in Riverside County, California Project (“Project”) as set forth herein.
3. TERMS.
3.1 General Scope of Services. Consultant shall furnish all technical and
professional services, including labor, material, equipment, transportation, supervision
and expertise, and incidental and customary work necessary to fully and adequately DRAFTATTACHMENT 1
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17336.00000\30236491.1
supply the professional architectural-engineering and construction management services
necessary for the Project (“Services”). The Services are more particularly described in
Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be
subject to, and performed in accordance with, this Agreement, the exhibits attached
hereto and incorporated herein by reference, and all applicable local, state and federal
laws, rules and regulations.
3.2 Commencement of Services. The Consultant shall commence work upon
receipt of a written Notice to Proceed from Commission.
3.3 Term. The term of this Agreement shall be from the date first set forth above
or the date of issuance of the Notice to Proceed by the Commission, whichever occurs
first, to June 30, 2020 unless earlier terminated as provided herein. Consultant shall
complete the Services within the term of this Agreement, and shall meet any other
established schedules and deadlines. All applicable indemnification provisions of this
Agreement shall remain in effect following the termination of this Agreement.
3.4 Commission’s Representative. The Commission hereby designates the
Commission’s Executive Director, or his or her designee, to act as its Representative for
the performance of this Agreement (“Commission’s Representative”). Commission’s
Representative shall have the authority to act on behalf of the Commission for all
purposes under this Agreement. Commission’s Representative shall also review and give
approval, as needed, to the details of Consultant’s work as it progresses. Consultant
shall not accept direction or orders from any person other than the Commission’s
Representative or his or her designee.
3.5 Consultant’s Representative. Consultant hereby designates Steven
Hooper, Vice President to act as its Representative for the performance of this
Agreement (“Consultant’s Representative”). Consultant’s Representative shall have full
authority to act on behalf of Consultant for all purposes under this Agreement. The
Consultant’s Representative shall supervise and direct the Services, using his or her
professional skill and attention, and shall be responsible for all means, methods,
techniques, sequences and procedures and for the satisfactory coordination of all
portions of the Services under this Agreement. Consultant shall work closely and
cooperate fully with Commission’s Representative and any other agencies which may
have jurisdiction over or an interest in the Services. Consultant’s Representative shall be
available to the Commission staff at all reasonable times. Any substitution in Consultant’s
Representative shall be approved in writing by Commission’s Representative.
3.6 Substitution of Key Personnel. Consultant has represented to the
Commission that certain key personnel will perform and coordinate the Services under
this Agreement. Should one or more of such personnel become unavailable, Consultant
may substitute other personnel of at least equal competence upon written approval by the
Commission. In the event that the Commission and Consultant cannot agree as to the
substitution of the key personnel, the Commission shall be entitled to terminate this
Agreement for cause, pursuant to the provisions of Section 3.14. The key personnel for
performance of this Agreement are: Steven Hooper, Principal-in-Charge (Owen); DRAFT21
17336.00000\30236491.1
Paige Vaughan, Project Manager (Owen); Mark Griffith, Design Manager (Owen);
Bruce Hick, Project Engineer (MTGL); and George Elkin, Cost Estimator (Lenax
Construction Services, Inc).
3.7 Preliminary Review of Work. All reports, working papers, and similar work
products prepared for submission in the course of providing Services under this
Agreement shall be submitted to the Commission’s Representative in draft form, and the
Commission may require revisions of such drafts prior to formal submission and approval.
In the event that Commission’s Representative, in his or her sole discretion, determines
the formally submitted work product to be inadequate, Commission’s Representative may
require Consultant to revise and resubmit the work at no cost to the Commission.
3.8 Appearance at Hearings. If and when required by the Commission,
Consultant shall render assistance at public hearings or other meetings related to the
Project or necessary to the performance of the Services. However, Consultant shall not
be required to, and will not, render any decision, interpretation or recommendation
regarding questions of a legal nature or which may be construed as constituting a legal
opinion.
3.9 Standard of Care; Licenses. Consultant represents and maintains that it is
skilled in the professional calling necessary to perform all Services, duties and obligations
required by this Agreement to fully and adequately complete the Project. Consultant shall
perform the Services and duties in conformance to and consistent with the standards
generally recognized as being employed by professionals in the same discipline in the
State of California. Consultant warrants that all employees and subcontractors shall have
sufficient skill and experience to perform the Services assigned to them. Consultant
further represents and warrants to the Commission that its employees and subcontractors
have all licenses, permits, qualifications and approvals of whatever nature that are legally
required to perform the Services, and that such licenses and approvals shall be
maintained throughout the term of this Agreement. Consultant shall perform, at its own
cost and expense and without reimbursement from the Commission, any services
necessary to correct errors or omissions which are caused by the Consultant’s failure to
comply with the standard of care provided for herein, and shall be fully responsible to the
Commission for all damages and other liabilities provided for in the indemnification
provisions of this Agreement arising from the Consultant’s errors and omissions. Any
employee of Consultant or its sub-consultants who is determined by the Commission to
be uncooperative, incompetent, a threat to the adequate or timely completion of the
Project, a threat to the safety of persons or property, or any employee who fails or refuses
to perform the Services in a manner acceptable to the Commission, shall be promptly
removed from the Project by the Consultant and shall not be re-employed to perform any
of the Services or to work on the Project.
3.10 Opportunity to Cure. Commission may provide Consultant an opportunity
to cure, at Consultant’s expense, all errors and omissions which may be disclosed during
Project implementation. Should Consultant fail to make such correction in a timely
manner, such correction may be made by the Commission, and the cost thereof charged
to Consultant. DRAFT22
17336.00000\30236491.1
3.11 Inspection of Work. Consultant shall allow the Commission’s
Representative to inspect or review Consultant’s work in progress at any reasonable time.
3.12 Final Acceptance. Upon determination by the Commission that Consultant
has satisfactorily completed the Services required under this Agreement and within the
term set forth in Section 3.3, the Commission shall give Consultant a written Notice of
Final Acceptance. Upon receipt of such notice, Consultant shall incur no further costs
hereunder, unless otherwise specified in the Notice of Final Acceptance. Consultant may
request issuance of a Notice of Final Acceptance when, in its opinion, it has satisfactorily
completed all Services required under the terms of this Agreement.
3.13 Laws and Regulations. Consultant shall keep itself fully informed of and in
compliance with all local, state and federal laws, rules and regulations in any manner
affecting the performance of the Project or the Services, including all Cal/OSHA
requirements, and shall give all notices required by law. Consultant shall be liable for all
violations of such laws and regulations in connection with Services. If the Consultant
performs any work knowing it to be contrary to such laws, rules and regulations and
without giving written notice to the Commission, Consultant shall be solely responsible
for all costs arising therefrom. Consultant shall defend, indemnify and hold Commission,
its officials, directors, officers, employees and agents free and harmless, pursuant to the
indemnification provisions of this Agreement, from any claim or liability arising out of any
failure or alleged failure to comply with such laws, rules or regulations.
3.14 Termination.
1. Notice; Reason. Commission may, by written notice to Consultant,
terminate this Agreement, in whole or in part, at any time by giving written notice to
Consultant of such termination, and specifying the effective date thereof (“Notice of
Termination”). Such termination may be for Commission’s convenience or because of
Consultant’s failure to perform its duties and obligations under this Agreement, including,
but not limited to, the failure of Consultant to timely perform Services pursuant to the
Schedule of Services described in Section 3.15 of this Agreement. Consultant may not
terminate this Agreement except for cause.
2. Discontinuance of Services. Upon receipt of the written Notice of
Termination, Consultant shall discontinue all affected Services as directed in the Notice
or as otherwise provided herein, and deliver to the Commission all Documents and Data,
as defined in this Agreement, as may have been prepared or accumulated by Consultant
in performance of the Services, whether completed or in progress.
3. Effect of Termination For Convenience. If the termination is to be for
the convenience of the Commission, the Commission shall compensate Consultant for
Services fully and adequately provided through the effective date of termination. Such
payment shall include a pro-rated amount of profit, if applicable, but no amount shall be
paid for anticipated profit on unperformed Services. Consultant shall provide
documentation deemed adequate by Commission’s Representative to show the Services DRAFT23
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actually completed by Consultant prior to the effective date of termination. This
Agreement shall terminate on the effective date of the Notice of Termination.
4. Effect of Termination for Cause. If the termination is for cause,
Consultant shall be compensated for those Services which have been fully and
adequately completed and accepted by the Commission as of the date the Commission
provides the Notice of Termination. In such case, the Commission may take over the
work and prosecute the same to completion by contract or otherwise. Further, Consultant
shall be liable to the Commission for any reasonable additional costs incurred by the
Commission to revise work for which the Commission has compensated Consultant under
this Agreement, but which the Commission has determined in its sole discretion needs to
be revised, in part or whole, to complete the Project. Termination of this Agreement for
cause may be considered by the Commission in determining whether to enter into future
agreements with Consultant.
5. Cumulative Remedies. The rights and remedies of the Parties
provided in this Section are in addition to any other rights and remedies provided by law
or under this Agreement.
6. Procurement of Similar Services. In the event this Agreement is
terminated, in whole or in part, as provided by this Section, the Commission may procure,
upon such terms and in such manner as it deems appropriate, services similar to those
terminated.
7. Waivers. Consultant, in executing this Agreement, shall be deemed
to have waived any and all claims for damages which may otherwise arise from the
Commission’s termination of this Agreement, for convenience or cause, as provided in
this Section.
3.15 Schedule and Progress of Services.
1. Schedule of Services. Consultant shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit “B” attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical personnel to perform the
Services in conformance with such conditions. In order to facilitate Consultant’s
conformance with the Schedule, the Commission shall respond to Consultant’s submittals
in a timely manner. Upon request of Commission’s Representative, Consultant shall
provide a more detailed schedule of anticipated performance to meet the Schedule of
Services.
2. Modification of the Schedule. Consultant shall regularly report to the
Commission, through correspondence or progress reports, its progress in providing
required Services within the scheduled time periods. Commission shall be promptly
informed of all anticipated delays. In the event that Consultant determines that a schedule
modification is necessary, Consultant shall promptly submit a revised Schedule of
Services for approval by Commission’s Representative. DRAFT24
17336.00000\30236491.1
3. Trend Meetings. Consultant shall conduct trend meetings with the
Commission’s Representative and other interested parties, as requested by the
Commission, on a bi-weekly basis or as may be mutually scheduled by the Parties at a
standard day and time. These trend meetings will encompass focused and informal
discussions concerning scope, schedule, and current progress of Services, relevant cost
issues, and future Project objectives. Consultant shall be responsible for the preparation
and distribution of meeting agendas to be received by the Commission and other
attendees no later than three (3) working days prior to the meeting.
4. Progress Reports. As part of its monthly invoice, Consultant shall
submit a progress report, in a form determined by the Commission, which will indicate the
progress achieved during the previous month in relation to the Schedule of Services.
Submission of such progress report by Consultant shall be a condition precedent to
receipt of payment from the Commission for each monthly invoice submitted.
3.16 Delay in Performance.
1. Excusable Delays. Should Consultant be delayed or prevented from
the timely performance of any act or Services required by the terms of the Agreement by
reason of acts of God or of the public enemy, acts or omissions of the Commission or
other governmental agencies in either their sovereign or contractual capacities, fires,
floods, epidemics, quarantine restrictions, strikes, freight embargoes or unusually severe
weather, performance of such act shall be excused for the period of such delay.
2. Written Notice. If Consultant believes it is entitled to an extension of
time due to conditions set forth in subsection 3.16.1, Consultant shall provide written
notice to the Commission within seven (7) working days from the time Consultant knows,
or reasonably should have known, that performance of the Services will be delayed due
to such conditions. Failure of Consultant to provide such timely notice shall constitute a
waiver by Consultant of any right to an excusable delay in time of performance.
3. Mutual Agreement. Performance of any Services under this
Agreement may be delayed upon mutual agreement of the Parties. Upon such
agreement, Consultant’s Schedule of Services shall be extended as necessary by the
Commission. Consultant shall take all reasonable steps to minimize delay in completion,
and additional costs, resulting from any such extension.
3.17 Status of Consultant/Subconsultants.
1. Independent Contractor. The Services shall be performed by
Consultant or under its supervision. Consultant will determine the means, methods and
details of performing the Services subject to the requirements of this Agreement.
Commission retains Consultant on an independent contractor basis and not as an
employee, agent or representative of the Commission. Consultant retains the right to
perform similar or different services for others during the term of this Agreement. Any
additional personnel performing the Services under this Agreement on behalf of
Consultant shall at all times be under Consultant’s exclusive direction and control. DRAFT25
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Consultant shall pay all wages, salaries and other amounts due such personnel in
connection with their performance of Services and as required by law. Consultant shall
be responsible for all reports and obligations respecting such personnel, including but not
limited to, social security taxes, income tax withholdings, unemployment insurance,
disability insurance, and workers’ compensation insurance.
2. Prevailing Wage Requirements.
(A) Payment of Prevailing Wages. By its execution of this
Agreement, Consultant certifies that it is aware of the requirements of California Labor
Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations,
Title 8, Section 16000 et seq. (“Prevailing Wage Laws”), which require the payment of
prevailing wage rates and the performance of other requirements on certain “public
works” and “maintenance” projects. If the Services are being performed as part of an
applicable “public works” or “maintenance” project, as defined by the Prevailing Wage
Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply
with such Prevailing Wage Laws. Copies of the prevailing rate of per diem wages in effect
at the commencement of this Agreement are on file at the offices of the Commission.
Consultant shall make copies of the prevailing rates of per diem wages for each craft,
classification or type of worker needed to execute the Services available to interested
parties upon request, and shall post copies at the Consultant’s principal place of business
and at the project site. Consultant shall defend, indemnify and hold the Commission, its
elected officials, officers, employees and agents free and harmless from any claims,
liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply
with the Prevailing Wage Laws. Certified Payrolls are to be submitted whenever required
by Prevailing Wage laws.
(B) DIR Registration. If the Services are being performed as part
of an applicable “public works” or “maintenance” project, then pursuant to Labor Code
Sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered
with the Department of Industrial Relations. If applicable, Consultant shall maintain
registration for the duration of the Project and require the same of any
subconsultants. This Project may also be subject to compliance monitoring and
enforcement by the Department of Industrial Relations. It shall be Consultant’s sole
responsibility to comply with all applicable registration and labor compliance
requirements.
3. Eight-Hour Law. Pursuant to the provisions of the California Labor
Code, eight hours of labor shall constitute a legal day’s work, and the time of service of
any worker employed on the work shall be limited and restricted to eight hours during any
one calendar day, and forty hours in any one calendar week, except when payment for
overtime is made at not less than one and one-half the basic rate for all hours worked in
excess of eight hours per day (“Eight-Hour Law”), unless Consultant or the Services are
not subject to the Eight-Hour Law. Consultant shall forfeit to Commission as a penalty,
$50.00 for each worker employed in the execution of this Agreement by him, or by any
sub-consultant under him, for each calendar day during which such workman is required
or permitted to work more than eight hours in any calendar day and forty hours in any one DRAFT26
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calendar week without such compensation for overtime violation of the provisions of the
California Labor Code, unless Consultant or the Services are not subject to the Eight-
Hour Law.
4. Assignment or Transfer. Consultant shall not assign, hypothecate,
or transfer, either directly or by operation of law, this Agreement or any interest herein,
without the prior written consent of the Commission. Any attempt to do so shall be null
and void, and any assignees, hypothecates or transferees shall acquire no right or interest
by reason of such attempted assignment, hypothecation or transfer.
5. Subcontracting. Consultant shall not subcontract any portion of the
work or Services required by this Agreement, except as expressly stated herein, without
prior written approval of the Commission. Subcontracts, if any, shall contain a provision
making them subject to all provisions stipulated in this Agreement.
Consultant has, as part of its proposal, identified certain
companies/firms that will be subconsultants utilized by Consultant (“Subconsultants”) for
Project delivery. The names of such Subconsultants may be included as part of Exhibit
“C”. The Commission hereby approves the use by Consultant of the Subconsultants
identified in Exhibit “C” . In the event and prior to the replacement of any Subconsultant
approved herein, the Consultant shall seek and obtain the Commission’s written approval.
Exhibit “C” may also set forth the rates at which each Subconsultant shall bill the
Consultant for Services and that are subject to reimbursement by the Commission to
Consultant. Additional Direct Costs, as defined in Exhibit “C” shall be the same for both
the Consultant and all subconsultants, unless otherwise identified in Exhibit “C”.
Consultant acknowledges that approval of Consultant’s utilization of
the identified Subconsultants together with the incorporation of Subconsultants’ rate
schedules and cost proposals into this Agreement shall in no way be construed to create
any contractual relationship between any Subconsultant and the Commission. The
Subconsultant rate schedules and cost proposals contained herein are for accounting
purposes only. In the event that any Subconsultant shall bring any action, claim or
proceeding purporting to enforce any right purportedly arising under this Agreement, the
Consultant shall be responsible for the Commission’s reasonable legal fees without
regard to the merits of any such claim.
3.18 Ownership of Materials/Confidentiality.
1. Documents & Data. This Agreement creates an exclusive and
perpetual license for Commission to copy, use, modify, reuse, or sub-license any and all
copyrights and designs embodied in plans, specifications, studies, drawings, estimates,
materials, data and other documents or works of authorship fixed in any tangible medium
of expression, including but not limited to, physical drawings or data magnetically or
otherwise recorded on computer diskettes, which are prepared or caused to be prepared
by Consultant under this Agreement (“Documents & Data”). DRAFT27
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Consultant shall require all subcontractors to agree in writing that
Commission is granted an exclusive and perpetual license for any Documents & Data the
subcontractor prepares under this Agreement.
Consultant represents and warrants that Consultant has the legal
right to grant the exclusive and perpetual license for all such Documents & Data.
Consultant makes no such representation and warranty in regard to Documents & Data
which were prepared by design professionals other than Consultant or provided to
Consultant by the Commission.
Commission shall not be limited in any way in its use of the
Documents & Data at any time, provided that any such use not within the purposes
intended by this Agreement shall be at Commission’s sole risk.
2. Intellectual Property. In addition, Commission shall have and retain
all right, title and interest (including copyright, patent, trade secret and other proprietary
rights) in all plans, specifications, studies, drawings, estimates, materials, data, computer
programs or software and source code, enhancements, documents, and any and all
works of authorship fixed in any tangible medium or expression, including but not limited
to, physical drawings or other data magnetically or otherwise recorded on computer
media (“Intellectual Property”) prepared or developed by or on behalf of Consultant under
this Agreement as well as any other such Intellectual Property prepared or developed by
or on behalf of Consultant under this Agreement.
The Commission shall have and retain all right, title and interest in
Intellectual Property developed or modified under this Agreement whether or not paid for
wholly or in part by Commission, whether or not developed in conjunction with Consultant,
and whether or not developed by Consultant. Consultant will execute separate written
assignments of any and all rights to the above referenced Intellectual Property upon
request of Commission.
Consultant shall also be responsible to obtain in writing separate
written assignments from any subcontractors or agents of Consultant of any and all right
to the above referenced Intellectual Property. Should Consultant, either during or
following termination of this Agreement, desire to use any of the above-referenced
Intellectual Property, it shall first obtain the written approval of the Commission.
All materials and documents which were developed or prepared by
the Consultant for general use prior to the execution of this Agreement and which are not
the copyright of any other party or publicly available and any other computer applications,
shall continue to be the property of the Consultant. However, unless otherwise identified
and stated prior to execution of this Agreement, Consultant represents and warrants that
it has the right to grant the exclusive and perpetual license for all such Intellectual Property
as provided herein.
Commission further is granted by Consultant a non-exclusive and
perpetual license to copy, use, modify or sub-license any and all Intellectual Property DRAFT28
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otherwise owned by Consultant which is the basis or foundation for any derivative,
collective, insurrectional, or supplemental work created under this Agreement.
3. Confidentiality. All ideas, memoranda, specifications, plans,
procedures, drawings, descriptions, computer program data, input record data, written
information, and other Documents and Data either created by or provided to Consultant
in connection with the performance of this Agreement shall be held confidential by
Consultant. Such materials shall not, without the prior written consent of Commission, be
used by Consultant for any purposes other than the performance of the Services. Nor
shall such materials be disclosed to any person or entity not connected with the
performance of the Services or the Project. Nothing furnished to Consultant which is
otherwise known to Consultant or is generally known, or has become known, to the
related industry shall be deemed confidential. Consultant shall not use Commission’s
name or insignia, photographs of the Project, or any publicity pertaining to the Services
or the Project in any magazine, trade paper, newspaper, television or radio production or
other similar medium without the prior written consent of Commission.
3.19 Indemnification. To the fullest extent permitted by law, Consultant shall
defend, indemnify and hold Commission, its directors, officials, officers, employees,
consultants, volunteers, and agents free and harmless from any and all claims, demands,
causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to
property or persons, including wrongful death, in any manner arising out of or incident to
alleged negligent acts, omissions, or willful misconduct of Consultant, its officials, officers,
employees, agents, consultants, and contractors arising out of or in connection with the
performance of the Services, the Project or this Agreement, including without limitation
the payment of consequential damages, expert witness fees, and attorneys fees and
other related costs and expenses. Consultant shall defend, at Consultant’s own cost,
expense and risk, any and all such aforesaid suits, actions or other legal proceedings of
every kind that may be brought or instituted against Commission, its directors, officials,
officers, employees, consultants, agents, or volunteers. Consultant shall pay and satisfy
any judgment, award or decree that may be rendered against Commission or its directors,
officials, officers, employees, consultants, agents, or volunteers, in any such suit, action
or other legal proceeding. Consultant shall reimburse Commission and its directors,
officials, officers, employees, consultants, agents, and/or volunteers, for any and all legal
expenses and costs, including reasonable attorney’s fees, incurred by each of them in
connection therewith or in enforcing the indemnity herein provided. Consultant’s
obligation to indemnify shall not be restricted to insurance proceeds, if any, received by
Commission, its directors, officials officers, employees, consultants, agents, or
volunteers. Notwithstanding the foregoing, to the extent Consultant’s Services are
subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent
required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Consultant. Consultant’s
obligations as set forth in this Section 3.19 shall survive expiration or termination of this
Agreement.
1. Infringement Indemnification. In addition to the above, Consultant
shall defend, indemnify and hold the Commission, its directors, officials, officers, DRAFT29
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employees, volunteers and agents free and harmless, pursuant to the indemnification
provisions of this Agreement, for any alleged infringement of any patent, copyright, trade
secret, trade name, trademark, or any other proprietary right of any person or entity in
consequence of the use on the Project by Commission of the Documents & Data,
including any method, process, product, or concept specified or depicted.
3.20 Insurance.
1. Time for Compliance. Consultant shall not commence work under
this Agreement until it has provided evidence satisfactory to the Commission that it has
secured all insurance required under this section, in a form and with insurance companies
acceptable to the Commission. In addition, Consultant shall not allow any subcontractor
to commence work on any subcontract until it has secured all insurance required under
this section.
2. Minimum Requirements. Consultant shall, at its expense, procure
and maintain for the duration of the Agreement insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the
performance of the Agreement by the Consultant, its agents, representatives, employees
or subcontractors. Consultant shall also require all of its subcontractors to procure and
maintain the same insurance for the duration of the Agreement. Such insurance shall
meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001 or exact equivalent);
(2) Automobile Liability: Insurance Services Office Business Auto Coverage (form CA
0001, code 1 (any auto) or exact equivalent); and (3) Workers’ Compensation and
Employer’s Liability: Workers’ Compensation insurance as required by the State of
California and Employer’s Liability Insurance.
(B) Minimum Limits of Insurance. Consultant shall maintain limits
no less than: (1) General Liability: $2,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with
general aggregate limit is used, either the general aggregate limit shall apply separately
to this Agreement/location or the general aggregate limit shall be twice the required
occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and
property damage; and (3) if Consultant has an employees, Workers’ Compensation and
Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the
State of California. Employer’s Practices Liability limits of $1,000,000 per accident.
3. Professional Liability. Consultant shall procure and maintain, and
require its sub-consultants to procure and maintain, for a period of five (5) years following
completion of the Project, errors and omissions liability insurance appropriate to their
profession. Such insurance shall be in an amount not less than $1,000,000 per claim.
This insurance shall be endorsed to include contractual liability applicable to this
Agreement and shall be written on a policy form coverage specifically designed to protect DRAFT30
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against acts, errors or omissions of the Consultant. “Covered Professional Services” as
designated in the policy must specifically include work performed under this Agreement.
The policy must “pay on behalf of” the insured and must include a provision establishing
the insurer’s duty to defend.
4. Aircraft Liability Insurance. Prior to conducting any Services
requiring use of aircraft, Consultant shall procure and maintain, or cause to be procured
and maintained, aircraft liability insurance or equivalent form, with a single limit as shall
be required by the Commission. Such insurance shall include coverage for owned, hired
and non-owned aircraft and passengers, and shall name, or be endorsed to name, the
Commission, Park District and their directors, officials, officers, employees and agents as
additional insureds with respect to the Services or operations performed by or on behalf
of the Consultant.
5. Insurance Endorsements. The insurance policies shall contain the
following provisions, or Consultant shall provide endorsements on forms approved by the
Commission to add the following provisions to the insurance policies:
(A) General Liability.
(i) Commercial General Liability Insurance must include
coverage for (1) bodily Injury and property damage; (2) personal Injury/advertising Injury;
(3) premises/operations liability; (4) products/completed operations liability; (5) aggregate
limits that apply per Project; (6) explosion, collapse and underground (UCX) exclusion
deleted; (7) contractual liability with respect to this Agreement; (8) broad form property
damage; and (9) independent consultants coverage.
(ii) The policy shall contain no endorsements or provisions
limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits
by one insured against another; or (3) contain any other exclusion contrary to this
Agreement.
(iii) The policy shall give the Commission, its directors,
officials, officers, employees, and agents insured status using ISO endorsement forms 20
10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(iv) The additional insured coverage under the policy shall
be “primary and non-contributory” and will not seek contribution from the Commission’s
insurance or self-insurance and shall be at least as broad as CG 20 01 04 13, or
endorsements providing the exact same coverage.
(B) Automobile Liability. The automobile liability policy shall be
endorsed to state that: (1) the Commission, its directors, officials, officers, employees
and agents shall be covered as additional insureds with respect to the ownership,
operation, maintenance, use, loading or unloading of any auto owned, leased, hired or
borrowed by the Consultant or for which the Consultant is responsible; and (2) the
insurance coverage shall be primary insurance as respects the Commission, its directors,
officials, officers, employees and agents, or if excess, shall stand in an unbroken chain of DRAFT31
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coverage excess of the Consultant’s scheduled underlying coverage. Any insurance or
self-insurance maintained by the Commission, its directors, officials, officers, employees
and agents shall be excess of the Consultant’s insurance and shall not be called upon to
contribute with it in any way.
(C) Workers’ Compensation and Employers Liability Coverage.
(i) Consultant certifies that he/she is aware of the
provisions of Section 3700 of the California Labor Code which requires every employer
to be insured against liability for workers’ compensation or to undertake self-insurance in
accordance with the provisions of that code, and he/she will comply with such provisions
before commencing work under this Agreement.
(ii) The insurer shall agree to waive all rights of
subrogation against the Commission, its directors, officials, officers, employees and
agents for losses paid under the terms of the insurance policy which arise from work
performed by the Consultant.
(D) All Coverages.
(i) Defense costs shall be payable in addition to the limits
set forth hereunder.
(ii) Requirements of specific coverage or limits contained
in this section are not intended as a limitation on coverage, limits, or other requirement,
or a waiver of any coverage normally provided by any insurance. It shall be a requirement
under this Agreement that any available insurance proceeds broader than or in excess of
the specified minimum insurance coverage requirements and/or limits set forth herein
shall be available to the Commission, its directors, officials, officers, employees and
agents as additional insureds under said policies. Furthermore, the requirements for
coverage and limits shall be (1) the minimum coverage and limits specified in this
Agreement; or (2) the broader coverage and maximum limits of coverage of any insurance
policy or proceeds available to the named insured; whichever is greater.
(iii) The limits of insurance required in this Agreement may
be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella
or excess insurance shall contain or be endorsed to contain a provision that such
coverage shall also apply on a primary and non-contributory basis for the benefit of the
Commission (if agreed to in a written contract or agreement) before the Commission’s
own insurance or self-insurance shall be called upon to protect it as a named insured.
The umbrella/excess policy shall be provided on a “following form” basis with coverage
at least as broad as provided on the underlying policy(ies).
(iv) Consultant shall provide the Commission at least thirty
(30) days prior written notice of cancellation of any policy required by this Agreement,
except that the Consultant shall provide at least ten (10) days prior written notice of
cancellation of any such policy due to non-payment of premium. If any of the required
coverage is cancelled or expires during the term of this Agreement, the Consultant shall DRAFT32
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deliver renewal certificate(s) including the General Liability Additional Insured
Endorsement to the Commission at least ten (10) days prior to the effective date of
cancellation or expiration.
(v) The retroactive date (if any) of each policy is to be no
later than the effective date of this Agreement. Consultant shall maintain such coverage
continuously for a period of at least three years after the completion of the work under
this Agreement. Consultant shall purchase a one (1) year extended reporting period A)
if the retroactive date is advanced past the effective date of this Agreement; B) if the policy
is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy
with a retroactive date subsequent to the effective date of this Agreement.
(vi) The foregoing requirements as to the types and limits
of insurance coverage to be maintained by Consultant, and any approval of said
insurance by the Commission, is not intended to and shall not in any manner limit or
qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to
this Agreement, including but not limited to, the provisions concerning indemnification.
(vii) If at any time during the life of the Agreement, any
policy of insurance required under this Agreement does not comply with these
specifications or is canceled and not replaced, Commission has the right but not the duty
to obtain the insurance it deems necessary and any premium paid by Commission will be
promptly reimbursed by Consultant or Commission will withhold amounts sufficient to pay
premium from Consultant payments. In the alternative, Commission may cancel this
Agreement. The Commission may require the Consultant to provide complete copies of
all insurance policies in effect for the duration of the Project.
(viii) Neither the Commission nor any of its directors,
officials, officers, employees or agents shall be personally responsible for any liability
arising under or by virtue of this Agreement.
Each insurance policy required by this Agreement shall
be endorsed to state that:
6. Deductibles and Self-Insurance Retentions. Any deductibles or self-
insured retentions must be declared to and approved by the Commission. If the
Commission does not approve the deductibles or self-insured retentions as presented,
Consultant shall guarantee that, at the option of the Commission, either: (1) the insurer
shall reduce or eliminate such deductibles or self-insured retentions as respects the
Commission, its directors, officials, officers, employees and agents; or, (2) the Consultant
shall procure a bond guaranteeing payment of losses and related investigation costs,
claims and administrative and defense expenses.
7. Acceptability of Insurers. Insurance is to be placed with insurers with
a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and
satisfactory to the Commission. DRAFT33
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8. Verification of Coverage. Consultant shall furnish Commission with
original certificates of insurance and endorsements effecting coverage required by this
Agreement on forms satisfactory to the Commission. The certificates and endorsements
for each insurance policy shall be signed by a person authorized by that insurer to bind
coverage on its behalf. All certificates and endorsements must be received and approved
by the Commission before work commences. The Commission reserves the right to
require complete, certified copies of all required insurance policies, at any time.
9. Subconsultant Insurance Requirements. Consultant shall not allow
any subcontractors or subconsultants to commence work on any subcontract until they
have provided evidence satisfactory to the Commission that they have secured all
insurance required under this section. Policies of commercial general liability insurance
provided by such subcontractors or subconsultants shall be endorsed to name the
Commission as an additional insured using ISO form CG 20 38 04 13 or an endorsement
providing the exact same coverage. If requested by Consultant, the Commission may
approve different scopes or minimum limits of insurance for particular subcontractors or
subconsultants.
3.21 Safety. Consultant shall execute and maintain its work so as to avoid injury
or damage to any person or property. In carrying out its Services, the Consultant shall at
all times be in compliance with all applicable local, state and federal laws, rules and
regulations, and shall exercise all necessary precautions for the safety of employees
appropriate to the nature of the work and the conditions under which the work is to be
performed. Safety precautions as applicable shall include, but shall not be limited to: (A)
adequate life protection and life saving equipment and procedures; (B) instructions in
accident prevention for all employees and subcontractors, such as safe walkways,
scaffolds, fall protection ladders, bridges, gang planks, confined space procedures,
trenching and shoring, equipment and other safety devices, equipment and wearing
apparel as are necessary or lawfully required to prevent accidents or injuries; and (C)
adequate facilities for the proper inspection and maintenance of all safety measures.
3.22 Fees and Payment.
1. Compensation. Consultant shall receive compensation, including
authorized reimbursements, for all Services rendered under this Agreement at the rates
set forth in Exhibit “C” attached hereto and incorporated herein by reference. The Total
Compensation shall not exceed Five Hundred Fifty Thousand Fifty-Two Dollars
($550,052) without written approval of Commission’s Representative. Extra Work may
be authorized, as described below, and if authorized, will be compensated at the rates
and manner set forth in this Agreement.
2. Payment of Compensation. Consultant shall submit a monthly
itemized statement which indicates work completed and hours of Services rendered by
Consultant. The statement shall describe the amount of Services and supplies provided
since the initial commencement date, or since the start of the subsequent billing periods,
as appropriate, through the date of the Statement. Charges specific to each Milestone
listed in the Schedule of Services shall be listed separately on an attachment to each DRAFT34
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statement. Each statement shall be accompanied by a monthly progress report and
spreadsheets showing hours expended for each task for each month and the total Project
to date. Each statement shall include a cover sheet bearing a certification as to the
accuracy of the statement signed by the Consultant’s Project Manager or other authorized
officer.
3. Extra Work. At any time during the term of this Agreement,
Commission may request Consultant to perform Extra Work. As used herein, “Extra
Work” means any work which is determined by the Commission to be necessary for
proper completion of the Project, but which the parties did not reasonably anticipate would
be necessary at the execution of this Agreement. Consultant shall not perform, nor be
compensated for, Extra Work without written authorization from Commission’s
Representative. In the event an Extra Work Order is not issued and signed by
Commission’s Representative, Consultant shall not provide such Extra Work.
4. Reimbursement for Expenses. Consultant shall not be reimbursed
for any expenses unless authorized in writing by the Commission’s Representative.
3.23 Prohibited Interests.
1. Solicitation. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working
solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants
that it has not paid nor has it agreed to pay any company or person, other than a bona
fide employee working solely for Consultant, any fee, commission, percentage, brokerage
fee, gift or other consideration contingent upon or resulting from the award or making of
this Agreement. For breach or violation of this warranty, the Commission shall have the
right to rescind this Agreement without liability.
2. Conflict of Interest. For the term of this Agreement, no member,
officer or employee of the Commission, during the term of his or her service with the
Commission, shall have any direct interest in this Agreement, or obtain any present or
anticipated material benefit arising therefrom.
3. Conflict of Employment. Employment by the Consultant of personnel
currently on the payroll of the Commission shall not be permitted in the performance of
this Agreement, even though such employment may occur outside of the employee’s
regular working hours or on weekends, holidays or vacation time. Further, the
employment by the Consultant of personnel who have been on the Commission payroll
within one year prior to the date of execution of this Agreement, where this employment
is caused by and or dependent upon the Consultant securing this or related Agreements
with the Commission, is prohibited.
4. Employment Adverse to the Commission. Consultant shall notify the
Commission, and shall obtain the Commission’s written consent, prior to accepting work
to assist with or participate in a third-party lawsuit or other legal or administrative
proceeding against the Commission during the term of this Agreement. DRAFT35
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3.24 Accounting Records. Consultant shall maintain complete and accurate
records with respect to all costs and expenses incurred and fees charged under this
Agreement. All such records shall be clearly identifiable. Consultant shall allow a
representative of the Commission during normal business hours to examine, audit, and
make transcripts or copies of any and all ledgers and books of account, invoices,
vouchers, canceled checks, and any other records or documents created pursuant to this
Agreement. All such information shall be retained by Consultant for at least three (3)
years following termination of this Agreement.
3.25 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because of race, religion, color, national origin, ancestry, sex
or age. Such non-discrimination shall include, but not be limited to, all activities related
to initial employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff or termination. Consultant shall also comply with all relevant provisions
of the Commission’s Disadvantaged Business Enterprise program, Affirmative Action
Plan or other related Commission programs or guidelines currently in effect or hereinafter
enacted.
3.26 Employment of Apprentices. This Agreement shall not prevent the
employment of properly indentured apprentices in accordance with the California Labor
Code, and no employer or labor union shall refuse to accept otherwise qualified
employees as indentured apprentices on the work performed hereunder solely on the
ground of race, creed, national origin, ancestry, color or sex. Every qualified apprentice
shall be paid the standard wage paid to apprentices under the regulations of the craft or
trade in which he or she is employed and shall be employed only in the craft or trade to
which he or she is registered.
If California Labor Code Section 1777.5 applies to the Services, Consultant
and any subcontractor hereunder who employs workers in any apprenticeable craft or
trade shall apply to the joint apprenticeship council administering applicable standards for
a certificate approving Consultant or any sub-consultant for the employment and training
of apprentices. Upon issuance of this certificate, Consultant and any sub-consultant shall
employ the number of apprentices provided for therein, as well as contribute to the fund
to administer the apprenticeship program in each craft or trade in the area of the work
hereunder.
The parties expressly understand that the responsibility for compliance with
provisions of this Section and with Sections 1777.5, 1777.6 and 1777.7 of the California
Labor Code in regard to all apprenticeable occupations lies with Consultant
3.27 Right to Employ Other Consultants. The Commission reserves the right to
employ other consultants in connection with the Project. Consultant shall cooperate fully
with any other consultant engaged by the Commission on the Project. DRAFT36
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3.28 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the parties, and shall not be assigned by Consultant without
the prior written consent of Commission.
3.29 Governing Law. This Agreement shall be governed by and construed with
the laws of the State of California. Venue shall be in Riverside County.
3.30 Attorneys’ Fees. If either party commences an action against the other
party, either legal, administrative or otherwise, arising out of or in connection with this
Agreement, the prevailing party in such litigation shall be entitled to have and recover
from the losing party reasonable attorneys’ fees and, all other costs of such actions.
3.31 Time of Essence. Time is of the essence for each and every provision of
this Agreement.
3.32 Headings. Article and Section Headings, paragraph captions or marginal
headings contained in this Agreement are for convenience only and shall have no effect
in the construction or interpretation of any provision herein.
3.33 Notices. All notices permitted or required under this Agreement shall be
given to the respective parties at the following address, or at such other address as the
respective parties may provide in writing for this purpose:
CONSULTANT:
Owen Group, Inc.
Attn:
COMMISSION:
Riverside County
Transportation Commission
4080 Lemon Street, 3rd Floor
Riverside, CA 92501
Attn: Executive Director
Such notice shall be deemed made when personally delivered or when
mailed, forty-eight (48) hours after deposit in the U.S. mail, first class postage prepaid,
and addressed to the party at its applicable address. Actual notice shall be deemed
adequate notice on the date actual notice occurred, regardless of the method of service.
3.34 Conflicting Provisions. In the event that provisions of any attached exhibits
conflict in any way with the provisions set forth in this Agreement, the language, terms
and conditions contained in this Agreement shall control the actions and obligations of
the Parties and the interpretation of the Parties’ understanding concerning the
performance of the Services.
3.35 Amendment or Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.36 Entire Agreement. This Agreement contains the entire agreement of the
Parties relating to the subject matter hereof and supersedes all prior negotiations,
agreements or understandings. DRAFT37
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3.37 Invalidity; Severability. If any portion of this Agreement is declared invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
3.38 Survival. All rights and obligations hereunder that by their nature are to
continue after any expiration or termination of this Agreement, including, but not limited
to, the indemnification and confidentiality obligations, shall survive any such expiration or
termination.
3.39 No Third Party Beneficiaries. There are no intended third party beneficiaries
of any right or obligation assumed by the Parties.
3.40 Subpoenas or Court Orders. Should Consultant receive a subpoena or
court order related to this Agreement, the Services or the Project, Consultant shall
immediately provide written notice of the subpoena or court order to the Commission.
Consultant shall not respond to any such subpoena or court order until notice to the
Commission is provided as required herein, and shall cooperate with the Commission in
responding to the subpoena or court order.
3.41 Labor Certification. By its signature hereunder, Consultant certifies that it
is aware of the provisions of Section 3700 of the California Labor Code which require
every employer to be insured against liability for Workers’ Compensation or to undertake
self-insurance in accordance with the provisions of that Code, and agrees to comply with
such provisions before commencing the performance of the Services.
3.42 Counterparts. This Agreement may be signed in counterparts, each of
which shall constitute an original.
3.43 Incorporation of Recitals. The recitals set forth above are true and correct
and are incorporated into this Agreement as though fully set forth herein.
3.44 No Waiver. Failure of Commission to insist on any one occasion upon strict
compliance with any of the terms, covenants or conditions hereof shall not be deemed a
waiver of such term, covenant or condition, nor shall any waiver or relinquishment of any
rights or powers hereunder at any one time or more times be deemed a waiver or
relinquishment of such other right or power at any other time or times.
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SIGNATURE PAGE
TO
AGREEMENT NO. 18-31-006-00
IN WITNESS WHEREOF, this Agreement was executed on the date first written
above.
RIVERSIDE COUNTY
TRANSPORTATION COMMISSION
By:
[INSERT NAME]
Chairman
OWEN GROUP INC.
By:
Signature
Name
Title
Approved as to Form:
By:
Best, Best & Krieger LLP
General Counsel
ATTEST:
By:
Its:
* A corporation requires the signatures of two corporate officers.
One signature shall be that of the chairman of board, the president or any vice president and the second
signature (on the attest line) shall be that of the secretary, any assistant secretary, the chief financial officer
or any assistant treasurer of such corporation.
If the above persons are not the intended signators, evidence of signature authority shall be provided to
RCTC. DRAFT39
EXHIBIT “A”
SCOPE OF SERVICES
A. SUMMARY
The COMMISSION is building the I-15 Express Lanes Project (I-15 ELP) to improve
traffic flow and reduce congestion on a portion of I-15 between the I-15/Cajalco Road
interchange to the south and the I-15/State Route 60 interchange to the north, a
distance of approximately fifteen (15) miles. As part of the project, a new Regional
Operations Center (ROC) and Storage and Maintenance (SAM) facility will be needed to
house all of the services required to operate and maintain the toll collection system for I-
15 Express Lanes. The COMMISSION has purchased two separate commercial
buildings in the City of Corona to be used as these facilities. Build-out of these facilities
will be required in order to allow the COMMISSION’s Toll Services Provider (TSP),
under separate contract, to install the furnishings and equipment necessary for the I-15
Express Lanes toll collection system. The OFFEROR shall provide Architectural-
Engineering (A-E) services to complete design and construction documents to enable
the COMMISSION to contract with a construction firm to construct the ROC and SAM
facility build-outs. The OFFEROR shall also provide construction administration and
construction management services over the course of the build-out work.
The Scope of Work includes the preparation of plans, specifications, cost estimates and
related activities as described below for the I-15 ELP Regional Operation Center (ROC)
and Storage and Maintenance (SAM) facility build-out (Project). An initial conceptual
design/layout for the improvements to the ROC and SAM facilities has been prepared
by the COMMISSION and its consultants. The OFFEROR shall finalize the design
concepts and complete the design and construction documents for purposes of
construction bidding and permitting. The OFFEROR shall also provide procurement
support, A-E services during construction, construction contract administration and
construction management services through the completion of the work. Specific design
requirements have been established by the TSP which will need to be incorporated as a
basis of the OFFEROR’s design. Close coordination with the TSP will be required
during the design development to ensure that all build-out requirements set forth by the
TSP are adequately incorporated into the OFFEROR’s design.
1. REGIONAL OPERATIONS CENTER (ROC)
a. Description
i. The ROC will be housed in a 9,372 SF freestanding office
building located at 291 Corporate Terrace Circle in Corona, CA.
The main purpose of the ROC will be to serve as the centralized
facility where all I-15 Express Lanes operations and
maintenance work will take place. These functions include DRAFT40
customer service, express lanes monitoring, incident
management, equipment maintenance, and other back office
activities such as equipment and transponder inventory
management, account management and license plate image
review. The ROC will include a single walk-in center and a call
center where customers can obtain transponders, make
payments, resolve violations, and manage their accounts in
person or by phone. A Traffic Operations Center will also be
located in the ROC where express lane operators can monitor
traffic conditions.
b. Division of Responsibility Between the OFFEROR and the Toll
Services Provider (TSP)
i. In general, the OFFEROR’s scope will be to design the interior
facility improvements of the ROC. The improvements to be
provided generally include interior remodeling (walls, floors,
partitions, doors, etc.) as well as electrical, mechanical,
plumbing and accessibility improvements (interior and/or
exterior, as required). Following the build-out of the ROC facility
space, the ROC will be turned over to the TSP to complete the
fit-out, including furnishings, equipment, workstations, etc.
Further details on the division of responsibilities are included in
Attachment 1B and Attachment 1C.
ii. OFFEROR’s scope also includes the design of the infrastructure
(conduit routing) for the communication network link between
the ROC facility and the I-15 corridor. The conceptual layout for
the communication network link is included in Attachment 1D.
Cabling and terminations for the communication network link will
be designed and installed by others.
2. STORAGE AND MAINTENANCE (SAM) FACILITY
a. Description
i. The SAM facility will be located at 120 N. Joy Street in Corona,
CA. The main purpose of the facility will be to provide storage
space for I-15 Express Lanes operations and maintenance
vehicles, equipment and materials. The facility will also house
TSP maintenance staff and be used for general equipment
maintenance and other miscellaneous maintenance activities.
b. Division of Responsibility Between the OFFEROR and the Toll
Services Provider (TSP)
DRAFT41
i. In general, the OFFEROR’s scope will be to design exterior site
improvements as necessary to ensure the existing facility meets
all applicable local, state and federal codes and standards. The
improvements to be provided generally include exterior
modifications to the existing parking lot and building site. No
interior modifications to the building are expected unless
accessibility (ADA) upgrade requirements are identified through
the initial design assessment process. If interior ADA upgrades
are deemed to be required, the OFFEROR shall incorporate
these upgrades into their design. Following the build-out of the
improvements, the SAM facility will be turned over to the
COMMISSION and the TSP for use.
B. GENERAL REQUIREMENTS
1. GENERAL
a. The OFFEROR shall prepare all reports, studies, plans, and
specifications in accordance with COMMISSION requirements, City of
Corona standards and codes and applicable Business Owners
Association Covenants, Conditions and Restrictions (CC&R’s).
2. DATA COLLECTION
a. The project will involve the review and assimilation of conceptual
designs prepared by the COMMISSION and its consultants. The
OFFEROR will be expected to make the best use of existing data to
minimize waste and duplication of work efforts.
3. MEETINGS/PUBLIC INVOLVEMENT
a. The OFFEROR will be required to meet with the COMMISSION and
others that may include its consultants, Business Owners Association
representatives, the City of Corona and the I-15 ELP’s TSP
representatives on a regular basis. Project status and/or
development meetings will be held on a weekly or monthly basis, at the
discretion of the COMMISSION.
4. PROJECT DELIVERY
Table B-1: Project Delivery Dates
The COMMISSION has established the following project milestones:
1. OFFEROR Notice to Proceed 11/08/2017
2. All City of Corona Approvals and Permits 04/18/2018 DRAFT42
Received
3. Release Construction Bid Package 05/09/2018
4. Issue Construction Contract NTP 07/11/2018
5. ROC Facility Buildouts Complete – Turnover to
TSP
01/07/2019
6. SAM Facility Buildouts Complete – Turnover to
TSP
05/08/2019
C. A-E SERVICES REQUIREMENTS
All work will be performed to meet the latest Local, State and Federal standards as
applicable to the element of work being performed. The activities listed in this scope of
work shall be submitted and delivered to the COMMISSION and, if applicable, the City
of Corona for 60% and 100% reviews and approvals. The COMMISSION’s Toll
Services Provider (TSP) will also provide reviews as necessary to ensure their design
requirements are being adequately addressed.
1. DESIGN WORK ACTIVITIES
The design work generally consists of the following primary activities and
deliverables:
a. Development of a Design Quality Management Plan for COMMISSION
approval;
b. Development of Project design schedule for COMMISSION approval;
c. Finalization of conceptual design elements including the ROC floorplan
layout, the SAM facility site plan, the ROC solar feasibility study and
the routing concept for the communication network ductbank between
the ROC facility and the I-15 corridor;
d. Preparation of a 60% design submittal for both the ROC and SAM
facilities consisting of a complete set of plans, calculations, and cost
estimates for review and approval by the COMMISSION;
e. Preparation of 100% final plans for both the ROC and SAM facilities
consisting of a complete set of plans, calculations, specifications, and
cost estimates for review and approval by the COMMISSION and, if
applicable, the City of Corona and Business Owners Associations;
f. Submission of monthly design progress reports to the COMMISSION
for approval;
DRAFT43
g. Preparation of construction documents consisting of the final design
documents, specifications, cost estimates and a construction schedule
that coincides with the Project Delivery Schedule (Table B-1);
h. Preparation, submission, obtaining and monitoring of all required
permits;
i. Assisting COMMISSION in the bid process, including but not limited to
responding to any Requests for Information (RFI) submitted by
bidders;
j. A-E services during construction;
k. Preparation and submittal of as-built plans and drawings to
COMMISSION in both CADD and hardcopy formats;
2. CONCEPTUAL DESIGN
The OFFEROR shall perform the following activities in connection with the
conceptual design package:
a. Regional Operation Center (ROC)
1. Review the conceptual floorplan layout as provided in Attachment
1A. Hold working sessions with the COMMISSION, the TSP and
other stakeholders to modify and finalize the floorplan as needed to
meet end-user requirements for the facility.
i. In addition to the building purchased for the ROC facility
(located at 291 Corporate Terrace Circle), the COMMISSION
has also purchased the adjacent/adjoining building (301
Corporate Terrace Circle) for use as a new customer service
center for the SR-91 Express Lanes (91 CSC). The
COMMISSION will be concurrently designing and building out
this facility, under separate contract. The COMMISSION is
interested in investigating options to join the two building
spaces for use as one consolidated unit (with two distinct
functions). OFFEROR will be responsible for investigating
this concept during the conceptual design phase and, if
elected by the COMMISSION, incorporating this concept into
their design.
2. Review TSP’s Infrastructure Design Document (IDD), as provided
in Attachment 1C. Hold coordination meetings with
the COMMISSION and TSP as necessary to ensure all IDD DRAFT44
requirements are fully understood and adequately incorporated into
the OFFEROR’s design.
3. Review the existing building site, plans and relevant information to
establish the as-built conditions for the planned improvements as
necessary to plan design activities.
4. During conceptual design, prepare a feasibility study on the option
of using solar power as an alternative to supply and/or supplement
standard power to the ROC building, for the COMMISSION’s
consideration. Study should include feasibility of installation,
location options, special requirements/restrictions,
permitting/approvals and long-term cost/savings analysis. If
elected by the COMMISSION, OFFEROR shall incorporate the
solar power option into their design.
5. Finalize routing concept for the communication network ductbank
between the ROC facility and the I-15 corridor. Details shall include
specific conduit routing locations through the Corporate Terrace
Business Park including pull box locations. Obtain approval from
the Business Association on the proposed routing before
proceeding to final design.
b. Storage and Maintenance (SAM) Facility
1. Review the conceptual site plan as provided in Attachment 1P.
Hold working sessions with the COMMISSION and City of Corona,
as needed, to finalize site plan concept.
2. Review the existing site, plans and relevant information to establish
the as-built conditions for the planned improvements as necessary
to plan design activities.
3. FINAL DESIGN DEVELOPMENT
a. General
1. The OFFEROR shall complete the final design documents based
on the final design concepts reviewed and approved by the
COMMISSION.
2. Prior to proceeding, any changes to the conceptual designs shall
be approved by the COMMISSION.
3. The OFFEROR shall prepare a set of final design documents and
submit and obtain any and all permits. All plans, calculations, DRAFT45
specifications and cost estimates shall be in full compliance with
the City of Corona standards and codes and COMMISSION
requirements.
4. Specifications shall be prepared and included in the construction
documents.
b. Design Development and Process
1. Regional Operations Center (ROC)
Final design documents shall include, but not be limited to, the
following:
i. Detailed information including; staging, construction details,
required phases and/or construction sequence, and
procedures for the demolition and reconstruction of the
existing building interior;
ii. Interior architectural modifications (i.e. walls, partitions,
ceilings, finishes, doorways, flooring, fixtures, etc.);
iii. Office equipment and furniture layout;
iv. Additional design elements required within the ROC facility to
combine the ROC and 91 CSC building spaces, if elected by
the COMMISSION during the conceptual design phase;
v. Electro-mechanical equipment: heating, cooling, disposal
systems and/or any other similar equipment;
vi. Additional HVAC and backup HVAC systems for computer
rooms, as required;
vii. Solar power, if elected by the COMMISSION;
viii. Roof structure modifications as needed to accommodate any
solar power system and/or additional HVAC equipment;
ix. Plumbing;
x. Communication network ductbank from the ROC building to
the I-15 corridor;
xi. Electrical and lighting;
DRAFT46
xii. Backup generator for building facility;
xiii. Environmental and safety impacts;
xiv. Low voltage and telecommunications systems;
xv. Fire protection and fire alarm;
xvi. Interior and/or exterior ADA upgrades, as required;
xvii. Exterior building access control and monitoring systems;
xviii. Bracing/backboard system for TSP video wall;
xix. Interior/Exterior building signage and wayfinding signage;
xx. Other miscellaneous installations;
xxi. Construction schedule (Critical Path Method);
xxii. Final design drawings;
xxiii. Construction Cost Estimates: a cost estimate shall be
prepared and submitted to the COMMISSION for approval and
used as a reference document for the construction phase of
the project.
2. Storage and Maintenance (SAM) Facility
Final design documents shall include, but not be limited to, the
following:
i. Detailed information including; staging, construction details,
required phases and/or construction sequence and
procedures for the demolition, grading (cut/fill) and
reconstruction of site improvements;
ii. Cut and fill of grade;
iii. Retaining walls;
iv. Site development / improvements plans; including pavement,
sidewalk, drainage, water quality and utilities;
v. Exterior and/or interior ADA upgrades, as required;
DRAFT47
vi. Landscaping and irrigation;
vii. Schedule (Critical Path Method);
viii. Final design drawings;
ix. Construction Cost Estimates: a cost estimate shall be
prepared and submitted to the COMMISSION for approval and
used as a reference document for the construction phase of
the project.
c. Design Development Review, Approval and Acceptance:
1. OFFEROR’s final design documents shall be reviewed and
approved by the COMMISSION, the City of Corona, Business
Owners Association and any other stakeholder(s).
4. CONSTRUCTION DOCUMENTS
a. The OFFEROR shall prepare construction documents for the ROC and
SAM facilities and combine into one construction bid package.
b. The OFFEROR shall submit and obtain any and all final design
approvals and construction permits.
c. The OFFEROR shall provide an engineer’s cost estimate for the
construction of both the ROC and SAM facilities.
d. The OFFEROR shall develop and submit a construction schedule that
agrees with the overall I-15 ELP Project Delivery Dates, described on
Table B-1.
5. A-E SERVICES DURING PROCUREMENT
The OFFEROR shall assist the COMMISSION in procurement of the
construction bid package by performing procurement services, including but
not limited to the following:
a. Pre-bid Meetings: Attend and participate in any pre-bid meetings and
assist in resolving issues and questions raised in the meeting.
b. Bid Support Services: Respond to any requests for information and/or
inquiries from potential bidders during the bid package procurement
period.
DRAFT48
c. Bid Analysis: Assist the COMMISSION in reviewing and evaluating
construction bids to determine the responsiveness of the bids and the
lowest responsible bidder to whom an award may be made.
6. A-E SERVICES DURING CONSTRUCTION
The OFFEROR shall provide A-E services during construction that include,
but are not limited to:
a. Responding to Requests for Information (RFIs), including any meetings
necessary in connection with resolving RFIs;
b. Site visits and the preparation of observation reports;
c. Instructional bulletins/addendums;
d. Review and approval of submittals and shop drawings;
e. Assisting the COMMISSION in the evaluation and resolution of claims
and disputes;
7. CLOSE-OUT
The OFFEROR shall provide close out services upon completion of the
construction package, including, but not limited to:
a. Final as-built plans;
b. Final sign-offs, certifications and approvals, as required;
c. Support with construction contract closeout;
8. FINAL PRODUCTS/DELIVERABLES
Specific final products/deliverables related to the A-E services portion of the
Project are listed below:
a. Design quality management plan;
b. Project design schedule;
c. Final ROC and SAM facility layout concepts;
d. Solar power feasibility study;
e. 60% design packages for both ROC and SAM facilities; DRAFT49
f. 100% final design packages, consisting of plans, specifications and
cost estimates for both ROC and SAM facilities;
g. Monthly design progress reports;
h. Construction bid package;
i. All required design and construction permits;
j. Estimated construction schedule;
k. Final as-built plans;
D. CONSTRUCTION MANAGEMENT SERVICES REQUIREMENTS
Perform Construction Management (CM) services during the course of the ROC and
SAM facility build-outs. The OFFEROR shall provide a single point of contact to direct
and coordinate all field activities under this contract. The scope of responsibility and the
total number of personnel assigned to the project is left to the discretion of the
OFFEROR as described in the OFFEROR’s SOQ.
General duties include contract administration, construction coordination, office
engineering, construction inspection, survey support, material testing, special
inspections, claim analysis, project closeout and other assorted duties as appropriate
for construction management and as further described below:
1. PERSONNEL
a. A Resident Engineer shall be assigned as a single point of contact to
direct and coordinate construction activities. The Resident Engineer
shall be in responsible charge of construction activity within the
Project.
b. The number of OFFEROR personnel assigned to the project may vary
throughout the duration of the construction work. OFFEROR personnel
will be assigned, in varying levels of responsibility, as needed by the
OFFEROR to meet the project schedule, project requirements, and
construction activities.
c. Resumes of personnel shall be submitted to COMMISSION for review
and approval prior to assignment to the Project. Personnel selected for
assignment by OFFEROR shall be made available for personal
interviews prior to acceptance by COMMISSION. If, in the opinion of
COMMISSION, an individual lacks adequate experience, the individual
may be rejected or may be accepted on a trial basis until such time the DRAFT50
individual's ability to perform the required services has been
demonstrated. If, at any time, the performance of OFFEROR personnel
is unsatisfactory to COMMISSION, COMMISSION may release him/her
by written notice and may request another qualified person be
assigned.
d. OFFEROR personnel shall be knowledgeable of and comply with all
applicable local, state, and federal regulations. OFFEROR personnel
shall have the ability to read and interpret construction plans and
specifications. OFFEROR personnel shall cooperate and consult with
COMMISSION, State, and City officials during the course of the Project.
OFFEROR personnel shall perform duties as may be required to assure
that construction is being performed in accordance with the Project
plans and specifications.
2. PROJECT ADMINISTRATION
a. OFFEROR shall conduct regular project coordination meetings with
Contractor, COMMISSION, local agencies, and OFFEROR’s design
engineer, as appropriate. OFFEROR shall produce meeting minutes for
all project meetings.
b. OFFEROR shall prepare Contractor progress payments and maintain
payment records and supporting documentation. All progress
payments shall be reviewed by COMMISSION for approval.
c. OFFEROR shall establish a filing system and maintain all Project
records. Project record keeping shall include, but are not limited to the
following: correspondence, memoranda, contract documents, design
plans and revisions, change orders, claims, COMMISSION and
engineer directives, meeting minutes, shop drawings, materials records,
survey data, supplementary drawings, and progress payments.
OFFEROR shall maintain a record of the names, addresses, and
telephone and fax numbers of the Contractor, subcontractors, and
principal material suppliers.
d. OFFEROR shall prepare and submit a Monthly Project Report (MPR).
The MPR shall include construction activity, accomplishments, and
status of Requests for Information (RFIs), submittals, current issues,
Contract Change Orders (CCOs) and current project budget and
schedule.
e. OFFEROR shall ensure that the Project meets all provisions of the
COMMISSION Quality Assurance Program Manual.
f. OFFEROR shall review Contractors’ certified payroll records and assist DRAFT51
COMMISSION with labor compliance.
3. CONSTRUCTION COORDINATION
a. OFFEROR shall maintain regular contact with COMMISSION’s Project
Manager.
b. OFFEROR shall coordinate review of shop drawings and Requests for
Information (RFIs) with the OFFEROR’s design engineer. OFFEROR
shall log and track all submittals and RFIs.
c. OFFEROR shall review and approve Traffic Control Plans and forward
to COMMISSION as necessary.
d. OFFEROR shall coordinate all Project construction activities with other
on-going projects within and adjacent to the Project limits.
4. CONSTRUCTION INSPECTION
a. OFFEROR shall coordinate all required inspections necessary for the
Project. OFFEROR shall ensure that appropriate City and local
agency personnel are notified and present as required throughout the
Project. OFFEROR shall notify COMMISSION immediately regarding
any directives, recommendations, notices, etc. received from agencies
other than COMMISSION.
b. OFFEROR shall exercise reasonable care and diligence to discover
and promptly replace, correct, and/or mitigate all defects or
deficiencies in the materials or workmanship used in the Project. Any
such deficiencies and their resolution shall be reported to
COMMISSION.
c. Assignments to be performed by OFFEROR personnel shall include,
but are not limited to, the following:
i. Inspection, and any other duties that may be required, to
determine that construction of the Project is being performed in
accordance with the contract documents and all applicable laws,
codes, and ordinances.;
ii. Identifying actual and potential problems associated with the
Project and recommending sound engineering solutions.;
iii. Maintaining awareness of safety and health requirements.
Monitoring Contractor’s compliance with applicable regulations DRAFT52
and construction contract provisions for the protection of the
public and Project personnel.;
iv. Preparing complete and accurate daily reports, engineering
calculations, project records, payment quantity documents,
reports, and correspondence related to Project activities.
Documents shall be sufficient to provide actual cost of force
account work.;
v. Preparing construction sketches, drawings, and cross-sections,
as necessary.;
vi. Keeping contemporaneous records of all additions or deviations
from the approved plans for preparation of as-built plans;
vii. Monitoring and inspecting work to ensure compliance with
environmental requirements, including all provisions of the
Storm Water Pollution Prevention Plan (SWPPP) and all
applicable regulations of the Air Quality Management District
(AQMD).;
viii. Other duties as may be required or reasonably requested.;
5. PROJECT SUPPORT
a. Construction Surveys
i. OFFEROR shall perform construction quality assurance
surveying services, field calculations, and home office
calculations, as required, to confirm work conforms to Project
plans and specifications. OFFEROR may be requested by
COMMISSION to review available survey data, construction
plans and right-of-way plans to confirm compatibility and to
identify discrepancies prior to and during construction.
b. Materials Testing, Geotechnical and Special Inspection Services
i. OFFEROR will provide experienced personnel, equipment, and
facilities to perform various construction materials sampling and
testing and special inspection services as may be required.
These services will be used to ensure that work conforms to
applicable standards, Project plans and specifications, and
special provisions for material quality and workmanship.
ii. All field and laboratory testing shall be performed in accordance
with California Test Methods. DRAFT53
iii. OFFEROR will be responsible for the accuracy and
completeness of all test data compilation and results.
c. Permits
i. OFFEROR shall review the project for permit compliance and
coordinate with COMMISSION and the OFFEROR’s design
engineer to ensure that necessary permits are obtained.
OFFEROR shall coordinate the timely processing and verification
of approval for all permits. OFFEROR shall maintain permits and
permit documentation on site.
6. COST AND SCHEDULE
a. OFFEROR shall monitor and track the following:
i. Contract pay item quantities and payments;
ii. Contract change orders;
iii. Supplemental work items;
iv. Anticipated extra work balance;
v. Contingency balance;
vi. Project budget;
b. OFFEROR shall review and monitor Contractor’s construction progress
and schedule on an ongoing basis and inform COMMISSION of any
significant changes or deviations in the schedule. OFFEROR shall
expedite work, as required, to maintain schedule.
7. CONTRACT CHANGE ORDERS AND CLAIMS
a. OFFEROR shall receive and evaluate requests for changes and/or
substitutions by the Contractor. OFFEROR shall coordinate proposed
changes with the COMMISSION’s Project Manager and shall prepare
and submit Contract Change Orders to the COMMISSION for approval
accompanied by OFFEROR’s Transmittal Memo describing
background information, reasons for the change and proposed method
of payment and/or adjustment of contract time. Proposed changes DRAFT54
shall be conveyed to OFFEROR’s design engineer and/or other project
stakeholders as requested by the COMMISSION.
b. OFFEROR shall attempt to avoid all unnecessary Contract Change
Orders. When a Contract Change Order is necessary, OFFEROR
shall consult with COMMISSION prior to its preparation. Unless
directed otherwise by COMMISSION, the preferred method of payment
for Contract Change Orders should be as follows:
i. Agreed Price;
ii. Adjustment in compensation to a bid item;
iii. Time and materials or Force Account;
c. OFFEROR shall attempt to identify all potential claims, track and
monitor unresolved claims, and implement a claims avoidance
processes.
d. OFFEROR shall assist COMMISSION, as requested, in the
identification, resolution, and final disposition of claims filed by the
Contractor or third parties against COMMISSION or the Project.
8. SAFETY
In addition to the requirements specified elsewhere in this contract, the
following shall also apply:
a. OFFEROR shall comply with State of California Construction Safety
Orders.;
b. OFFEROR shall provide appropriate safety training for all OFFEROR
field personnel.;
c. OFFEROR shall provide all necessary safety equipment as required for
OFFEROR personnel.;
9. PROJECT CLOSEOUT
a. OFFEROR shall prepare a list of items to be completed and/or
corrected by the Contractor for final completion of the Project.
b. OFFEROR shall review and verify completeness of as-built drawings.
DRAFT55
c. OFFEROR shall conduct final walk-throughs with COMMISSION, City
of Corona, contractor, TSP (as applicable) and OFFEROR’s design
engineers.
d. OFFEROR shall prepare and deliver to COMMISSION all project files
in accordance with COMMISSION’S policies.
e. OFFEROR shall assist COMMISSION and contractor in obtaining final
release of all project permits (including any required occupancy
permits).
10. EQUIPMENT AND MATERIALS TO BE PROVIDED BY OFFEROR
a. OFFEROR will provide office space, telephones, desks, chairs,
computers, and appropriate office equipment for its personnel.
b. OFFEROR shall provide all necessary equipment including software,
materials, supplies, miscellaneous tools, and safety equipment
required for its personnel to perform the services accurately, efficiently,
and safely. Only those items listed in Exhibit C, Compensation and
Payment, shall be reimbursed by COMMISSION.
c. OFFEROR personnel shall be provided with a mobile radio, cellular
phone, or other means to assure full-time communication.
11. AVAILABILITY AND WORK HOURS
a. The typical workday includes all hours worked by COMMISSION’s
construction contractor. The construction contractor’s operations may
be restricted to specific hours during the week, which will become the
normal workday for OFFEROR’s personnel. On days when work is not
performed by the construction contractor, such as rainy or unsuitable
weather days, OFFEROR services will not be provided unless
authorized by the COMMISSION’s Project Manager.
b. Unless otherwise directed by COMMISSION, the normal work week
will consist of 40 hours. From time to time, overtime may be required.
However, overtime will be worked only when approved in writing by
COMMISSION.
12. LIMITATIONS TO AUTHORITY
OFFEROR does not have the authority to:
a. Authorize deviations from the contract documents.;
DRAFT56
b. Approve substitute materials or equipment; except as authorized in
writing by COMMISSION.;
c. Assume any of the responsibilities of the contractors, contractors’
superintendent, or subcontractors.;
d. Exercise control over or be responsible for construction means,
methods, techniques, sequences, procedures, or safety precautions.;
e. Communicate directly with subcontractors or material suppliers without
the prior consent of the contractor.;
f. Verbally authorize or approve change orders or extra work for the
Project.;
g. Offer or receive incentives, inducements, or other forms of
enumeration to or from the Contractor to perform services or work
outside the terms of any executed contracts for this Project.
13. THIRD PARTY RELATIONSHIPS
a. This Agreement is intended to provide unique services for a specific
project. In the development of the Project, COMMISSION has worked
closely with others in the preparation of the construction documents
and other Project related materials. COMMISSION, however, is solely
responsible for and will be the sole point of contact for all contractual
matters related to the Project. OFFEROR shall take direction only
from COMMISSION and shall regularly inform only COMMISSION of
Project progress, outstanding issues, and all Project related matters.
b. During the course of the Project, OFFEROR may find occasion to meet
with City, COMMISSION, Project Offerors, or other third parties who
have assisted with the Project. These entities may, from time to time,
offer suggestions and/or recommendations regarding the Project or
elements of the Project. While COMMISSION enjoys a close
relationship with and has considerable confidence in the capabilities of
these other parties, OFFEROR shall not act on any suggestions,
solicited or unsolicited, without obtaining specific direction from
COMMISSION. All oral and written communication with outside
agencies or Offerors related to the project shall be directed only to
COMMISSION. Distribution of Project related communication and
information shall be at the sole discretion of COMMISSION
representatives.
14. DELIVERABLES
DRAFT57
Specific final products/deliverables related to the CM Services portion of the
Project are listed below:
a. Project safety plan;
b. Monthly project reports;
c. Monthly construction contract progress payments, back-up
documentation, and support information as requested.;
d. All project files, including but not limited to, project reports,
correspondence, daily diaries, memoranda, shop drawings, RFIs,
project logs, change order data, claims and claim reports, and
contractor payment records.;
e. Certified payrolls and fringe benefit statements for all employees,
OFFEROR and Contractor, who are subject to the State and/or Federal
prevailing wage rates.;
f. All material test results will be provided in accordance with the
applicable Standard Specifications and Special Provisions, and
California Test methods. Failing tests will be immediately reported
internally to the Resident Engineer. All test results will be recorded on
the appropriate forms. The test documents will be legible and show the
identity of the tester where appropriate. A summary sheet containing all
results of a particular regime of tests shall be developed and kept
current.;
g. Contractor final payment documents, delivered to COMMISSION no
later than ten (10) working days after acceptance by COMMISSION of
the completed construction project. DRAFT58
ATTACHMENT 1
A. Property Information
I-15 ELP Regional Operations Center (ROC)
Location: 291 Corporate Terrace Circle, Corona, CA 92879
Building Area: 9,372 SF
Business Owners Association: Corporate Terrace Owners Association
I-15 ELP Storage and Maintenance (SAM) Facility
Location: 120 N. Joy Street, Corona, CA 92879
Building Area: 10,731 SF
Site Area: 40,946 SF
Business Owners Association: None
B. Attachments included for the following Properties:
The Commission is providing the reference materials described herein
(“Reference Materials”) to OFFERORs for informational purposes only. Except
as otherwise expressly stated (a) the Reference Materials are not mandatory or
binding on OFFERORs, (b) OFFERORs are not entitled to rely on the Reference
Materials as presenting a feasible, complete, accurate, viable or desirable
technical, design, engineering, construction, operations or maintenance solution
or other direction, means or methods for complying with the requirements of this
RFQ, or any laws, rules or regulations related to the project or services described
in this RFQ; (c) use by OFFEROR of the Reference Materials, or any portion
thereof, shall be at the sole risk of OFFEROR; and (d) the Reference Materials
are provided without any representation or warranty by the Commission, all of
which representations and warranties are hereby disclaimed in their entirety.
The Commission shall not be responsible or liable in any respect for any
damages or losses sustained by OFFEROR arising out of reliance on any
information contained in the Reference Materials. This provision shall be
incorporated into the agreement entered into with the successful OFFEROR.
Referenced Materials can be downloaded from the Commission’s website
located at http://rctcdev.info/doing-business/rfps-rfqs-ifbs.
1. I-15 ELP Regional Operations Center (ROC)
Attachment Title
1A ROC Floorplan Layout Concept
1B RCTC-TSP Division of Responsibility Table (Table 10-1)
1C TSP Infrastructure Design Document (IDD) - Draft
1D Concept Plan for Communication Network Link Between the
ROC Facility and the I-15 Express Lanes DRAFT59
1E 291 Corporate Terrace Cir. – Existing Building Plans
1F Corporate Terrace Owners Association Covenants, Conditions
and Restrictions (CC&R’s) – 2007
1G Corporate Terrace Owners Association Covenants, Conditions
and Restrictions (CC&R’s) – 2010 (Amendment 1)
1H Corporate Terrace Owners Association – Welcome Packet
1I 291 Corporate Terrace – Property Inspection Report
1J 291 Corporate Terrace – Phase I Environmental Site
Assessment Report
1K 291 Corporate Terrace Cir. – Parcel Map
1L 291 Corporate Terrace Cir. – On-Site Parking Analysis
1M 291 Corporate Terrace Cir. – Property Information & Site
Photos
1N 301 Corporate Terrace Cir. – Existing Floor Plan
1O 301 Corporate Terrace Cir. – Floor Plan Concept
2. I-15 ELP Storage and Maintenance (SAM) Facility
Attachment Title
1P 120 N. Joy St. – Site Concept Plan
1Q 120 N. Joy St. – Parcel Map
1R 120 N. Joy St. – Site Photos
3. General
Attachment Title
1S COMMISSION Quality Assurance Program Manual
DRAFT60
EXHIBIT “B”
SCHEDULE
1. OFFEROR Notice to Proceed 11/08/2017
2. All City of Corona Approvals and Permits
Received
04/18/2018
3. Release Construction Bid Package 05/09/2018
4. Issue Construction Contract NTP 07/11/2018
5. ROC Facility Buildouts Complete – Turnover to
TSP
01/07/2019
6. SAM Facility Buildouts Complete – Turnover to
TSP
05/08/2019
DRAFT61
EXHIBIT “C”
COMPENSATION DRAFT62
EXHIBIT “C”
COMPENSATION AND PAYMENT
For the satisfactory performance and completion of the Services under this
Agreement, the Commission will pay the Consultant compensation as set forth herein.
1) ELEMENTS OF COMPENSATION.
Compensation for the Services will be comprised of the following elements: 1.1
Direct Labor Costs; 1.2 Fixed Fee; and 1.3 Additional Direct Costs.
1.1 DIRECT LABOR COSTS.
Direct Labor costs shall be paid in an amount equal to the product of the
Direct Salary Costs and the Multiplier which are defined as follows:
i) DIRECT SALARY COSTS
Direct Salary Costs are the base salaries and wages actually paid to
the Consultant's personnel directly engaged in performance of the
Services under the Agreement. (The range of hourly rates paid to
the Consultant's personnel appears in Section 2 below.)
ii) MULTIPLIER
The Multiplier to be applied to the Direct Salary Costs to determine
the Direct Labor Costs is 2.3822, and is the sum of the following
components:
(1) Direct Salary Costs 1.0000
(2) Payroll Additives 0.2063
The decimal ratio of Payroll Additives to Direct Salary Costs. Payroll
Additives include all employee benefits, allowances for vacation, sick
leave, and holidays, and company portion of employee insurance
and social and retirement benefits, all federal and state payroll taxes,
premiums for insurance which are measured by payroll costs, and
other contributions and benefits imposed by applicable laws and
regulations.
DRAFT63
(3) Overhead Costs 1.1759
The decimal ratio of allowable Overhead Costs to the Consultant
firm's total direct salary costs. Allowable Overhead Costs include
general, administrative and overhead costs of maintaining and
operating established offices, and consistent with established firm
policies, and as defined in the Federal Acquisitions Regulations, Part
31.2.
Total Multiplier 2.3822
(sum of 1.1.2.1, 1.1.2.2, and 1.1.2.3)
1.2 FIXED FEE.
A Fixed Fee of $32,855.00 shall be paid to Consultant for
Consultant’s complete and satisfactory performance of this
Agreement and all Services required hereunder. Commission shall
pay the Fixed Fee in monthly installments based upon the
percentage of the Services completed at the end of each billing
period, as determined in the sole discretion of the Commission’s
Representative, or his or her designee. Consultant shall not be
entitled to and shall forfeit any portion of the Fixed Fee not earned
as provided herein.
1.3 ADDITIONAL DIRECT COSTS.
Additional Direct Costs directly identifiable to the performance of the
services of this Agreement shall be reimbursed at the rates below, or at
actual invoiced cost.
Rates for identified Additional Direct Costs are as follows:
ITEM REIMBURSEMENT RATE
Per Diem Actual Cost
Car mileage 0.5755 or current IRS rate
Rental Car Actual Cost
Travel Actual Cost
Photocopies (Black & White) $0.10/copy-Outside
Services Actual Cost
Photocopies (Color) $0.17/copy-Outside
Services Actual Cost
Photographs/
other reprographic Services Actual Cost
Postage/Shipping Actual Cost DRAFT64
Courier Service Actual Cost
Permitting and Plan Check/Review Fees Actual Cost
Other Rentals, supplies, purchases Actual Cost
Travel by air and travel in excess of 100 miles from the Consultant's office
nearest to the Commission's office must have the Commission's prior
written approval to be reimbursed under this Agreement.
2) DIRECT SALARY RATES
Direct Salary Rates, which are the range of hourly rates to be used in determining
Direct Salary Costs in Section 1.1.1 above, are given below and are subject to the
following:
a) Direct Salary Rates shall be applicable to both straight time and overtime
work, unless payment of a premium for overtime work is required by law,
regulation or craft agreement, or is otherwise specified in this Agreement.
In such event, the premium portion of Direct Salary Costs will not be subject
to the Multiplier defined in Paragraph 1.1.2 above.
b) Direct Salary Rates shown herein are in effect for one year following the
effective date of the Agreement. Thereafter, they may be adjusted annually
to reflect the Consultant's adjustments to individual compensation. The
Consultant shall notify the Commission in writing prior to a change in the
range of rates included herein, and prior to each subsequent change.
POSITION OR CLASSIFICATION RANGE OF HOURLY RATES
Principal In Charge $95.00 - $115.00/hour
Project Manager $75.00 - $95.00/hour
Senior Architect $60.00 - $80.00/hour
Principal Mechanical Engineer $75.00 - $95.00/hour
Senior Structural Engineer $75.00 - $95.00/hour
Senior Civil Engineer $55.00 - $75.00/hour
Senior Electrical Engineer $55.00 - $75.00/hour
Commissioning Agent $65.00 - $85.00/hour
Architect $50.00 - $70.00/hour
Design Technician 1 $35.00 - $55.00/hour
Design Technician 2 $35.00 - $55.00/hour
CAD Designer 3 $30.00 - $50.00/hour
Project Coordinator $25.00 - $45.00/hour
Associate Structural Engineer $50.00 - $70.00/hour
Electrical Engineer $50.00 - $70.00/hour
Plumbing & Mechanical $45.00 - $65.00/hour
Associate Civil Engineer $50.00 - $70.00/hour
Project Controller/Construction Office Engineer $50.00 - $70.00/hour DRAFT65
Project Engineer/Controls Assistant $30.00 - $50.00/hour
c) The above rates are for the Consultant only. All rates for subconsultants to
the Consultant will be in accordance with the Consultant's cost proposal.
3) INVOICING.
a) Each month the Consultant shall submit an invoice for Services performed
during the preceding month. The original invoice shall be submitted to the
Commission's Executive Director with two (2) copies to the Commission's
Project Coordinator.
b) Charges shall be billed in accordance with the terms and rates included
herein, unless otherwise agreed in writing by the Commission's
Representative.
c) Base Work shall be charged separately, and the charges for each task and
Milestone listed in the Scope of Services, shall be listed separately. The
charges for each individual assigned by the Consultant under this
Agreement shall be listed separately on an attachment to the invoice.
d) A charge of $500 or more for any one item of Additional Direct Costs shall
be accompanied by substantiating documentation satisfactory to the
Commission such as invoices, telephone logs, etc.
e) Each copy of each invoice shall be accompanied by a Monthly Progress
Report and spreadsheets showing hours expended by task for each month
and total project to date.
f) Each invoice shall include a certification signed by the Consultant's
Representative or an officer of the firm which reads as follows:
I hereby certify that the hours and salary rates charged in this invoice are
the actual hours and rates worked and paid to the employees listed.
Signed _____________________________
Title _____________________________
Date _____________________________
Invoice No. ________________________
4) PAYMENT
a) The Commission shall pay the Consultant within four to six weeks after
receipt by the Commission of an original invoice. Should the Commission DRAFT66
contest any portion of an invoice, that portion shall be held for resolution,
without interest, but the uncontested balance shall be paid.
b) The final payment for Services under this Agreement will be made only after
the Consultant has executed a Release and Certificate of Final Payment.
DRAFT67
EXHIBIT “C”
PART 2
APPROVED SUBCONSULTANTS
AND
APPROVED BILLING RATES
APPROVED SUBCONSULTANTS
Firm Direct
Salary
Cost
Salary
Additive
Overhead Total
Multiplier
Cornerstone Studios, Inc. 1.00 1.5400 2.5400
Lenax Construction Services,
Inc.
1.00 0.4108 0.8530 2.2638
MTGL 1.00 0.6000 0.5000 2.1000
Virtek Company 1.00 0.4554 0.9246 2.3800
Sub-Consultant Reimbursable
Other Direct Cost
ITEM REIMBURSEMENT RATE
Per Diem Actual Cost
Car Mileage Current IRS rate
Rental Car Actual Cost
Travel Actual Cost
Photocopies (Black & White) Actual Cost
Photocopies (Color) Actual Cost
Photographs Actual Cost
Other Reprographic Services Actual Cost
Postage/Shipping Actual Cost
Courier Service Actual Cost
Other Rentals, Supplies, Purchases Actual Cost
Cornerstone Studios, Inc.
Position or Classification Range of Hourly Rates
Principal/Associate $45.00 - $70.00/hour
Senior Principal $35.00 - $60.00/hour
Designer $20.00 - $30.00/hour
DRAFT68
Lenax Construction Services, Inc.
Position or Classification Range of Hourly Rates
Lead Estimator $85.00 - $110.00/hour
Senior Estimator $55.00 - $75.00/hour
Senior MEP Estimator $60.00 - $80.00/hour
Estimator $40.00 - $55.00/hour
Senior Scheduler $65.00 - $85.00/hour
Scheduler $45.00 - $60.00/hour
MTGL
Position or Classification Range of Hourly Rates
Plant Inspector $25.00 - $27.00/hour
Field Material Tester $25.00 - $27.00/hour
Geo. Engineer $58.00 - $64.00/hour
Laboratory Supervisor $40.00 - $44.00/hour
Project Engineer/Project Manager $45.00 - $49.00/hour
Virtek Company
Position or Classification Range of Hourly Rates
Senior Project Manager $95.00 -$105.00/hour
QA/QC $40.00 - $55.00/hour
Project Surveyour, PLS $50.00 - $60.00/hour
Party Chief $43.00 - $50.00/hour
Chainman $40.00 - $45.00/hour
CADD Survey Tech $20.00 - $35.00/hour
Administrative Support $20.00 - $30.00/hour
DRAFT69
Principal In Charge $100 160 $16,000
Project Manager $80 600 $48,000
Senior Architect $65 400 $26,000
Principal Mechanical Engineer $80 80 $6,400
Senior Structural Engineer $80 80 $6,400
Senior Civil Engineer $60 120 $7,200
Project Coordinator $30 160 $4,800
Architect $55 320 $17,600
Design Technician 1 $40 160 $6,400
Design Technician 2 $40 160 $6,400
CAD Designer 3 $35 160 $5,600
Associate Structural Engineer $55 75 $4,125
Electrical Engineer $55 160 $8,800
Plumbing & Mechanical $50 160 $8,000
Project Controller/Construction Office Engineer $55 600 $33,000
Project Engineer/Controls Assistant Full-time on site during construction $35 600 $21,000
3,995 $225,725
138.22% $311,997
$311,997
$311,997
$8,000
$15,000
$3,500
$16,700
$43,200
$43,200
$355,197
All Assumed reimbursables Combined See Storage maintenance (SAM)
SUBTOTAL 1A: Total Subconsultants
Project Function Total
Hours
SUBTOTAL 1: Owen Cost Loaded Billing for Staff Time
TOTAL PROJECT COST (SUBTOTAL 1 + SUBTOTAL 2)
Total of all subconsultants above
Subconsultant 1: Cornerstone Studios, Inc. for Landscape design (ADA, Planters Rev.)
Subconsultant 3: Materials testing
Subconsultant 4: Estimating and Scheduling
NOTE * Resources are quantified based on the initial scope of services in the RFP.
The budgeted time may vary for positions and between either project within the
Total Project Cost as required to achieve the intended completion.
Total OH Multiplier Cost
Subconsultant 2: Survey & Underground Utility Study
ROC 291 CORPORATE TERRACE
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
Remarks
Total Direct Payroll and Overhead Costs
Pay Rate Total Cost
TOTALS FOR ROC 291 CORPORATE
Owen Group Page 1DRAFT70
Principal In Charge $100 40 $4,000
Project Manager $80 200 $16,000
Senior Architect $65 150 $9,750
Principal Mechanical Engineer $80 20 $1,600
Senior Structural Engineer $80 80 $6,400
Senior Civil Engineer $60 60 $3,600
Project Coordinator $30 160 $4,800
Architect $55 40 $2,200
Design Technician 1 $40 40 $1,600
Design Technician 2 $40 40 $1,600
CAD Designer 3 $35 20 $700
Associate Structural Engineer $55 25 $1,375
Electrical Engineer $55 20 $1,100
Plumbing & Mechanical $50 20 $1,000
Project Controller/Construction Office Engineer $55 150 $8,250
Project Engineer/Controls Assistant Full-time on site during construction $35 220 $7,700
1,285 $71,675
138.22% $99,069
$99,069
$99,069
$17,000
$6,500
$5,000
$6,000
$34,500
$34,500
$411,066
Profit does not include reimbursables nor subconsultants $32,885
$77,700
$28,400
$550,052
Total Direct Payroll and Overhead Costs
SUBTOTAL 2A: Total Subconsultant
Subconsultant 2: Survey & Underground Utility Study
Total of all subconsultants above
Total Cost
All reimbursable as shown in the rate schedule.
Subconsultant 3: Materials testing
TOTAL PROJECT COST (SUBTOTAL 1 + SUBTOTAL 2)
Total OH Multiplier Cost
Subconsultant 1: Cornerstone Studios, Inc. for Landscape design (Complete no/low water, no/low maintenance
landscape design, city arborist coordination )
MAINTENANCE 120 N. JOY
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
Project Function Remarks Pay Rate
Grand Total for both buildings
Total Subconsultant 1A + 2A
Total Profit buildings 8%
Total
Hours
Subconsultant 4: Estimating and Scheduling
TOTALS FOR MAINTENANCE 120 JOY
SUBTOTAL 2: Owen fully loaded billing for staff time
Owen Group Page 2DRAFT71
Cornerstone Studios
Principal/Associate $60 52 $3,120
Senior Principal $50 25 $1,250
Designer $25 18 $450
95 $4,820
154.00%$7,423
$7,423
$7,423
$594
$8,017
Total Profit buildings 8%
Total for ROC Building
SUBTOTAL 1: Cornerstone Cost Loaded Billing for Staff Time
ROC 291 CORPORATE TERRACE
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
Project Function Remarks Pay
Rate
Total
Hours Total Cost
TOTALS FOR ROC 291 CORPORATE
Total OH Multiplier Cost
Total Direct Payroll and Overhead Costs
Cornerstone Page 1DRAFT72
Cornerstone Studios
Principal/Associate $60 112 $6,720
Senior Principal $50 60 $3,000
Designer $25 20 $500
192 $10,220
154.00% $15,739
$15,739
$15,739
$1,259
$16,998
$25,000
Total for SAM
Grand Total for both buildings
Total Profit buildings 8%
SUBTOTAL 2: Cornerstone Studio fully loaded billing for staff time
MAINTENANCE 120 N. JOY
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
Project Function Remarks Pay Rate Total
Hours Total Cost
TOTALS FOR MAINTENANCE 120 JOY
Total OH Multiplier Cost
Total Direct Payroll and Overhead Costs
Cornerstone Page 2DRAFT73
Lenax Contruction Services
Lead Estimator $100 20 $2,000
Senior Estimator $60 33 $1,980
Senior MEP Estimator $70 50 $3,500
Estimator $50 34 $1,700
Senior Scheduler $70 27 $1,890
Scheduler $50 23 $1,150
187 $12,220
126.38% $15,444
$15,444
$15,444
$1,235
$16,679
Total Cost
Total Profit buildings 8%
Total for ROC Building
SUBTOTAL 1: Cornerstone Cost Loaded Billing for Staff Time
TOTALS FOR ROC 291 CORPORATE
Total Direct Payroll and Overhead Costs
Total OH Multiplier Cost
Project Function Remarks Pay
Rate
Total
Hours
ROC 291 CORPORATE TERRACE
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
Lenax Page 1DRAFT74
Lenax Contruction Services
Lead Estimator $100 8 $800
Senior Estimator $60 12 $720
Senior MEP Estimator $70 16 $1,120
Estimator $50 12 $600
Senior Scheduler $70 10 $700
Scheduler $50 9 $450
67 $4,390
126.38% $5,548
$5,548
$5,548
$444
$5,992
$22,700
Project Function Remarks Pay Rate Total
Hours Total Cost
Total Profit buildings 8%
Total for SAM
Grand Total for both buildings
SUBTOTAL 2: Cornerstone Studio fully loaded billing for staff time
TOTALS FOR MAINTENANCE 120 JOY
Total OH Multiplier Cost
Total Direct Payroll and Overhead Costs
MAINTENANCE 120 N. JOY
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
Lenax Page 2DRAFT75
MTGL
Plant Inspector $26 24 $624
Field Material Tester $26 17 $442
Geo. Engineer $60 8 $480
Laboratory Supervisor $42 8 $336
Project Engineer/Project Manager $47 5 $235
62 $2,117
110.00%$2,329
$2,329
$2,329
$186
Laboratory Testing $970
$3,485
Total Cost
Total Profit buildings 8%
Total for ROC Building
SUBTOTAL 1: Cornerstone Cost Loaded Billing for Staff Time
TOTALS FOR ROC 291 CORPORATE
Total Direct Payroll and Overhead Costs
Total OH Multiplier Cost
Project Function Remarks Pay Rate Total
Hours
ROC 291 CORPORATE TERRACE
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
MTGL Page 1DRAFT76
MTGL
Plant Inspector $26 30 $780
Field Material Tester $26 25 $650
Geo. Engineer $60 13 $780
Laboratory Supervisor $42 13 $546
Project Engineer/Project Manager $47 9 $400
90 $3,156
110.00% $3,471
$3,471
$3,471
$278
Laboratory Testing $1,270
$5,019
$8,504
Project Function Remarks Pay Rate Total
Hours Total Cost
Total Profit buildings 8%
Total for SAM
Grand Total for both buildings
SUBTOTAL 2: Cornerstone Studio fully loaded billing for staff time
TOTALS FOR MAINTENANCE 120 JOY
Total OH Multiplier Cost
Total Direct Payroll and Overhead Costs
MAINTENANCE 120 N. JOY
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
MTGL Page 2DRAFT77
Virtek Company
Senior Porject Manager $100 12 $1,200
QA/QC $50 18 $900
Project Surveyor $55 50 $2,750
Party Chief $47 45 $2,115
Chainman $43 36 $1,548
CADD Survey Tech $30 36 $1,080
Administrative Support $25 18 $450
215 $10,043
138.00% $13,859
$13,859
$13,859
$1,109
$14,968
Project Function Remarks Pay
Rate
Total
Hours
ROC 291 CORPORATE TERRACE
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
TOTALS FOR ROC 291 CORPORATE
Total Direct Payroll and Overhead Costs
Total OH Multiplier Cost
Total Profit buildings 8%
Grand Total for ROC Building
SUBTOTAL 1: Cornerstone Cost Loaded Billing for Staff Time
Total Cost
Virtek Page 1DRAFT78
Virtek Company
Senior Porject Manager $100 6 $600
QA/QC $50 8 $400
Project Surveyor $55 16 $880
Party Chief $47 20 $940
Chainman $43 18 $774
CADD Survey Tech $30 16 $480
Administrative Support $25 12 $300
96 $4,374
138.00% $6,036
$6,036
$6,036
$483
$6,519
$21,487
MAINTENANCE 120 N. JOY
DESIGN AND CONSTRUCTION MANAGEMENT SERVICES
TOTALS FOR MAINTENANCE 120 JOY
Total OH Multiplier Cost
Total Direct Payroll and Overhead Costs
Total Profit buildings 8%
Grand Total for SAM
Grand Total for both buildings
SUBTOTAL 2: Cornerstone Studio fully loaded billing for staff time
Project Function Remarks Pay Rate Total
Hours Total Cost
Virtek Page 2DRAFT79
ATTACHMENT 2: ROC AND SAM FACILITY LOCATION MAP
SAM Location
ROC Location
ATTACHMENT 2
80
10/20/2017
k
A-E & CM Services for Regional Operation Center and
Storage &Maintenance Facility Build -Outs
Western Riverside County Programs and Projects Committee
,61,115" Presentation Overview
Fxoatss iaeEs
RCTC
• Facility Descriptions
• History
• Current Needs/Project Scope
• Procurement Summary
• Staff Recommendations
1
10/20/2017
Facility Descriptions
EXPRESS LANES
• Regional Operations Center (ROC)
— Required as Part of the 1-15 Express Lanes Project (1-15 ELP)
— Primary Functions:
• Centralized Facility for 1-15 Express Lanes Operations
• Customer Service Center
• Traffic Operations Center
• Storage and Maintenance (SAM) Facility
— Required as Part of the 1-15 ELP
— Primary Functions:
• Storage of 1-15 Express Lanes Operations & Maintenance (O&M) Vehicles, Equipment,
and Materials
• House 0&M Staff
• General O&M Activities
RCTC
Location Map
EXPRESS LANES
RCTC
SAM
Location
m
ROC
Location
K.p . Ji,tnmokti�e �'1:�"
,t srwthcrr, c-iir
2
10/20/2017
History - ROC
EXPRESS LANES
RCTC
• July 2016 Ad -Hoc Committee Meeting
— Authorized staff to pursue the purchase of an existing office
building to serve as the Regional Operations Center
• November 2016 Commission Meeting
— Authorized the Executive Director to submit a purchase offer,
negotiate, and execute a purchase contract for the property
to be used as the ROC Facility (Located at 291 Corporate
Terrace Circle, Corona, CA)
• April 26, 2017
— Finalized Purchase of the 291 Corporate Terrace Circle
Property
45-
EXPRESS LANES
History—SAM Facility
RCTC
• Property Located at 120 North Joy St., Corona, CA
• Previously Acquired by the Commission During the
SR-91 Corridor Improvement Project (SR-91 CIP)
• Identified by Staff to Meet the Operations &
Maintenance Needs for the I-15 Express Lanes
3
10/20/2017
Current Needs
EXPRESS LANES
RCTC
• Regional Operations Center (ROC)
— Architectural -Engineering (A-E) and Construction Management
(CM) Services for the Build -out of ROC Facility
— Primary Scope:
• Design of Interior Remodeling (Walls, Floors, Partitions, Doors, Etc.)
• Design of Mechanical, Electrical, and Plumbing Installations
• Design of Accessibility Improvements
• Construction Administration and Management Services During Build -out
• Storage and Maintenance (SAM) Facility
— A-E and CM Services for the Exterior Site Improvements
— Primary Design Scope:
• Design of Parking Lot and Site Modifications
• Design of Accessibility Improvements
• Construction Administration and Management Services During Construction
Procurement Summary R`T`
EXPRESS LANES
• August 3, 2017
— Issued Request for Qualifications
• August 31, 2017
— Received Three Statements of Qualifications (SOC1s)
• Owen Group
• STK Architecture, Inc.
• Ware Malcomb
• Three member selection panel made up of
Commission and Bechtel Staff
• September 28, 2017
— Interviewed Two Shortlisted Firms
• Owen Group
• Ware Malcomb
4
10/20/2017
0:11.57" Procurement Summary
EXPRESS LANES
RCTC
Continued:
• Evaluation panel determined Owen Group was the
most qualified firm based on their SOQ and interview
— Corporate Qualifications
— Project Staffing and Organization
— Project Understanding and Approach
• Completed negotiations finalizing contract terms,
scope, schedule, and costs
— Attachments to this item
Staff Recommendation
EXPRESS LIMES
RCTC
Approve the consultant selection process and award
Agreement No. 18-31-006-00 to Owen Group to
provide A-E and CM services for the 1-15 Express Lanes
ROC and SAM Facility Build -outs in the amount of
$550,052 plus a contingency of $55,005, for a total
amount not to exceed $605,057.
5
AGENDA ITEM 9
Agenda Item 9
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
DATE: October 23, 2017
TO: Western Riverside County Programs and Projects Committee
FROM: Alex Menor, Capital Projects Manager
THROUGH: Marlin Feenstra, Capital Delivery Director
SUBJECT:
Agreement for Preparation of the Final Environmental Document, Preliminary
Engineering, and Plans, Specifications and Estimates for the Construction of
the Santa Ana River Trail Project Through the Green River Golf Course
STAFF RECOMMENDATION:
This item is for the Committee to:
1) Award Agreement No. 17-67-027-00 to Michael Baker International (Michael Baker) to
prepare a final environmental document; perform preliminary engineering services;
prepare plans, specifications, and estimates (PS&E); and provide construction design
support services for the construction of the Santa Ana River Trail (SART) 2 project through
Green River Golf Course (Project) in the amount of $1,142,691, plus a contingency amount
of $114,269 for potential changes in scope, for a total amount not to exceed $1,256,960;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review and
contingent upon Riverside County Regional Park and Open-Space District (Park District)
execution of a Proposition 84 Grant funding agreement, to execute the agreement on
behalf of the Commission;
3) Authorize the Executive Director or designee to approve contingency work as may be
required for the Project;
4) Approve Agreement No. 18-67-064-00 with BNSF Railway (BNSF) to define the roles and
responsibilities of each party regarding safety related and design review services for the
Project, in an amount not to exceed $300,000;
5) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreements on behalf of the Commission; and
6) Forward to the Commission for final action.
BACKGROUND INFORMATION:
The concept for the overall SART from the San Bernardino Mountains to the Pacific Ocean in
Huntington Beach has been in development for the last 50 years. Much of the trail has been built
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Agenda Item 9
through Orange County with short segments remaining to be completed in Riverside and
San Bernardino Counties. The last remaining segment to be completed in Riverside County is the
segment from the Orange County line to the Hidden Valley Reserve in the cities of Corona and
Riverside.
In 2007, the Park District was successful in obtaining Proposition 84 Grant funds for the detailed
alignment and construction of the section of trail from the Orange County line to the US Army
Corps of Engineers property in the Prado Dam basin.
In early 2015, the Park District requested the Commission to manage the delivery of the SART 1
trail project between State Route 71 and the city of Eastvale. In March 2015, the Commission
and Park District entered into Memorandum of Understanding (MOU) No. 15-67-059-00, which
reimburses the Commission’s costs for providing project management and procurement of
construction services for the Park District SART 1 project.
In October 2016, the Park District and Commission amended the MOU, Agreement
No. 15-67-059-01, to reimburse the Commission for its costs for delivery of the SART 2 project
for the Park District. The SART 2 project runs through the Green River Golf Course in the city of
Corona.
Project Description
The proposed trail consists of a 10 feet wide paved Class I bike path as well as a 10 feet wide
decomposed granite equestrian and pedestrian trail for a total combined width of 20 feet. The
trail alignments to be investigated will take the trail from the Orange County line through the
Green River Golf Course and connect with the existing trail at Chino Hills State Park’s boundary.
Two build alternatives are identified for study:
Alternative 1 – A Trail Along the East Side of the Golf Course: The trail alignment would start at
its northern connection point from the existing trail in Chino Hills State Park, in Riverside County
and proceed south along the eastern edge of Green River Golf Course, crossing over Aliso Creek
drainage and utilize the existing golf cart access road under the BNSF railroad bridge, and
continue south and connect to the existing staging area and trail on Green River Road.
Alternative 2 – A Trail Along the West Side of the Golf Course: The trail alignment would also
start from Chino Hills State Park, in Riverside County and follow the western boundary of the golf
course and remain completely separate from or combined with the existing trail on Chino Hills
State Park property. The trail would cross Aliso Creek and the BNSF railroad tracks and enter into
golf course property and continue westerly, paralleling the BNSF railroad tracks and connecting
to a future Santa Ana River trail alignment in Orange County.
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Agenda Item 9
DISCUSSION:
Procurement Process for Final Environmental Document, Preliminary Engineering and PS&E
Pursuant to Government Code 4525 et seq, selection of architect, engineer, and related services
shall be on the basis of demonstrated competence and on professional qualifications necessary
for the satisfactory performance of the services required. Therefore, staff used the qualification
method of selection for the procurement of a final environmental document, preliminary
engineering and PS&E services for the Project. Evaluation criteria included elements such as
qualifications of firm, staffing and project organization, project understanding and approach, and
the ability to respond to the requirements set forth under the terms of a request for qualifications
(RFQ).
RFQ No. 17-67-027-00 for preparation a final environmental document, preliminary engineering
services and PS&E for the Project was released by staff on June 15, 2017. A public notice was
advertised in the Press Enterprise, and the RFQ was posted on the Commission’s Planet Bids
website, which is accessible through the Commission’s website. Through Planet Bids, 83 firms
downloaded the RFQ; 15 of these firms are located in Riverside County. A pre-submittal meeting
was held on June 27 and attended by 20 firms. Staff responded to all questions submitted by
potential proposers prior to the July 6 clarification deadline date. Four firms – Michael Baker;
David Evans and Associates, Inc. (DEA); MARRS Services, Inc.; and KWC Engineers – submitted
responsive and responsible statements of qualifications prior to the 2:00 p.m. submittal deadline
on July 26. Based on the evaluation criteria set forth in the RFQ, the firms were evaluated and
scored by an evaluation committee comprised of Commission, Bechtel, and Park District staff.
Based on the evaluation committee’s assessment of the written proposals and pursuant to the
terms of the RFQ, the evaluation committee shortlisted and invited two firms (Michael Baker and
DEA) to the interview phase of the evaluation and selection process. Interviews were conducted
on August 22.
Following interviews, the evaluation committee scored the interviews and combined the
shortlisted firms’ written and interview scores. Accordingly, the evaluation committee
recommends contract award to Michael Baker to provide preliminary engineering,
environmental document, and PS&E services for the Project, as it earned the highest total
evaluation score.
Subsequently, staff negotiated the scope of work (including the appropriate level of effort, labor
categories/mix, etc.), cost, and schedule proposal received from Michael Baker for the Project
services and established a fair and reasonable price. The proposed cost, including contingency,
is $1,256,960. Staff anticipates advertising for the construction contract by about summer 2020.
Staff recommends award of Agreement No. 17-67-027-00 to Michael Baker to perform
preliminary engineering, environmental document, and PS&E services for the Project, based on
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the final negotiated project scope and cost of $1,142,691, plus the contingency amount of
$114,269, for a total amount not to exceed $1,256,960. Additionally, staff recommends authority
for the Chair or Executive Director to execute the agreement on behalf of the Commission,
pursuant to legal counsel review.
BNSF Agreement
An agreement between the Commission and BNSF is needed to define the roles and
responsibilities of each party regarding safety related training and design review services for the
proposed bridge crossing of the existing BNSF railroad tracks in an amount not to exceed
$300,000. Staff recommends that the Commission authorize the Chair or Executive Director to
execute the agreement on behalf of the Commission, pursuant to legal counsel review.
Right of Way Acquisition
Once the preferred trail alignment is selected, acquisition of required right of way for the SART 2
trail from BNSF, the counties of Orange and San Bernardino, and State Parks will be identified
and acquired by the Commission, per the MOU. Staff will use the Commission on-call right of
way services. Impacts to existing utilities also will be identified at that time and staff will return
to the Commission for approval to acquire right of way and enter into utility agreements.
Funding
Funding for Commission project management; preliminary engineering, environmental
document, and PS&E services; and right of way services will be from the Proposition 84 grant
secured by the Park District through the State Coastal Conservancy on September 28, 2017. An
amendment to the Commission-Park District MOU provides for the reimbursement of the
Commission’s Project costs.
Financial Information
In Fiscal Year Budget: Yes
N/A Year: FY 2017/18
FY 2018/19+ Amount: $500,000
$1,056,960
Source of Funds:
Proposition 84 Grant funds provided by the
State Coastal Conservancy and secured by
Park District
Budget Adjustment: Yes
N/A
GL/Project
Accounting No.:
007202 81102 00000 0000 720 67 81102 $1,257,000 (Preliminary engineering)
007202 81102 00000 0000 210 72 81102 $300,000 (BNSF)
Fiscal Procedures
Approved: Date: 10/16/2017
Attachments:
1) SART 2 Vicinity Map
2) Agreement No. 17-67-027-00 with Michael Baker International
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85
ATTACHMENT 1
B-1
AGREEMENT NO. __-__-__- __
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
AGREEMENT FOR [___DESCRIPTION OF SERVICES___] SERVICES
WITH [___CONSULTANT___]
1.PARTIES AND DATE.
This Agreement is made and entered into this day of , 2017,
by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("the Co-
mmission") and [___NAME OF FIRM___] ("Consultant"), a [___LEGAL STATUS OF
CONSULTANT e.g., CORPORATION___].
2.RECITALS.
2.1 Consultant desires to perform and assume responsibility for the
provision of certain professional consulting services required by Commission on the terms
and conditions set forth in this Agreement. Consultant represents that it is a professional
consultant, experienced in providing [___INSERT TYPE OF SERVICES___] services to
public clients, is licensed in the State of California, and is familiar with the plans of
Commission.
2.2 Commission desires to engage Consultant to render certain
consulting services for the [___INSERT PROJECT NAME___] Project ("Project") as set
forth herein.
2.3 This Agreement may be funded, in whole or in part, from “Safe
Drinking Water, Water Quality and Supply, Flood Control, River and Coastal Protection
Bond Act of 2006" ("Proposition 84") grant funds provided by the State Coastal
Conservancy ("the Conservancy"). Consultant shall comply with all Proposition 84 and
Conservancy requirements, which are set forth in Exhibit “D” to this Agreement.
3.TERMS.
3.1 General Scope of Services. Consultant promises and agrees to
furnish to Commission all labor materials, tools, equipment, services, and incidental and
customary work necessary to fully and adequately provide professional consulting
services and advice on various issues affecting the decisions of Commission regarding
the Project and on other programs and matters affecting Commission, hereinafter referred
to as "Services". The Services are more particularly described in Exhibit "A" attached
hereto and incorporated herein by reference. All Services shall be subject to, and
performed in accordance with, this Agreement, the exhibits attached hereto and
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ATTACHMENT 2
B-2
incorporated herein by reference, and all applicable local, state, and federal laws, rules
and regulations.
3.2 Term. The term of this Agreement shall be from the date first
specified above to ________________, unless earlier terminated as provided herein.
Consultant shall complete the Services within the term of this Agreement and shall meet
any other established schedules and deadlines.
3.3 Schedule of Services. Consultant shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit "B" attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical personnel required to
perform the Services in conformance with such conditions. In order to facilitate
Consultant's conformance with the Schedule, the Commission shall respond to
Consultant's submittals in a timely manner. Upon request of the Commission, Consultant
shall provide a more detailed schedule of anticipated performance to meet the Schedule
of Services.
3.4 Independent Contractor; Control and Payment of Subordinates. The
Services shall be performed by Consultant under its supervision. Consultant will
determine the means, method and details of performing the Services subject to the
requirements of this Agreement. Commission retains Consultant on an independent
contractor basis and Consultant is not an employee of Commission. Consultant retains
the right to perform similar or different services for others during the term of this
Agreement. Any additional personnel performing the Services under this Agreement on
behalf of Consultant shall not be employees of Commission and shall at all times be under
Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and
other amounts due such personnel in connection with their performance of Services under
this Agreement and as required by law. Consultant shall be responsible for all reports
and obligations respecting such additional personnel, including, but not limited to: social
security taxes, income tax withholding, unemployment insurance, and workers'
compensation insurance.
3.5 Conformance to Applicable Requirements. All work prepared by
Consultant shall be subject to the approval of Commission.
3.6 Substitution of Key Personnel. Consultant has represented to
Commission that certain key personnel will perform and coordinate the Services under
this Agreement. Should one or more of such personnel become unavailable, Consultant
may substitute other personnel of at least equal competence and experience upon written
approval of Commission. In the event that Commission and Consultant cannot agree as
to the substitution of key personnel, Commission shall be entitled to terminate this
Agreement for cause, pursuant to provisions of Section 3.16 of this Agreement. The key
personnel for performance of this Agreement are as follows:
__________________________________.
3.7 Commission’s Representative. Commission hereby designates
[___INSERT NAME OR TITLE___], or his or her designee, to act as its representative
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B-3
for the performance of this Agreement ("Commission’s Representative"). Commission's
representative shall have the power to act on behalf of Commission for all purposes under
this Agreement. Consultant shall not accept direction from any person other than
Commission's Representative or his or her designee.
3.8 Consultant’s Representative. Consultant hereby designates
[___INSERT NAME OR TITLE___], or his or her designee, to act as its representative
for the performance of this Agreement ("Consultant’s Representative"). Consultant’s
Representative shall have full authority to represent and act on behalf of the Consultant
for all purposes under this Agreement. The Consultant’s Representative shall supervise
and direct the Services, using his or her best skill and attention, and shall be responsible
for all means, methods, techniques, sequences and procedures and for the satisfactory
coordination of all portions of the Services under this Agreement.
3.9 Coordination of Services. Consultant agrees to work closely with
Commission staff in the performance of Services and shall be available to Commission's
staff, consultants and other staff at all reasonable times.
3.10 Standard of Care; Licenses. Consultant shall perform the Services
under this Agreement in a skillful and competent manner, consistent with the standard
generally recognized as being employed by professionals in the same discipline in the
State of California. Consultant represents and maintains that it is skilled in the
professional calling necessary to perform the Services. Consultant warrants that all
employees and subcontractors shall have sufficient skill and experience to perform the
Services assigned to them. Finally, Consultant represents that it, its employees and
subcontractors have all licenses, permits, qualifications and approvals of whatever nature
that are legally required to perform the Services and that such licenses and approvals
shall be maintained throughout the term of this Agreement. Consultant shall perform, at
its own cost and expense and without reimbursement from Commission, any Services
necessary to correct errors or omissions which are caused by the Consultant’s failure to
comply with the standard of care provided for herein, and shall be fully responsible to the
Commission for all damages and other liabilities provided for in the indemnification
provisions of this Agreement arising from the Consultant’s errors and omissions.
3.11 Laws and Regulations. Consultant shall keep itself fully informed of
and in compliance with all local, state and federal laws, rules and regulations in any
manner affecting the performance of the Project or the Services, including all Cal/OSHA
requirements, and shall give all notices required by law. Consultant shall be liable for all
violations of such laws and regulations in connection with Services. If the Consultant
performs any work knowing it to be contrary to such laws, rules and regulations and
without giving written notice to Commission, Consultant shall be solely responsible for all
costs arising therefrom. Consultant shall defend, indemnify and hold Commission, its
officials, directors, officers, employees and agents free and harmless, pursuant to the
indemnification provisions of this Agreement, from any claim or liability arising out of any
failure or alleged failure to comply with such laws, rules or regulations.
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3.12 Insurance.
3.12.1 Time for Compliance. Consultant shall not commence work
under this Agreement until it has provided evidence satisfactory to the Commission that
it has secured all insurance required under this section, in a form and with insurance
companies acceptable to the Commission. In addition, Consultant shall not allow any
subcontractor to commence work on any subcontract until it has secured all insurance
required under this section.
3.12.2 Minimum Requirements. Consultant shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for
injuries to persons or damages to property which may arise from or in connection with the
performance of the Agreement by the Consultant, its agents, representatives, employees
or subcontractors. Consultant shall also require all of its subcontractors to procure and
maintain the same insurance for the duration of the Agreement. Such insurance shall
meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at
least as broad as the latest version of the following: (1) General Liability: Insurance
Services Office Commercial General Liability coverage (occurrence form CG 0001 or
exact equivalent); (2) Automobile Liability: Insurance Services Office Business Auto
Coverage (form CA 0001, code 1 (any auto) or exact equivalent); and (3) Workers’
Compensation and Employer’s Liability: Workers’ Compensation insurance as required
by the State of California and Employer’s Liability Insurance.
(B) Minimum Limits of Insurance. Consultant shall
maintain limits no less than: (1) General Liability: $2,000,000 per occurrence for bodily
injury, personal injury and property damage. If Commercial General Liability Insurance
or other form with general aggregate limit is used, either the general aggregate limit shall
apply separately to this Agreement/location or the general aggregate limit shall be twice
the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily
injury and property damage; and (3) if Consultant has an employees, Workers’
Compensation and Employer’s Liability: Workers’ Compensation limits as required by the
Labor Code of the State of California. Employer’s Practices Liability limits of $1,000,000
per accident.
3.12.3 Professional Liability. Consultant shall procure and maintain,
and require its sub-consultants to procure and maintain, for a period of five (5) years
following completion of the Project, errors and omissions liability insurance appropriate to
their profession. Such insurance shall be in an amount not less than $1,000,000 per
claim. This insurance shall be endorsed to include contractual liability applicable to this
Agreement and shall be written on a policy form coverage specifically designed to protect
against acts, errors or omissions of the Consultant. “Covered Professional Services” as
designated in the policy must specifically include work performed under this Agreement.
The policy must “pay on behalf of” the insured and must include a provision establishing
the insurer's duty to defend.
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3.12.4 Aircraft Liability Insurance. Prior to conducting any Services
requiring use of aircraft, Consultant shall procure and maintain, or cause to be procured
and maintained, aircraft liability insurance or equivalent form, with a single limit as shall
be required by the Commission. Such insurance shall include coverage for owned, hired
and non-owned aircraft and passengers, and shall name, or be endorsed to name, the
Commission, Caltrans and their directors, officials, officers, employees and agents as
additional insureds with respect to the Services or operations performed by or on behalf
of the Consultant.
3.12.5 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Consultant shall provide endorsements on forms
approved by the Commission to add the following provisions to the insurance policies:
(A) General Liability.
(i) Commercial General Liability Insurance must
include coverage for (1) bodily Injury and property damage; (2) personal Injury/advertising
Injury; (3) premises/operations liability; (4) products/completed operations liability; (5)
aggregate limits that apply per Project; (6) explosion, collapse and underground (UCX)
exclusion deleted; (7) contractual liability with respect to this Agreement; (8) broad form
property damage; and (9) independent consultants coverage.
(ii) The policy shall contain no endorsements or
provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for
claims or suits by one insured against another; or (3) contain any other exclusion contrary
to this Agreement.
(iii) The policy shall give the Commission, its
directors, officials, officers, employees, and agents insured status using ISO endorsement
forms 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(iv) The additional insured coverage under the
policy shall be “primary and non-contributory” and will not seek contribution from the
Commission’s insurance or self-insurance and shall be at least as broad as CG 20 01 04
13, or endorsements providing the exact same coverage.
(B) Automobile Liability. The automobile liability policy
shall be endorsed to state that: (1) the Commission, its directors, officials, officers,
employees and agents shall be covered as additional insureds with respect to the
ownership, operation, maintenance, use, loading or unloading of any auto owned, leased,
hired or borrowed by the Consultant or for which the Consultant is responsible; and (2)
the insurance coverage shall be primary insurance as respects the Commission, its
directors, officials, officers, employees and agents, or if excess, shall stand in an
unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage.
Any insurance or self-insurance maintained by the Commission, its directors, officials,
officers, employees and agents shall be excess of the Consultant’s insurance and shall
not be called upon to contribute with it in any way.
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(C) Workers’ Compensation and Employers Liability
Coverage.
(i) Consultant certifies that he/she is aware of the
provisions of Section 3700 of the California Labor Code which requires every employer
to be insured against liability for workers’ compensation or to undertake self-insurance in
accordance with the provisions of that code, and he/she will comply with such provisions
before commencing work under this Agreement.
(ii) The insurer shall agree to waive all rights of
subrogation against the Commission, its directors, officials, officers, employees and
agents for losses paid under the terms of the insurance policy which arise from work
performed by the Consultant.
(D) All Coverages.
(i) Defense costs shall be payable in addition to the
limits set forth hereunder.
(ii) Requirements of specific coverage or limits
contained in this section are not intended as a limitation on coverage, limits, or other
requirement, or a waiver of any coverage normally provided by any insurance. It shall be
a requirement under this Agreement that any available insurance proceeds broader than
or in excess of the specified minimum insurance coverage requirements and/or limits set
forth herein shall be available to the Commission, its directors, officials, officers,
employees and agents as additional insureds under said policies. Furthermore, the
requirements for coverage and limits shall be (1) the minimum coverage and limits
specified in this Agreement; or (2) the broader coverage and maximum limits of coverage
of any insurance policy or proceeds available to the named insured; whichever is greater.
(iii) The limits of insurance required in this
Agreement may be satisfied by a combination of primary and umbrella or excess
insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a
provision that such coverage shall also apply on a primary and non-contributory basis for
the benefit of the Commission (if agreed to in a written contract or agreement) before the
Commission’s own insurance or self-insurance shall be called upon to protect it as a
named insured. The umbrella/excess policy shall be provided on a “following form” basis
with coverage at least as broad as provided on the underlying policy(ies).
(iv) Consultant shall provide the Commission at
least thirty (30) days prior written notice of cancellation of any policy required by this
Agreement, except that the Consultant shall provide at least ten (10) days prior written
notice of cancellation of any such policy due to non-payment of premium. If any of the
required coverage is cancelled or expires during the term of this Agreement, the
Consultant shall deliver renewal certificate(s) including the General Liability Additional
Insured Endorsement to the Commission at least ten (10) days prior to the effective date
of cancellation or expiration.
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(v) The retroactive date (if any) of each policy is to
be no later than the effective date of this Agreement. Consultant shall maintain such
coverage continuously for a period of at least three years after the completion of the work
under this Agreement. Consultant shall purchase a one (1) year extended reporting
period A) if the retroactive date is advanced past the effective date of this Agreement; B)
if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-
made policy with a retroactive date subsequent to the effective date of this Agreement.
(vi) The foregoing requirements as to the types and
limits of insurance coverage to be maintained by Consultant, and any approval of said
insurance by the Commission, is not intended to and shall not in any manner limit or
qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to
this Agreement, including but not limited to, the provisions concerning indemnification.
(vii) If at any time during the life of the Agreement,
any policy of insurance required under this Agreement does not comply with these
specifications or is canceled and not replaced, Commission has the right but not the duty
to obtain the insurance it deems necessary and any premium paid by Commission will be
promptly reimbursed by Consultant or Commission will withhold amounts sufficient to pay
premium from Consultant payments. In the alternative, Commission may cancel this
Agreement. The Commission may require the Consultant to provide complete copies of
all insurance policies in effect for the duration of the Project.
(viii) Neither the Commission nor any of its directors,
officials, officers, employees or agents shall be personally responsible for any liability
arising under or by virtue of this Agreement.
Each insurance policy required by this Agreement shall
be endorsed to state that:
3.12.6 Deductibles and Self-Insurance Retentions. Any deductibles
or self-insured retentions must be declared to and approved by the Commission. If the
Commission does not approve the deductibles or self-insured retentions as presented,
Consultant shall guarantee that, at the option of the Commission, either: (1) the insurer
shall reduce or eliminate such deductibles or self-insured retentions as respects the
Commission, its directors, officials, officers, employees and agents; or, (2) the Consultant
shall procure a bond guaranteeing payment of losses and related investigation costs,
claims and administrative and defense expenses.
3.12.7 Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in
California, and satisfactory to the Commission.
3.12.8 Verification of Coverage. Consultant shall furnish
Commission with original certificates of insurance and endorsements effecting coverage
required by this Agreement on forms satisfactory to the Commission. The certificates and
endorsements for each insurance policy shall be signed by a person authorized by that
insurer to bind coverage on its behalf. All certificates and endorsements must be received
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and approved by the Commission before work commences. The Commission reserves
the right to require complete, certified copies of all required insurance policies, at any
time.
3.12.9 Subconsultant Insurance Requirements. Consultant shall not
allow any subcontractors or subconsultants to commence work on any subcontract until
they have provided evidence satisfactory to the Commission that they have secured all
insurance required under this section. Policies of commercial general liability insurance
provided by such subcontractors or subconsultants shall be endorsed to name the
Commission as an additional insured using ISO form CG 20 38 04 13 or an endorsement
providing the exact same coverage. If requested by Consultant, the Commission may
approve different scopes or minimum limits of insurance for particular subcontractors or
subconsultants.
3.13 Safety. Consultant shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out its Services, the Consultant
shall at all times be in compliance with all applicable local, state and federal laws, rules
and regulations, and shall exercise all necessary precautions for the safety of employees
appropriate to the nature of the work and the conditions under which the work is to be
performed. Safety precautions as applicable shall include, but shall not be limited to: (A)
adequate life protection and life saving equipment and procedures; (B) instructions in
accident prevention for all employees and subcontractors, such as safe walkways,
scaffolds, fall protection ladders, bridges, gang planks, confined space procedures,
trenching and shoring, equipment and other safety devices, equipment and wearing
apparel as are necessary or lawfully required to prevent accidents or injuries; and (C)
adequate facilities for the proper inspection and maintenance of all safety measures.
3.14 Fees and Payment.
3.14.1 Compensation. Consultant shall receive compensation,
including authorized reimbursements, for all Services rendered under this Agreement at
the rates set forth in Exhibit "C" attached hereto. The total compensation shall not exceed
[___INSERT WRITTEN DOLLAR AMOUNT___] ($[___INSERT NUMERICAL DOLLAR
AMOUNT___]) without written approval of Commission's Executive Director (“Total
Compensation”). Extra Work may be authorized, as described below, and if authorized,
will be compensated at the rates and manner set forth in this Agreement.
3.14.2 Payment of Compensation. Consultant shall submit to
Commission a monthly statement which indicates work completed and hours of Services
rendered by Consultant. The statement shall describe the amount of Services and
supplies provided since the initial commencement date, or since the start of the
subsequent billing periods, as appropriate, through the date of the statement.
Commission shall, within 45 days of receiving such statement, review the statement and
pay all approved charges thereon.
3.14.3 Reimbursement for Expenses. Consultant shall not be
reimbursed for any expenses unless authorized in writing by Commission.
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3.14.4 Extra Work. At any time during the term of this Agreement,
Commission may request that Consultant perform Extra Work. As used herein, "Extra
Work" means any work which is determined by Commission to be necessary for the
proper completion of the Project, but which the parties did not reasonably anticipate would
be necessary at the execution of this Agreement. Consultant shall not perform, nor be
compensated for, Extra Work without written authorization from Commission's Executive
Director.
3.15 Accounting Records. Consultant shall maintain complete and
accurate records with respect to all costs and expenses incurred and fees charged under
this Agreement. All such records shall be clearly identifiable. Consultant shall allow a
representative of Commission during normal business hours to examine, audit, and make
transcripts or copies of such records and any other documents created pursuant to this
Agreement. 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 under this Agreement.
3.16 Termination of Agreement.
3.16.1 Grounds for Termination. Commission may, by written notice
to Consultant, terminate the whole or any part of this Agreement at any time and without
cause by giving written notice to Consultant of such termination, and specifying the
effective date thereof. Upon termination, Consultant shall be compensated only for those
services which have been fully and adequately rendered to Commission through the
effective date of the termination, and Consultant shall be entitled to no further
compensation. Consultant may not terminate this Agreement except for cause.
3.16.2 Effect of Termination. If this Agreement is terminated as
provided herein, Commission may require Consultant to provide all finished or unfinished
Documents and Data, as defined below, and other information of any kind prepared by
Consultant in connection with the performance of Services under this Agreement.
Consultant shall be required to provide such document and other information within fifteen
(15) days of the request.
3.16.3 Additional Services. In the event this Agreement is terminated
in whole or in part as provided herein, Commission may procure, upon such terms and in
such manner as it may determine appropriate, services similar to those terminated.
3.17 Delivery of Notices. All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such
other address as the respective parties may provide in writing for this purpose:
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CONSULTANT: COMMISSION:
______________________ Riverside County
______________________ Transportation Commission
______________________ 4080 Lemon Street, 3rd Floor
_____________________ Riverside, CA 92501
Attn: ________________ Attn: Executive Director
Such notice shall be deemed made when personally delivered or when
mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid
and addressed to the party at its applicable address. Actual notice shall be deemed
adequate notice on the date actual notice occurred, regardless of the method of service.
3.18 Ownership of Materials/Confidentiality.
3.18.1 Documents & Data. This Agreement creates an exclusive and
perpetual license for Commission to copy, use, modify, reuse, or sub-license any and all
copyrights and designs embodied in plans, specifications, studies, drawings, estimates,
materials, data and other documents or works of authorship fixed in any tangible medium
of expression, including but not limited to, physical drawings or data magnetically or
otherwise recorded on computer diskettes, which are prepared or caused to be prepared
by Consultant under this Agreement (“Documents & Data”).
Consultant shall require all subcontractors to agree in writing that
Commission is granted an exclusive and perpetual license for any Documents & Data the
subcontractor prepares under this Agreement.
Consultant represents and warrants that Consultant has the legal
right to grant the exclusive and perpetual license for all such Documents & Data.
Consultant makes no such representation and warranty in regard to Documents & Data
which were prepared by design professionals other than Consultant or provided to
Consultant by the Commission.
Commission shall not be limited in any way in its use of the
Documents & Data at any time, provided that any such use not within the purposes
intended by this Agreement shall be at Commission’s sole risk.
3.18.2 Intellectual Property. In addition, Commission shall have and
retain all right, title and interest (including copyright, patent, trade secret and other
proprietary rights) in all plans, specifications, studies, drawings, estimates, materials,
data, computer programs or software and source code, enhancements, documents, and
any and all works of authorship fixed in any tangible medium or expression, including but
not limited to, physical drawings or other data magnetically or otherwise recorded on
computer media (“Intellectual Property”) prepared or developed by or on behalf of
Consultant under this Agreement as well as any other such Intellectual Property prepared
or developed by or on behalf of Consultant under this Agreement.
The Commission shall have and retain all right, title and interest in
Intellectual Property developed or modified under this Agreement whether or not paid for
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wholly or in part by Commission, whether or not developed in conjunction with Consultant,
and whether or not developed by Consultant. Consultant will execute separate written
assignments of any and all rights to the above referenced Intellectual Property upon
request of Commission.
Consultant shall also be responsible to obtain in writing separate
written assignments from any subcontractors or agents of Consultant of any and all right
to the above referenced Intellectual Property. Should Consultant, either during or
following termination of this Agreement, desire to use any of the above-referenced
Intellectual Property, it shall first obtain the written approval of the Commission.
All materials and documents which were developed or prepared by
the Consultant for general use prior to the execution of this Agreement and which are not
the copyright of any other party or publicly available and any other computer applications,
shall continue to be the property of the Consultant. However, unless otherwise identified
and stated prior to execution of this Agreement, Consultant represents and warrants that
it has the right to grant the exclusive and perpetual license for all such Intellectual Property
as provided herein.
Commission further is granted by Consultant a non-exclusive and
perpetual license to copy, use, modify or sub-license any and all Intellectual Property
otherwise owned by Consultant which is the basis or foundation for any derivative,
collective, insurrectional, or supplemental work created under this Agreement.
3.18.3 Confidentiality. All ideas, memoranda, specifications, plans,
procedures, drawings, descriptions, computer program data, input record data, written
information, and other Documents and Data either created by or provided to Consultant
in connection with the performance of this Agreement shall be held confidential by
Consultant. Such materials shall not, without the prior written consent of Commission, be
used by Consultant for any purposes other than the performance of the Services. Nor
shall such materials be disclosed to any person or entity not connected with the
performance of the Services or the Project. Nothing furnished to Consultant which is
otherwise known to Consultant or is generally known, or has become known, to the
related industry shall be deemed confidential. Consultant shall not use Commission's
name or insignia, photographs of the Project, or any publicity pertaining to the Services
or the Project in any magazine, trade paper, newspaper, television or radio production or
other similar medium without the prior written consent of Commission.
3.18.4 Infringement Indemnification. Consultant shall defend,
indemnify and hold the Commission, its directors, officials, officers, employees,
volunteers and agents free and harmless, pursuant to the indemnification provisions of
this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade
name, trademark, or any other proprietary right of any person or entity in consequence of
the use on the Project by Commission of the Documents & Data, including any method,
process, product, or concept specified or depicted.
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3.19 Cooperation; Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be
necessary, appropriate or convenient to attain the purposes of this Agreement.
3.20 Attorney's Fees. If either party commences an action against the
other party, either legal, administrative or otherwise, arising out of or in connection with
this Agreement, the prevailing party in such litigation shall be entitled to have and recover
from the losing party reasonable attorney's fees and costs of such actions.
3.21 Indemnification. Consultant shall defend, indemnify and hold the
Commission, its directors, officials, officers, agents, consultants, employees and
volunteers free and harmless from any and all claims, demands, causes of action, costs,
expenses, liabilities, losses, damages or injuries, in law or in equity, to property or
persons, including wrongful death, in any manner arising out of or incident to any alleged
negligent acts, omissions or willful misconduct of the Consultant, its officials, officers,
employees, agents, consultants, and contractors arising out of or in connection with the
performance of the Services, the Project or this Agreement, including without limitation,
the payment of all consequential damages, attorneys fees and other related costs and
expenses. Consultant shall defend, at Consultant’s own cost, expense and risk, any and
all such aforesaid suits, actions or other legal proceedings of every kind that may be
brought or instituted against the Commission, its directors, officials, officers, agents,
consultants, employees and volunteers. Consultant shall pay and satisfy any judgment,
award or decree that may be rendered against the Commission or its directors, officials,
officers, agents, consultants, employees and volunteers, in any such suit, action or other
legal proceeding. Consultant shall reimburse the Commission and its directors, officials,
officers, agents, consultants, employees and volunteers, for any and all legal expenses
and costs, including reasonable attorney’s fees, incurred by each of them in connection
therewith or in enforcing the indemnity herein provided. Consultant’s obligation to
indemnity shall not be restricted to insurance proceeds, if any, received by the
Commission or its directors, officials, officers, agents, consultants, employees and
volunteers. Notwithstanding the foregoing, to the extent Consultant's Services are
subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent
required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Consultant. This Section 3.21
shall survive any expiration or termination of this Agreement.
3.22 Entire Agreement. This Agreement contains the entire Agreement
of the parties with respect to the subject matter hereof, and supersedes all prior
negotiations, understandings or agreements. This Agreement may only be
supplemented, amended, or modified by a writing signed by both parties.
3.23 Governing Law. This Agreement shall be governed by the laws of
the State of California. Venue shall be in Riverside County.
3.24 Time of Essence. Time is of the essence for each and every
provision of this Agreement.
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3.25 Commission's Right to Employ Other Consultants. The Commission
reserves the right to employ other consultants in connection with this Project.
3.26 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the parties, and shall not be assigned by Consultant without
the prior written consent of Commission.
3.27 Prohibited Interests and Conflicts.
3.27.1 Solicitation. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working
solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants
that it has not paid nor has it agreed to pay any company or person, other than a bona
fide employee working solely for Consultant, any fee, commission, percentage, brokerage
fee, gift or other consideration contingent upon or resulting from the award or making of
this Agreement. For breach or violation of this warranty, Commission shall have the right
to rescind this Agreement without liability.
3.27.2 Conflict of Interest. For the term of this Agreement, no
member, officer or employee of Commission, during the term of his or her service with
Commission, shall have any direct interest in this Agreement, or obtain any present or
anticipated material benefit arising therefrom.
3.27.3 Conflict of Employment. Employment by the Consultant of
personnel currently on the payroll of the Commission shall not be permitted in the
performance of this Agreement, even though such employment may occur outside of the
employee’s regular working hours or on weekends, holidays or vacation time. Further,
the employment by the Consultant of personnel who have been on the Commission
payroll within one year prior to the date of execution of this Agreement, where this
employment is caused by and or dependent upon the Consultant securing this or related
Agreements with the Commission, is prohibited.
3.27.4 Employment Adverse to the Commission. Consultant shall
notify the Commission, and shall obtain the Commission’s written consent, prior to
accepting work to assist with or participate in a third-party lawsuit or other legal or
administrative proceeding against the Commission during the term of this Agreement.
3.28 Equal Opportunity Employment. Consultant represents that it is an
equal opportunity employer and it shall not discriminate against any employee or
applicant for employment because of race, religion, color, national origin, ancestry, sex
or age. Such non-discrimination shall include, but not be limited to, all activities related
to initial employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff or termination. Consultant shall also comply with all relevant provisions
of Commission's Disadvantaged Business Enterprise program, Affirmative Action Plan or
other related Commission programs or guidelines currently in effect or hereinafter
enacted.
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3.29 Subcontracting. Consultant shall not subcontract any portion of the
work or Services required by this Agreement, except as expressly stated herein, without
prior written approval of the Commission. Subcontracts, if any, shall contain a provision
making them subject to all provisions stipulated in this Agreement.
3.30 Prevailing Wages. By its execution of this Agreement, Consultant
certified that it is aware of the requirements of California Labor Code Sections 1720 et
seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000
et seq. (“Prevailing Wage Laws”), which require the payment of prevailing wage rates
and the performance of other requirements on certain “public works” and “maintenance”
projects. If the Services are being performed as part of an applicable “public works” or
“maintenance” project, as defined by the Prevailing Wage Laws, and if the total
compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing
Wage Laws. The Commission shall provide Consultant with a copy of the prevailing rate
of per diem wages in effect at the commencement of this Agreement. Consultant shall
make copies of the prevailing rates of per diem wages for each craft, classification or type
of worker needed to execute the Services available to interested parties upon request,
and shall post copies at the Consultant's principal place of business and at the project
site. Consultant shall defend, indemnify and hold the Commission, its elected officials,
officers, employees and agents free and harmless from any claims, liabilities, costs,
penalties or interest arising out of any failure or alleged failure to comply with the
Prevailing Wage Laws.
3.30.1 DIR Registration. Effective March 1, 2015, if the Services are
being performed as part of an applicable “public works” or “maintenance” project, then
pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all
subconsultants must be registered with the Department of Industrial Relations. If
applicable, Consultant shall maintain registration for the duration of the Project and
require the same of any subconsultants. This Project may also be subject to compliance
monitoring and enforcement by the Department of Industrial Relations. It shall be
Consultant’s sole responsibility to comply with all applicable registration and labor
compliance requirements.
3.31 Employment of Apprentices. This Agreement shall not prevent the
employment of properly indentured apprentices in accordance with the California Labor
Code, and no employer or labor union shall refuse to accept otherwise qualified
employees as indentured apprentices on the work performed hereunder solely on the
ground of race, creed, national origin, ancestry, color or sex. Every qualified apprentice
shall be paid the standard wage paid to apprentices under the regulations of the craft or
trade in which he or she is employed and shall be employed only in the craft or trade to
which he or she is registered.
If California Labor Code Section 1777.5 applies to the Services, Consultant
and any subcontractor hereunder who employs workers in any apprenticeable craft or
trade shall apply to the joint apprenticeship council administering applicable standards for
a certificate approving Consultant or any sub-consultant for the employment and training
of apprentices. Upon issuance of this certificate, Consultant and any sub-consultant shall
employ the number of apprentices provided for therein, as well as contribute to the fund
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to administer the apprenticeship program in each craft or trade in the area of the work
hereunder.
The parties expressly understand that the responsibility for compliance with
provisions of this Section and with Sections 1777.5, 1777.6 and 1777.7 of the California
Labor Code in regard to all apprenticeable occupations lies with Consultant.
3.32 No Waiver. Failure of Commission to insist on any one occasion
upon strict compliance with any of the terms, covenants or conditions hereof shall not be
deemed a waiver of such term, covenant or condition, nor shall any waiver or
relinquishment of any rights or powers hereunder at any one time or more times be
deemed a waiver or relinquishment of such other right or power at any other time or times.
3.33 Eight-Hour Law. Pursuant to the provisions of the California Labor
Code, eight hours of labor shall constitute a legal day's work, and the time of service of
any worker employed on the work shall be limited and restricted to eight hours during any
one calendar day, and forty hours in any one calendar week, except when payment for
overtime is made at not less than one and one-half the basic rate for all hours worked in
excess of eight hours per day ("Eight-Hour Law"), unless Consultant or the Services are
not subject to the Eight-Hour Law. Consultant shall forfeit to Commission as a penalty,
$50.00 for each worker employed in the execution of this Agreement by him, or by any
sub-consultant under him, for each calendar day during which such workman is required
or permitted to work more than eight hours in any calendar day and forty hours in any one
calendar week without such compensation for overtime violation of the provisions of the
California Labor Code, unless Consultant or the Services are not subject to the Eight-
Hour Law.
3.34 Subpoenas or Court Orders. Should Consultant receive a subpoena
or court order related to this Agreement, the Services or the Project, Consultant shall
immediately provide written notice of the subpoena or court order to the Commission.
Consultant shall not respond to any such subpoena or court order until notice to the
Commission is provided as required herein, and shall cooperate with the Commission in
responding to the subpoena or court order.
3.35 Survival. All rights and obligations hereunder that by their nature are
to continue after any expiration or termination of this Agreement, including, but not limited
to, the indemnification and confidentiality obligations, and the obligations related to receipt
of subpoenas or court orders, shall survive any such expiration or termination.
3.36 No Third Party Beneficiaries. There are no intended third party
beneficiaries of any right or obligation assumed by the Parties.
3.37 Labor Certification. By its signature hereunder, Consultant certifies
that it is aware of the provisions of Section 3700 of the California Labor Code which
require every employer to be insured against liability for Workers’ Compensation or to
undertake self-insurance in accordance with the provisions of that Code, and agrees to
comply with such provisions before commencing the performance of the Services.
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3.38 Proposition 84 Grant Requirements. The Proposition 84 Grant
Requirements are attached to this Agreement as Exhibit “D” and incorporated herein by
reference. Consultant shall comply with all provisions set forth in the attached Exhibit
“D”. In the case of any conflict between the terms of this Agreement and the attached
Exhibit “D”, the provisions set forth in Exhibit “D” shall govern, unless otherwise specified
in writing by the Commission.
3.39 Counterparts. This Agreement may be signed in counterparts, each
of which shall constitute an original.
3.40 Incorporation of Recitals. The recitals set forth above are true and
correct and are incorporated into this Agreement as though fully set forth herein.
3.41 Invalidity; Severability. If any portion of this Agreement is declared
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the
remaining provisions shall continue in full force and effect.
3.42 Conflicting Provisions. Except as expressly set forth in Section 3.38
above, in the event that provisions of any attached exhibits conflict in any way with the
provisions set forth in this Agreement, the language, terms and conditions contained in
this Agreement shall control the actions and obligations of the Parties and the
interpretation of the Parties’ understanding concerning the performance of the Services.
3.43 Headings. Article and Section Headings, paragraph captions or
marginal headings contained in this Agreement are for convenience only and shall have
no effect in the construction or interpretation of any provision herein.
3.44 Assignment or Transfer. Consultant shall not assign, hypothecate,
or transfer, either directly or by operation of law, this Agreement or any interest herein,
without the prior written consent of the Commission. Any attempt to do so shall be null
and void, and any assignees, hypothecates or transferees shall acquire no right or interest
by reason of such attempted assignment, hypothecation or transfer.
3.45 Authority to Enter Agreement. Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement.
Each Party warrants that the individuals who have signed this Agreement have the legal
power, right, and authority to make this Agreement and bind each respective Party.
[SIGNATURES ON FOLLOWING PAGE]
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SIGNATURE PAGE
TO
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
AGREEMENT FOR [___DESCRIPTION OF SERVICES___] SERVICES
WITH [___CONSULTANT___]
IN WITNESS WHEREOF, this Agreement was executed on the date first written
above.
RIVERSIDE COUNTY CONSULTANT
TRANSPORTATION COMMISSION [INSERT NAME OF CONSULTANT]
By: _________________________ By: ____________________________
[INSERT NAME] Signature
Chair
__________________________
Name
[NOT NEEDED IF APPROVED BY COMMISSION]
__________________________
Title
By: ____________________________
Anne Mayer
Executive Director
Approved as to Form: Attest:
By: ____________________________ By: ________________________
Best Best & Krieger LLP Its: Secretary
General Counsel
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1. Exhibit "A"- Scope of Services (Exhibit “A” of RFQ to be attached as
Exhibit “A”)
2. Exhibit "B" - Schedule of Services (Agreed upon schedule to be
included)
103
B-19
3. Exhibit "C" – Compensation and Payment (Agreed upon compensation
terms to be included)
For the satisfactory performance and completion of the Services under this
Agreement, the Commission will pay the Consultant compensation as set forth herein.
1) ELEMENTS OF COMPENSATION.
Compensation for the Services will be comprised of the following elements: 1.1
Direct Labor Costs; 1.2 Fixed Fee; and 1.3 Additional Direct Costs.
1.1 DIRECT LABOR COSTS.
Direct Labor costs shall be paid in an amount equal to the product of the
Direct Salary Costs and the Multiplier which are defined as follows:
i) DIRECT SALARY COSTS
Direct Salary Costs are the base salaries and wages actually paid to
the Consultant's personnel directly engaged in performance of the
Services under the Agreement. (The range of hourly rates paid to
the Consultant's personnel appears in Section 2 below.)
ii) MULTIPLIER
The Multiplier to be applied to the Direct Salary Costs to determine
the Direct Labor Costs is _________________, and is the sum of the
following components:
(1) Direct Salary Costs ____________________
(2) Payroll Additives ____________________
The decimal ratio of Payroll Additives to Direct Salary Costs. Payroll
Additives include all employee benefits, allowances for vacation, sick
leave, and holidays, and company portion of employee insurance
and social and retirement benefits, all federal and state payroll taxes,
premiums for insurance which are measured by payroll costs, and
other contributions and benefits imposed by applicable laws and
regulations.
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(3) Overhead Costs ____________________
The decimal ratio of allowable Overhead Costs to the Consultant
firm's total direct salary costs. Allowable Overhead Costs include
general, administrative and overhead costs of maintaining and
operating established offices, and consistent with established firm
policies, and as defined in the Federal Acquisitions Regulations, Part
31.2.
Total Multiplier ____________________
(sum of 1.1.2.1, 1.1.2.2, and 1.1.2.3)
1.2 FIXED FEE.
A Fixed Fee of _______________ shall be paid to Consultant for
Consultant’s complete and satisfactory performance of this
Agreement and all Services required hereunder. Commission shall
pay the Fixed Fee in monthly installments based upon the
percentage of the Services completed at the end of each billing
period, as determined in the sole discretion of the Commission’s
Representative, or his or her designee. Consultant shall not be
entitled to and shall forfeit any portion of the Fixed Fee not earned
as provided herein.
1.3 ADDITIONAL DIRECT COSTS.
Additional Direct Costs directly identifiable to the performance of the
services of this Agreement shall be reimbursed at the rates below, or at
actual invoiced cost.
Rates for identified Additional Direct Costs are as follows:
ITEM REIMBURSEMENT RATE
[___insert charges___]
Per Diem Actual Cost
Car mileage 0.405 or current IRS rate
Rental Car Actual Cost
Travel Actual Cost
Photocopies (Black & White) $ /copy
Photocopies (Color) $ /copy
Photographs/
other reprographic Services Actual Cost
Postage/Shipping Actual Cost
Courier Service Actual Cost
Other Rentals, supplies, purchases Actual Cost
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Travel by air and travel in excess of 100 miles from the Consultant's office
nearest to the Commission's office must have the Commission's prior
written approval to be reimbursed under this Agreement.
2) DIRECT SALARY RATES
Direct Salary Rates, which are the range of hourly rates to be used in determining
Direct Salary Costs in Section 1.1.1 above, are given below and are subject to the
following:
a) Direct Salary Rates shall be applicable to both straight time and overtime
work, unless payment of a premium for overtime work is required by law,
regulation or craft agreement, or is otherwise specified in this Agreement.
In such event, the premium portion of Direct Salary Costs will not be subject
to the Multiplier defined in Paragraph 1.1.2 above.
b) Direct Salary Rates shown herein are in effect for one year following the
effective date of the Agreement. Thereafter, they may be adjusted annually
to reflect the Consultant's adjustments to individual compensation. The
Consultant shall notify the Commission in writing prior to a change in the
range of rates included herein, and prior to each subsequent change.
POSITION OR CLASSIFICATION RANGE OF HOURLY RATES
[___sample___]
Principal $ .00 - $ .00/hour
Project Manager $ .00 - $ .00/hour
Sr. Engineer/Planner $ .00 - $ .00/hour
Project Engineer/Planner $ .00 - $ .00/hour
Assoc. Engineer/Planner $ .00 - $ .00/hour
Technician $ .00 - $ .00/hour
Drafter/CADD Operator $ .00 - $ .00/hour
Word Processor $ .00 - $ .00/hour
c) The above rates are for the Consultant only. All rates for subconsultants to
the Consultant will be in accordance with the Consultant's cost proposal.
3) INVOICING.
a) Each month the Consultant shall submit an invoice for Services performed
during the preceding month. The original invoice shall be submitted to the
Commission's Executive Director with two (2) copies to the Commission's
Project Coordinator.
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b) Charges shall be billed in accordance with the terms and rates included
herein, unless otherwise agreed in writing by the Commission's
Representative.
c) Base Work shall be charged separately, and the charges for each task and
Milestone listed in the Scope of Services, shall be listed separately. The
charges for each individual assigned by the Consultant under this
Agreement shall be listed separately on an attachment to the invoice.
d) A charge of $500 or more for any one item of Additional Direct Costs shall
be accompanied by substantiating documentation satisfactory to the
Commission such as invoices, telephone logs, etc.
e) Each copy of each invoice shall be accompanied by a Monthly Progress
Report and spreadsheets showing hours expended by task for each month
and total project to date.
f) Each invoice shall indicate payments to DBE subconsultants or supplies by
dollar amount and as a percentage of the total invoice.
g) Each invoice shall include a certification signed by the Consultant's
Representative or an officer of the firm which reads as follows:
I hereby certify that the hours and salary rates charged in this invoice are
the actual hours and rates worked and paid to the employees listed.
Signed _____________________________
Title _____________________________
Date _____________________________
Invoice No. ________________________
4) PAYMENT
a) The Commission shall pay the Consultant within four to six weeks after
receipt by the Commission of an original invoice. Should the Commission
contest any portion of an invoice, that portion shall be held for resolution,
without interest, but the uncontested balance shall be paid.
b) The final payment for Services under this Agreement will be made only after
the Consultant has executed a Release and Certificate of Final Payment.
107
B-23
4. Exhibit “D” – Proposition 84 Grant Requirements (Exhibit D of RFQ to be
attached as Exhibit “D”)
108
109
1 0/20/201 7
SANTA ANA RIVER TRAIL
(SART) No. 2 PROJECT
Award Contract to Prepare
Environmental Document and Final
Design
Alex Menor
SART No. 2 TRAIL PROJECT
Background
• March 2015 Riverside County Park District and Commission MOU
reimburses Commission for project management of SART 1
project
• 10 ft. wide paved Class 1 bike path and a 10 ft. wide
decomposed granite equestrian and pedestrian trail
• Located in the Prado Dam Basin along the Santa Ana river
1
1 0/20/201 7
SART No. 2 TRAIL PROJECT
SART No. 1 TRAIL MAP
SART No. 2 TRAIL PROJECT
• October 2016, MOU amended to reimburse the Commission for
SART No. 2
• Trail through the Green River Golf Course, and connects the SART
trail in Riverside and Orange County
• Two trail alignments will be evaluated
• Proposition 84 grant secured by the Park District hraucgh the State
Coastal Conservancy
2
10/20/2017
RCTC
SART No. 2 TRAIL PROJECT
SART No. 2 TRAIL MAP
Pto artt lian+ts
tvati. 1
'�� Aherr+atw� T
140 CO
C area
ERistin9 Sam* Ma
R:wr Trail
RCTC
SART No. 2 TRAIL PROJECT
ACTION 1: PAED & Final Design Contract
• Procurement of the design firm followed Commission procedures
• Selection of firm based on demonstrated competence and
professional qualifications
• Four firms submitted bids and two were shortlisted
• Michael Baker International earned the h
3
10/20/2017
SART No. 2 TRAIL PROJECT
ACTION 1: PAED & Design Contract
■ Proposed contract: $1,142,691
■ Plus 1 Oho contingency of $114,269 for a total amount not
to exceed $1,256,960
■ PAED and design price is about 20% of estimated
construction cost of $5.64 million
SART No. 2 TRAIL PROJECT
ACTION 2: BNSF Agreement
• SART No. 2 Trail Project crosses over/under BNSF tracks.
• BNSF Agreement needed for funding responsibilities, railroad
safety training and design review services
• Not to exceed $300,000
4
10/20/2017
SART No. 2 TRAIL PROJECT
Right of Way Acquisition & Utilities
Future Actions Needed Include:
• Selection of a preferred trail alignment
• Identification of right of way and utilities impacts
• Return to the Commission for appa
agreements with impacted u�l
right of way acquisition.
5
AGENDA ITEM 10
Agenda Item 10
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
DATE: October 23, 2017
TO: Western Riverside County Programs and Projects Committee
FROM: Patricia Castillo, Capital Projects Manager
THROUGH: Marlin Feenstra, Project Delivery Director
SUBJECT:
Agreements for On-Call Construction Management Services, Materials
Testing, and Construction Surveying Services for the Construction of
Commuter Rail Station Capital Improvement Projects
STAFF RECOMMENDATION:
This item is for the Committee to:
1) Award the following agreements to provide on-call construction management services,
materials testing, and construction surveying services (collectively, CM services) for the
construction of commuter rail station capital improvement projects for a three-year term,
and one, two-year option to extend the agreements, in an amount not to exceed an
aggregate value of $7.5 million;
a) Agreement No. 17-33-099-00 to HDR Construction Control Corporation;
b) Agreement No. 17-33-121-00 to Kleinfelder; and
c) Agreement No. 17-33-122-00 to S2 Engineering, Inc.;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreements, including option years, on behalf of the Commission;
3) Authorize the Executive Director, or designee, to execute task orders awarded to the
consultants under the terms of the agreements; and
4) Forward to the Commission for final action.
BACKGROUND INFORMATION:
The Commission has a need for the provision of comprehensive on-call professional services
related to CM services for the construction support of rail and commuter rail station capital
improvement projects. Typically, the Commission procures CM services as the need for services
arises. An on-call CM contract provides a more streamlined process since formal solicitation,
selection, negotiation of basic rates and contracting are completed as part of the on-call
procurement process.
110
Agenda Item 10
The intention of this procurement is to provide the Commission with comprehensive on-call
professional CM services for a variety of Commission rail and commuter rail station capital
improvement projects such as the Riverside Downtown Layover Facility and the Moreno
Valley/March Field station upgrades project. CM services will be funded with various Federal
Transit Administration grants.
Procurement Process
Pursuant to Government Code 4525 et seq, selection of architect, engineer, and related services
shall be on the basis of demonstrated competence and on professional qualifications necessary
for the satisfactory performance of the services required. Therefore, staff used the qualification
method of selection for the procurement. Evaluation criteria included elements such as
qualifications of firm, staffing and project organization, project understanding and approach, and
the ability to respond to the requirements set forth under the terms of a request for qualifications
(RFQ).
RFQ No. 17-33-099-00 for on-call CM services for the construction of commuter rail station
capital improvement projects was released by staff on July 25, 2017. A public notice was
advertised in the Press Enterprise, and the RFQ was posted on the Commission’s Planet Bids
website, which is accessible through the Commission’s website. Through Planet Bids, 71 firms
downloaded the RFQ; 19 of these firms are located in Riverside County. A pre-submittal meeting
was held on August 1 and attended by 17 firms. Staff responded to all questions submitted by
potential proposers prior to the August 3 clarification deadline. Five firms – HDR Construction
Control Corporation (Riverside); Kleinfelder (Riverside); O2 Engineering, Projects & Construction
Management (Los Angeles); RailPros (Irvine); and S2 Engineering, Inc. (Rancho Cucamonga) –
submitted responsive and responsible statements of qualifications prior to the 2:00 p.m.
submittal deadline on August 24. Based on the evaluation criteria set forth in the RFQ, the firms
were evaluated and scored by an evaluation committee comprised of Commission and Bechtel
staff.
As a result of the evaluation committee’s assessment of the written statements of qualifications,
the evaluation committee determined three firms – HDR Construction Control Corporation;
Kleinfelder; and S2 Engineering, Inc. – to be the most qualified firms to provide on-call CM
services for the construction of commuter rail station capital improvement projects. The
evaluation committee recommends contract awards to these three firms for a three-year term,
and one, two-year option to extend the agreements, in the aggregate amount of $7.5 million, as
these firms earned the highest total evaluation scores.
The multiple award, on-call, indefinite delivery/indefinite quantity task order type contracts do
not guarantee work to any of the awardees; therefore, no funds are guaranteed to any
consultant. Pre-qualified consultants will be selected for specific tasks based on qualification
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Agenda Item 10
information contained in their proposals and/or competitive fee proposals for the specific tasks.
Services will be provided through the Commission’s issuance of contract task orders to the
consultants on an as-needed basis.
The Commission’s model on-call professional services agreement will be entered into with each
consultant firm, subject to any changes approved by the Executive Director, pursuant to legal
counsel review. Staff oversight of the contracts and task orders will maximize the effectiveness
of the consultants and minimize costs to the Commission.
Financial Information
In Fiscal Year Budget: No
N/A Year: FY 2017/18
FY 2018/19+ Amount: $ 300,000
$7,200,000
Source of Funds: FTA Funds Budget Adjustment: Yes*
N/A
GL/Project Accounting No.: 653822 81302 265 33 81302 $300,000*
654199 81302 265 33 81302 $7,200,000
Fiscal Procedures Approved: Date: 10/16/2017
Attachment: Draft On-Call Professional Services Agreement
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17336.00600\29981953.1
Agreement No. __-__-__- __
PROFESSIONAL SERVICES AGREEMENT
WITH FTA AND PROPOSITION 1B FUNDING ASSISTANCE
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
AGREEMENT WITH
[___CONSULTANT___]
FOR ON-CALL
CONSTRUCTION MANAGEMENT SERVICES, MATERIALS TESTING,
AND CONSTRUCTION SURVEYING SERVICES
FOR THE
CONSTRUCTION OF COMMUTER RAIL STATION CAPITAL IMPROVEMENT
PROJECTS
Parties and Date.
This Agreement is made and entered into this ___ day of _______, 2017, by
and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("the
Commission") and [___NAME OF FIRM___] ("Consultant"), a [___LEGAL STATUS OF
CONSULTANT e.g., CORPORATION___]. The Commission and Consultant are
sometimes referred to herein individually as “Party”, and collectively as the “Parties”.
Recitals.
A. On November 8, 1988 the Voters of Riverside County approved Measure A
authorizing the collection of a one-half percent (1/2 %) retail transactions and use tax (the
"tax") to fund transportation programs and improvements within the County of Riverside,
and adopting the Riverside County Transportation Improvement Plan (the "Plan").
B. Pursuant to Public Utility Code Sections 240000 et seq., the Commission is
authorized to allocate the proceeds of the Tax in furtherance of the Plan.
C. On November 5, 2002, the voters of Riverside County approved an extension
of the Measure A tax for an additional thirty (30) years for the continued funding of
transportation and improvements within the County of Riverside.
D. A source of funding for payment for on-call professional consulting services
provided under this Agreement may be Proposition 1B funds (“Prop 1B”) funds
administered by the California Department of Transportation (“Caltrans”), and/or funds from
the Federal Transit Administration (“FTA”). This Agreement shall not be deemed to be
approved by the Commission until the certification shown in Exhibit “E” attached hereto and
incorporated herein by reference, is executed.
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E. Consultant desires to perform and assume responsibility for the provision of
certain on-call construction management services, materials testing, and construction
surveying services for the construction of commuter rail station capital improvement
projects in the County of Riverside, California. Services shall be provided on the terms and
conditions set forth in this Agreement and in the task order(s) to be issued pursuant to this
Agreement and executed by the Commission and the Consultant (“Task Order”).
Consultant represents that it is experienced in providing such services to public clients, is
licensed in the State of California (if necessary), and is familiar with the plans of the
Commission.
F. The Commission desires to engage Consultant to render such services on an
on-call basis. Services shall be ordered by Task Order(s) to be issued pursuant to this
Agreement for future projects as set forth herein and in each Task Order (each such
project shall be designated a “Project” under this Agreement).
Terms.
1. General Scope of Services. Consultant shall furnish all technical and
professional services, including labor, material, equipment, transportation, supervision and
expertise, and incidental and customary work necessary to fully and adequately supply the
on-call construction management services, materials testing, and construction surveying
services for the Projects ("Services"). The Services are generally described in Exhibit "A"
attached hereto and incorporated herein by reference. The Services shall be more
particularly described in the individual Task Orders issued by the Commission’s Executive
Director or designee. No Services shall be performed unless authorized by a fully
executed Task Order. All Services shall be subject to, and performed in accordance with,
this Agreement, the relevant Task Order, the exhibits attached hereto and incorporated
herein by reference, and all applicable local, state and federal laws, rules and regulations.
2. Commencement of Services. [___USE THIS PARAGRAPH IF NOTICE TO
PROCEED OR LIMITED NOTICE TO PROCEED HAS BEEN ISSUED___] Commission
has authorized Consultant to commence performance of the Services by a “Notice to
Proceed” or "Limited Notice to Proceed" dated _____________. Consultant agrees that
Services already performed pursuant to the “Notice to Proceed” or "Limited Notice to
Proceed" shall be governed by all the provisions of this Agreement, including all
indemnification and insurance provisions.
[___USE THIS SENTENCE IF NO NOTICE TO PROCEED OR LIMITED
NOTICE TO PROCEED HAS BEEN ISSUED___] The Consultant shall commence work
upon receipt of a written "Notice to Proceed" or "Limited Notice to Proceed" from
Commission.
3. Pre-Award Audit. As a result of the funding for this Project, and to the extent
Caltrans procedures apply in connection therewith, issuance of a “Notice to Proceed” may
be contingent upon completion and approval of a pre-award audit. Any questions raised
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during the pre-award audit shall be resolved before the Commission will consider approval
of this Agreement. The funding provided under this Agreement is contingent on meeting all
funding requirements and could be withdrawn, thereby entitling the Commission to
terminate this Agreement, if the procedures are not completed. The Consultant’s files shall
be maintained in a manner to facilitate State process reviews. In addition, Caltrans may
require that prior to performance of any work for which funding reimbursement through
Caltrans is requested and provided, that Caltrans must give to Commission an
“Authorization to Proceed”.
4. Caltrans Audit Procedures. Consultant and subconsultant contracts,
including cost proposals and ICR, are subject to audits or reviews such as, but not limited
to, a contract audit, an incurred cost audit, an Independent Cost Review (ICR) Audit, or a
CPA ICR audit work paper review. If selected for audit or review, this Agreement,
Consultant’s cost proposal and ICR and related work papers, if applicable, will be reviewed
to verify compliance with 48 CFR, Part 31 and other related laws and regulations. In the
instances of a CPA ICR audit work paper review it is Consultant’s responsibility to ensure
federal, state, or local government officials are allowed full access to the CPA’s work
papers including making copies as necessary. This Agreement, Consultant’s cost
proposal, and ICR shall be adjusted by Consultant and approved by the Commission’s
contract manager to conform to the audit or review recommendations. Consultant agrees
that individual terms of costs identified in the audit report shall be incorporated into this
Agreement by this reference if directed by Commission at its sole discretion. Refusal by
Consultant to incorporate audit or review recommendations, or to ensure that the federal,
state or local governments have access to CPA work papers, will be considered a breach
of the Agreement terms and cause for termination of this Agreement and disallowance of
prior reimbursed costs. Additional audit provisions applicable to this Agreement are set
forth in Sections 23 and 24 of this Agreement.
5. Term.
5.1 This Agreement shall go into effect on the date first set forth above,
contingent upon approval by Commission, and Consultant shall commence work after
notification to proceed by Commission’s Contract Administrator. This Agreement shall end
on (DATE), unless extended by contract amendment.
5.2 Consultant is advised that any recommendation for contract award is
not binding on Commission until this Agreement is fully executed and approved by the
Commission.
5.3 This Agreement shall remain in effect until the date set forth above,
unless earlier terminated as provided herein. Consultant shall complete the Services
within the term of this Agreement, and shall meet any other established schedules and
deadlines. All applicable indemnification provisions of this Agreement shall remain in
effect following the termination of this Agreement.
6. Commission's Contract Administrator. The Commission hereby designates
the Commission's Executive Director, or his or her designee, to act as its Contract
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Administrator for the performance of this Agreement ("Commission’s Contract
Administrator"). Commission’s Contract Administrator shall have the authority to act on
behalf of the Commission for all purposes under this Agreement. Commission’s Contract
Administrator shall also review and give approval, as needed, to the details of Consultant's
work as it progresses. Consultant shall not accept direction or orders from any person
other than the Commission’s Contract Administrator or his or her designee.
7. Consultant's Representative. Consultant hereby designates [___INSERT
NAME OR TITLE___] to act as its Representative for the performance of this Agreement
("Consultant’s Representative"). Consultant's Representative shall have full authority to act
on behalf of Consultant for all purposes under this Agreement. The Consultant’s
Representative shall supervise and direct the Services, using his or her professional skill
and attention, and shall be responsible for all means, methods, techniques, sequences and
procedures and for the satisfactory coordination of all portions of the Services under this
Agreement. Consultant shall work closely and cooperate fully with Commission’s Contract
Administrator and any other agencies which may have jurisdiction over, or an interest in,
the Services. Consultant's Representative shall be available to the Commission staff at all
reasonable times. Any substitution in Consultant's Representative shall be approved in
writing by Commission’s Contract Administrator.
8. Substitution of Key Personnel. Consultant has represented to the
Commission that certain key personnel will perform and coordinate the Services under this
Agreement. Should one or more of such personnel become unavailable, Consultant may
substitute other personnel of at least equal competence upon written approval by the
Commission. In the event that the Commission and Consultant cannot agree as to the
substitution of the key personnel, the Commission shall be entitled to terminate this
Agreement for cause, pursuant to the provisions herein. The key personnel for
performance of this Agreement are: [___LIST NAMES AND TITLES___], or as otherwise
identified in the Task Order.
9. Standard of Care; Licenses. Consultant represents and maintains that it is
skilled in the professional calling necessary to perform all Services, duties and obligations
required by this Agreement to fully and adequately complete the Project. Consultant shall
perform the Services and duties in conformance to and consistent with the standards
generally recognized as being employed by professionals in the same discipline in the
State of California. Consultant warrants that all employees and subcontractors shall have
sufficient skill and experience to perform the Services assigned to them. Consultant further
represents and warrants to the Commission that its employees and subcontractors have all
licenses, permits, qualifications and approvals of whatever nature that are legally required
to perform the Services, and that such licenses and approvals shall be maintained
throughout the term of this Agreement. Consultant shall perform, at its own cost and
expense and without reimbursement from the Commission, any services necessary to
correct errors or omissions which are caused by the Consultant’s failure to comply with the
standard of care provided for herein, and shall be fully responsible to the Commission for
all damages and other liabilities provided for in the indemnification provisions of this
Agreement arising from the Consultant’s errors and omissions. Any employee of
Consultant or its sub-consultants who is determined by the Commission to be
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uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a
threat to the safety of persons or property, or any employee who fails or refuses to perform
the Services in a manner acceptable to the Commission, shall be promptly removed from
the Project by the Consultant and shall not be re-employed to perform any of the Services
or to work on the Project.
10. Independent Contractor. The Services shall be performed by Consultant or
under its supervision. Consultant will determine the means, methods and details of
performing the Services subject to the requirements of this Agreement. Commission
retains Consultant on an independent contractor basis and not as an employee, agent or
representative of the Commission. Consultant retains the right to perform similar or
different services for others during the term of this Agreement. Any additional personnel
performing the Services under this Agreement on behalf of Consultant shall at all times be
under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries
and other amounts due such personnel in connection with their performance of Services
and as required by law. Consultant shall be responsible for all reports and obligations
respecting such personnel, including but not limited to, social security taxes, income tax
withholdings, unemployment insurance, disability insurance, and workers' compensation
insurance.
11. Task Orders; Commencement of Services; Schedule of Services.
Consultant shall commence Services under a Task Order within five (5) days of receiving a
fully executed Task Order from the Commission. Task Orders shall be in substantially the
form set forth in Exhibit “B” attached hereto and incorporated herein by reference. Each
Task Order shall identify the funding source(s) to be used to fund the Services under the
relevant Task Order, and Consultant shall comply with the requirements specified herein,
and in the attached exhibits, applicable to the identified funding source(s).
Consultant shall perform the Services expeditiously, within the term of this
Agreement, and in accordance with any schedule of Services set forth in a Task Order
(“Schedule”). Consultant represents that it has the professional and technical personnel to
perform the Services in conformance with such conditions. In order to facilitate
Consultant's conformance with the Schedule, the Commission shall respond to
Consultant's submittals in a timely manner. Upon request of Commission’s Contract
Administrator, Consultant shall provide a more detailed schedule of anticipated
performance to meet the Schedule of Services.
11.1 Modification of the Schedule. Consultant shall regularly report to the
Commission, through correspondence or progress reports, its progress in providing
required Services within the scheduled time periods. Commission shall be promptly
informed of all anticipated delays. In the event that Consultant determines that a schedule
modification is necessary, Consultant shall promptly submit a revised Schedule of Services
for approval by Commission’s Contract Administrator.
11.2 Trend Meetings. Consultant shall conduct trend meetings with the
Commission’s Contract Administrator and other interested parties, as requested by the
Commission, on a bi-weekly basis or as may be mutually scheduled by the Parties at a
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standard day and time. These trend meetings will encompass focused and informal
discussions concerning scope, schedule, and current progress of Services, relevant cost
issues, and future Project objectives. Consultant shall be responsible for the preparation
and distribution of meeting agendas to be received by the Commission and other
attendees no later than three (3) working days prior to the meeting.
11.3 Progress Reports. As part of its monthly invoice, Consultant shall
submit a progress report, in a form determined by the Commission, which will indicate the
progress achieved during the previous month in relation to the Schedule of Services.
Submission of such progress report by Consultant shall be a condition precedent to
receipt of payment from the Commission for each monthly invoice submitted.
12. Delay in Performance.
12.1 Excusable Delays. Should Consultant be delayed or prevented from
the timely performance of any act or Services required by the terms of the Agreement by
reason of acts of God or of the public enemy, acts or omissions of the Commission or
other governmental agencies in either their sovereign or contractual capacities, fires,
floods, epidemics, quarantine restrictions, strikes, freight embargoes or unusually severe
weather, performance of such act shall be excused for the period of such delay.
12.2 Written Notice. If Consultant believes it is entitled to an extension of
time due to conditions set forth in subsection 12.1, Consultant shall provide written notice
to the Commission within seven (7) working days from the time Consultant knows, or
reasonably should have known, that performance of the Services will be delayed due to
such conditions. Failure of Consultant to provide such timely notice shall constitute a
waiver by Consultant of any right to an excusable delay in time of performance.
12.3 Mutual Agreement. Performance of any Services under this
Agreement may be delayed upon mutual agreement of the Parties. Upon such
agreement, Consultant's Schedule of Services shall be extended as necessary by the
Commission. Consultant shall take all reasonable steps to minimize delay in completion,
and additional costs, resulting from any such extension.
13. Preliminary Review of Work. All reports, working papers, and similar work
products prepared for submission in the course of providing Services under this Agreement
shall be submitted to the Commission’s Contract Administrator in draft form, and the
Commission may require revisions of such drafts prior to formal submission and approval.
In the event plans and designs are to be developed as part of the Project, final detailed
plans and designs shall be contingent upon obtaining environmental clearance as may be
required in connection with Federal funding. In the event that Commission’s Contract
Administrator, in his or her sole discretion, determines the formally submitted work product
to be not in accordance with the standard of care established under this Agreement,
Commission’s Contract Administrator may require Consultant to revise and resubmit the
work at no cost to the Commission.
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14. Appearance at Hearings. If and when required by the Commission,
Consultant shall render assistance at public hearings or other meetings related to the
Project or necessary to the performance of the Services. However, Consultant shall not be
required to, and will not, render any decision, interpretation or recommendation regarding
questions of a legal nature or which may be construed as constituting a legal opinion.
15. Opportunity to Cure; Inspection of Work. Commission may provide
Consultant an opportunity to cure, at Consultant's expense, all errors and omissions which
may be disclosed during Project implementation. Should Consultant fail to make such
correction in a timely manner, such correction may be made by the Commission, and the
cost thereof charged to Consultant. Consultant shall allow the Commission’s Contract
Administrator and Caltrans to inspect or review Consultant's work in progress at any
reasonable time.
16. Claims Filed by Contractor.
16.1 If claims are filed by the Commission’s contractor for the Project
(“Contractor”) relating to work performed by Consultant’s personnel, and additional
information or assistance from the Consultant’s personnel is required by the Commission
in order to evaluate or defend against such claims; Consultant agrees to make reasonable
efforts to make its personnel available for consultation with the Commission’s construction
contract administration and legal staff and for testimony, if necessary, at depositions and
at trial or arbitration proceedings.
16.2 Consultant’s personnel that the Commission considers essential to
assist in defending against Contractor claims will be made available on reasonable notice
from the Commission. Consultation or testimony will be reimbursed at the same rates,
including travel costs that are being paid for the Consultant’s personnel services under
this Agreement.
16.3 Services of the Consultant’s personnel and other support staff in
connection with Contractor claims will be performed pursuant to a written contract
amendment, if necessary, extending the termination date of this Agreement in order to
finally resolve the claims.
16.4 Nothing contained in this Section shall be construed to in any way
limit Consultant’s indemnification obligations contained in Section 29. In the case of any
conflict between this Section and Section 29, Section 29 shall govern. This Section is not
intended to obligate the Commission to reimburse Consultant for time spent by its
personnel related to Contractor claims for which Consultant is required to indemnify and
defend the Commission pursuant to Section 29 of this Agreement.
17. Final Acceptance. Upon determination by the Commission that Consultant
has satisfactorily completed the Services required under this Agreement and within the
term set forth herein the Commission shall give Consultant a written Notice of Final
Acceptance. Upon receipt of such notice, Consultant shall incur no further costs
hereunder, unless otherwise specified in the Notice of Final Acceptance. Consultant may
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request issuance of a Notice of Final Acceptance when, in its opinion, it has satisfactorily
completed all Services required under the terms of this Agreement. In the event copyrights
are permitted under this Agreement, then in connection with Federal funding, it is hereby
acknowledged and agreed that the United States Department of Transportation shall have
the royalty-free non-exclusive and irrevocable right to reproduce, publish, or otherwise use,
and to authorize others to use, the work for governmental purposes.
18. Laws and Regulations. Consultant shall keep itself fully informed of and in
compliance with all local, state and federal laws, rules and regulations in any manner
affecting the performance of the Project or the Services, including all Cal/OSHA
requirements, and shall give all notices required by law. For example, and not by way of
limitation, Consultant shall keep itself fully informed of and in compliance with all
implementing regulations, design standards, specifications, previous commitments that
must be incorporated in the design of the Project, and administrative controls including
those of the United States Department of Transportation. Compliance with Federal
procedures may include completion of the applicable environmental documents and
approved by the United States Department of Transportation. For example, and not by
way of limitation, a signed Categorical Exclusion, Finding of No Significant Impact, or
published Record of Decision may be required to be approved and/or completed by the
United States Department of Transportation. For Consultant shall be liable for all violations
of such laws and regulations in connection with Services. If the Consultant performs any
work knowing it to be contrary to such laws, rules and regulations and without giving written
notice to the Commission, Consultant shall be solely responsible for all costs arising
therefrom. Consultant shall defend, indemnify and hold Commission, its officials, directors,
officers, employees and agents free and harmless, pursuant to the indemnification
provisions of this Agreement, from any claim or liability arising out of any failure or alleged
failure to comply with such laws, rules or regulations.
19. Fees and Payment.
19.1 The method of payment for this Agreement will be based on actual
cost plus a fixed fee. Commission shall reimburse Consultant for actual costs (including
labor costs, employee benefits, travel, equipment rental costs, overhead and other direct
costs) incurred by Consultant in performance of the Services. Consultant shall not be
reimbursed for actual costs that exceed the estimated wage rates, employee benefits,
travel, equipment rental, overhead, and other estimated costs set forth in the approved
Consultant cost proposal attached hereto as Exhibit “C” and incorporated herein by
reference, or any cost proposal included as part of a Task Order (“Cost Proposal”) unless
additional reimbursement is provided for by written amendment. In no event, shall
Consultant be reimbursed for overhead costs at a rate that exceeds Commission’s
approved overhead rate set forth in the Cost Proposal. In the event that Commission
determines that a change to the Services from that specified in the Cost Proposal, this
Agreement or any Task Order is required, the Agreement time or actual costs
reimbursable by Commission shall be adjusted by written amendment to accommodate
the changed work. The maximum total cost as specified in Section 19.8 shall not be
exceeded, unless authorized by a written amendment.
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19.2 In addition to the allowable incurred costs, Commission shall pay
Consultant a fixed fee to be set forth in each Task Order (“Fixed Fee”). The Fixed Fee is
nonadjustable for each Task Order, except in the event of a significant change in the
Scope of Services, and such adjustment is made by written amendment.
19.3 Reimbursement for transportation and subsistence costs shall not
exceed the rates specified in the approved Cost Proposal. In addition, payments to
Consultant for travel and subsistence expenses claimed for reimbursement or applied as
local match credit shall not exceed rates authorized to be paid exempt non-represented
State employees under current State Department of Personnel Administration (DPA)
rules, unless otherwise authorized by Commission. If the rates invoiced are in excess of
those authorized DPA rates, and Commission has not otherwise approved said rates, then
Consultant is responsible for the cost difference and any overpayments shall be
reimbursed to the Commission on demand.
19.4 When milestone cost estimates are included in the approved Cost
Proposal for a Task Order, Consultant shall obtain prior written approval for a revised
milestone cost estimate from the Contract Administrator before exceeding such cost
estimate.
19.5 Progress payments shall be made monthly in arrears based on
Services provided and allowable incurred costs. A pro rata portion of the Fixed Fee shall
be included in the monthly progress payments. If Consultant fails to submit the required
deliverable items according to the schedule set forth in the Scope of Services,
Commission shall have the right to delay payment or terminate this Agreement in
accordance with the provisions of Section 21, Termination.
19.6 No payment shall be made prior to approval of any Services, nor for
any Services performed prior to approval of this Agreement.
19.7 Consultant shall be reimbursed, as promptly as fiscal procedures will
permit upon receipt by Commission’s Contract Administrator of itemized invoices in
triplicate. Invoices shall be submitted no later than 45 calendar days after the performance
of work for which Consultant is billing. Invoices shall detail the work performed on each
milestone and each project as applicable. Invoices shall follow the format stipulated for the
approved Cost Proposal and shall reference this Agreement number and project title. Final
invoice must contain the final cost and all credits due Commission including any
equipment purchased under the Equipment Purchase provisions of this Agreement. The
final invoice should be submitted within 60 calendar days after completion of Consultant’s
work. Invoices shall be mailed to Commission’s Contract Administrator at the following
address:
Riverside County Transportation Commission
Attention: Accounts Payable
P.O. 12008
Riverside, CA 92502
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19.8 The total amount payable by Commission, including the Fixed Fee,
shall not exceed the amount set forth in each Task Order.
19.9 Salary increases shall be reimbursable if the new salary is within the
salary range identified in the approved Cost Proposal and is approved by Commission’s
Contract Administrator. For personnel subject to prevailing wage rates as described in the
California Labor Code, all salary increases, which are the direct result of changes in the
prevailing wage rates are reimbursable.
19.10 Consultant shall not be reimbursed for any expenses unless
authorized in writing by the Commission’s Contract Administrator.
19.11 All subcontracts in excess of $25,000 shall contain the above
provisions.
20. Disputes.
20.1 Any dispute, other than audit, concerning a question of fact arising
under this Agreement that is not disposed of by mutual agreement of the Parties shall be
decided by a committee consisting of RCTC’s Contract Administrator and the Director of
Capital Projects, who may consider written or verbal information submitted by Consultant.
20.2 Not later than 30 days after completion of all Services under this
Agreement, Consultant may request review by the Commission’s Executive Director of
unresolved claims or disputes, other than audit. The request for review will be submitted in
writing.
20.3 Neither the pendency of a dispute, nor its consideration by the
committee will excuse Consultant from full and timely performance in accordance with the
terms of this Agreement.
21. Termination.
21.1 Commission reserves the right to terminate this Agreement upon thirty
(30) calendar days written notice to Consultant, for any or no reason, with the reasons for
termination stated in the notice. Commission may terminate Services under a Task Order,
at any time, for any or no reason, with the effective date of termination to be specified in
the notice of termination of Task Order.
21.2 Commission may terminate this Agreement with Consultant should
Consultant fail to perform the covenants herein contained at the time and in the manner
herein provided. In the event of such termination, Commission may proceed with the
Services in any manner deemed proper by Commission. If Commission terminates this
Agreement with Consultant, Commission shall pay Consultant the sum due to Consultant
under this Agreement for Services completed and accepted prior to termination, unless
the cost of completion to Commission exceeds the funds remaining in the Agreement. In
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such case, the overage shall be deducted from any sum due Consultant under this
Agreement and the balance, if any, shall be paid to Consultant upon demand.
21.3 In addition to the above, payment upon termination shall include a
prorated amount of profit, if applicable, but no amount shall be paid for anticipated profit
on unperformed Services. Consultant shall provide documentation deemed adequate by
Commission’s Contract Administrator to show the Services actually completed by
Consultant prior to the effective date of termination. This Agreement shall terminate on
the effective date of the Notice of Termination
21.4 Upon receipt of the written Notice of Termination, Consultant shall
discontinue all affected Services as directed in the Notice or as otherwise provided herein,
and deliver to the Commission all Documents and Data, as defined in this Agreement, as
may have been prepared or accumulated by Consultant in performance of the Services,
whether completed or in progress.
21.5 In addition to the above, Consultant shall be liable to the Commission
for any reasonable additional costs incurred by the Commission to revise work for which
the Commission has compensated Consultant under this Agreement, but which the
Commission has determined in its sole discretion needs to be revised, in part or whole, to
complete the Project because it did not meet the standard of care established in this
Agreement. Termination of this Agreement for cause may be considered by the
Commission in determining whether to enter into future agreements with Consultant.
21.6 The rights and remedies of the Parties provided in this Section are in
addition to any other rights and remedies provided by law or under this Agreement.
21.7 Consultant, in executing this Agreement, shall be deemed to have
waived any and all claims for damages which may otherwise arise from the Commission's
termination of this Agreement, for convenience or cause, as provided in this Section.
21.8 Consultant may not terminate this Agreement except for cause.
22. Cost Principles and Administrative Requirements.
22.1 Consultant agrees that the Contract Cost Principles and Procedures,
48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., shall be
used to determine the cost allowability of individual items.
22.2 Consultant also agrees to comply with federal procedures in
accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles,
and Audit Requirements for Federal Awards.
22.3 Any costs for which payment has been made to CONSULTANT that
are determined by subsequent audit to be unallowable under 2 CFR, Part 200 and 48
CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., are subject
to repayment by Consultant to Commission.
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22.4 All subcontracts in excess of $25,000 shall contain the above
provisions.
23. Retention of Records/Audit. For the purpose of determining compliance with,
as applicable, 2 CFR Part 200, Public Contract Code 10115, et seq. and Title 21, California
Code of Regulations, Chapter 21, Section 2500 et seq., when applicable and other matters
connected with the performance of this Agreement pursuant to Government Code 8546.7;
Consultant, subconsultants, and Commission shall maintain and make available for
inspection all books, documents, papers, accounting records, and other evidence
pertaining to the performance of this Agreement, including but not limited to, the costs of
administering this Agreement. All parties shall make such materials available at their
respective offices at all reasonable times during the Agreement period and for three years
from the date of final payment under this Agreement. The State, State Auditor,
Commission, or any duly authorized representative of the State or Federal Government
shall have access to any books, records, and documents of Consultant and it’s certified
public accountants (CPA) work papers that are pertinent to this Agreement and, if
applicable, indirect cost rates (ICR) for audit, examinations, excerpts, and transactions, and
copies thereof shall be furnished if requested. Subcontracts in excess of $25,000 shall
contain this provision.
23.1 Accounting System. Consultant and its subcontractors shall establish
and maintain an accounting system and records that properly accumulate and segregate
expenditures by line item for the Services. The accounting system of Consultant and its
subcontractors shall conform to Generally Accepted Accounting Principles (GAAP), enable
the determination of incurred costs at interim points of completion, and provide support for
reimbursement payment vouchers or invoices.
24. Audit Review Procedures.
24.1 Any dispute concerning a question of fact arising under an interim or
post audit of this Agreement that is not disposed of by agreement, shall be reviewed by
Commission’s Chief Financial Officer.
24.2 Not later than 30 days after issuance of the final audit report,
Consultant may request a review by Commission’s Chief Financial Officer of unresolved
audit issues. The request for review will be submitted in writing.
24.3 Neither the pendency of a dispute nor its consideration by
Commission shall excuse Consultant from full and timely performance, in accordance with
the terms of this Agreement.
25. Subcontracting.
25.1 Nothing contained in this Agreement or otherwise, shall create any
contractual relation between Commission and any subconsultant(s), and no subcontract
shall relieve Consultant of its responsibilities and obligations hereunder. Consultant
agrees to be as fully responsible to Commission for the acts and omissions of its
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subconsultant(s) and of persons either directly or indirectly employed by any of them as it
is for the acts and omissions of persons directly employed by Consultant. Consultant’s
obligation to pay its subconsultant(s) is an independent obligation from Commission’s
obligation to make payments to the Consultant.
25.2 Consultant shall perform the Services contemplated with resources
available within its own organization and no portion of the Services pertinent to this
Agreement shall be subcontracted without written authorization by Commission’s Contract
Administrator, except that, which is expressly identified in the approved Cost Proposal.
25.3 Consultant shall pay its subconsultants within ten (10) calendar days
from receipt of each payment made to Consultant by Commission.
25.4 Any subcontract in excess of $25,000 entered into as a result of this
Agreement shall contain all the provisions stipulated in this Agreement to be applicable to
subconsultants.
25.5 Any substitution of subconsultant(s) must be approved in writing by
Commission’s Contract Administrator prior to the start of work by the subconsultant(s).
25.6 Exhibit “C” may set forth the rates at which each subconsultant shall
bill the Consultant for Services and that are subject to reimbursement by the Commission
to Consultant. Additional Direct Costs, as defined in Exhibit “C” shall be the same for both
the Consultant and all subconsultants, unless otherwise identified in Exhibit “C” or in a
Task Order. The subconsultant rate schedules and cost proposals contained herein are
for accounting purposes only.
26. Equipment Purchase
26.1 Prior authorization, in writing, by Commission’s Contract Administrator
shall be required before Consultant enters into any unbudgeted purchase order, or
subcontract for supplies, equipment, or services. Consultant shall provide an evaluation of
the necessity or desirability of incurring such costs.
26.2 For purchase of any item, service or consulting work not covered in
the Cost Proposal and exceeding $5,000 prior authorization, in writing, by Commission’s
Contract Administrator is required. Three competitive quotations must be submitted with
the request for such purchase, or the absence of bidding must be adequately justified.
26.3 Any equipment purchased as a result of this Agreement is subject to
the following: Consultant shall maintain an inventory of all nonexpendable property.
Nonexpendable property is defined as having a useful life of at least two years and an
acquisition cost of $5,000 or more. If the purchased equipment needs replacement and is
sold or traded in, Commission shall receive a proper refund or credit at the conclusion of
this Agreement, or if this Agreement is terminated, Consultant may either keep the
equipment and credit Commission in an amount equal to its fair market value, or sell such
equipment at the best price obtainable at a public or private sale, in accordance with
established Commission procedures; and credit Commission in an amount equal to the
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sales price. If Consultant elects to keep the equipment, fair market value shall be
determined at Consultant’s expense, on the basis of a competent independent appraisal
of such equipment. Appraisals shall be obtained from an appraiser mutually agreeable to
by Commission and Consultant. If Consultant determines to sell the equipment, the terms
and conditions of such sale must be approved in advance by Commission. 2 CFR, Part
200 requires a credit to Federal funds when participating equipment with a fair market
value greater than $5,000 is credited to the Project.
26.4 All subcontracts in excess $25,000 shall contain the above provisions.
27. Labor Code Requirements.
27.1 Prevailing Wages.
(a) Consultant shall comply with the State of California’s General
Prevailing Wage Rate requirements in accordance with California Labor Code, Section
1770, and all Federal, State, and local laws and ordinances applicable to the Services.
(b) Any subcontract entered into as a result of this Agreement, if for
more than $25,000 for public works construction or more than $15,000 for the alteration,
demolition, repair, or maintenance of public works, shall contain all of the provisions of this
Section.
(c) When prevailing wages apply to the Services described in the
Scope of Services, transportation and subsistence costs shall be reimbursed at the
minimum rates set by the Department of Industrial Relations (DIR) as outlined in the
applicable Prevailing Wage Determination. See http://www.dir.ca.gov.
(d) Copies of the prevailing rate of per diem wages in effect at
commencement of this Agreement are on file at the Commission’s offices. Consultant shall
make copies of the prevailing rates of per diem wages for each craft, classification or type
of worker needed to execute the Services available to interested parties upon request, and
shall post copies at the Consultant’s principal place of business and at the project site.
Consultant shall defend, indemnify and hold the Commission, its elected officials, officers,
employees and agents free and harmless from any claims, liabilities, costs, penalties or
interest arising out of any failure or alleged failure to comply with the Prevailing Wage
Laws.
27.2 DIR Registration. Since the Services are being performed as part of
an applicable “public works” or “maintenance” project, then pursuant to Labor Code
Sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered
with the Department of Industrial Relations. Consultant shall maintain registration for the
duration of the Project and require the same of any subconsultants. This Project may also
be subject to compliance monitoring and enforcement by the Department of Industrial
Relations. It shall be Consultant’s sole responsibility to comply with all applicable
registration and labor compliance requirements.
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27.3 Eight-Hour Law. Pursuant to the provisions of the California Labor
Code, eight hours of labor shall constitute a legal day’s work, and the time of service of
any worker employed on the work shall be limited and restricted to eight hours during any
one calendar day, and forty hours in any one calendar week, except when payment for
overtime is made at not less than one and one-half the basic rate for all hours worked in
excess of eight hours per day (“Eight-Hour Law”), unless Consultant or the Services are
not subject to the Eight-Hour Law. Consultant shall forfeit to Commission as a penalty,
$50.00 for each worker employed in the execution of this Agreement by him, or by any
sub-consultant under him, for each calendar day during which such workman is required
or permitted to work more than eight hours in any calendar day and forty hours in any one
calendar week without such compensation for overtime violation of the provisions of the
California Labor Code, unless Consultant or the Services are not subject to the Eight-Hour
Law.
27.4 Employment of Apprentices. This Agreement shall not prevent the
employment of properly indentured apprentices in accordance with the California Labor
Code, and no employer or labor union shall refuse to accept otherwise qualified
employees as indentured apprentices on the work performed hereunder solely on the
ground of race, creed, national origin, ancestry, color or sex. Every qualified apprentice
shall be paid the standard wage paid to apprentices under the regulations of the craft or
trade in which he or she is employed and shall be employed only in the craft or trade to
which he or she is registered.
If California Labor Code Section 1777.5 applies to the Services, Consultant and any
subcontractor hereunder who employs workers in any apprenticeable craft or trade shall
apply to the joint apprenticeship council administering applicable standards for a certificate
approving Consultant or any sub-consultant for the employment and training of
apprentices. Upon issuance of this certificate, Consultant and any sub-consultant shall
employ the number of apprentices provided for therein, as well as contribute to the fund to
administer the apprenticeship program in each craft or trade in the area of the work
hereunder.
The parties expressly understand that the responsibility for compliance with
provisions of this Section and with Sections 1777.5, 1777.6 and 1777.7 of the California
Labor Code in regard to all apprenticeable occupations lies with Consultant
28. Ownership of Materials/Confidentiality.
28.1 Documents & Data. This Agreement creates an exclusive and
perpetual license for Commission to copy, use, modify, reuse, or sub-license any and all
copyrights and designs embodied in plans, specifications, studies, drawings, estimates,
materials, data and other documents or works of authorship fixed in any tangible medium
of expression, including but not limited to, physical drawings or data magnetically or
otherwise recorded on computer diskettes, which are prepared or caused to be prepared
by Consultant under this Agreement (“Documents & Data”).
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Consultant shall require all subcontractors to agree in writing that
Commission is granted an exclusive and perpetual license for any Documents & Data the
subcontractor prepares under this Agreement.
Consultant represents and warrants that Consultant has the legal right
to grant the exclusive and perpetual license for all such Documents & Data. Consultant
makes no such representation and warranty in regard to Documents & Data which were
prepared by design professionals other than Consultant or provided to Consultant by the
Commission.
Commission shall not be limited in any way in its use of the Documents
& Data at any time, provided that any such use not within the purposes intended by this
Agreement shall be at Commission’s sole risk.
28.2 Intellectual Property. In addition, Commission shall have and retain
all right, title and interest (including copyright, patent, trade secret and other proprietary
rights) in all plans, specifications, studies, drawings, estimates, materials, data, computer
programs or software and source code, enhancements, documents, and any and all works
of authorship fixed in any tangible medium or expression, including but not limited to,
physical drawings or other data magnetically or otherwise recorded on computer media
(“Intellectual Property”) prepared or developed by or on behalf of Consultant under this
Agreement as well as any other such Intellectual Property prepared or developed by or on
behalf of Consultant under this Agreement.
The Commission shall have and retain all right, title and interest in
Intellectual Property developed or modified under this Agreement whether or not paid for
wholly or in part by Commission, whether or not developed in conjunction with Consultant,
and whether or not developed by Consultant. Consultant will execute separate written
assignments of any and all rights to the above referenced Intellectual Property upon
request of Commission.
Consultant shall also be responsible to obtain in writing separate
written assignments from any subcontractors or agents of Consultant of any and all right to
the above referenced Intellectual Property. Should Consultant, either during or following
termination of this Agreement, desire to use any of the above-referenced Intellectual
Property, it shall first obtain the written approval of the Commission.
All materials and documents which were developed or prepared by the
Consultant for general use prior to the execution of this Agreement and which are not the
copyright of any other party or publicly available and any other computer applications, shall
continue to be the property of the Consultant. However, unless otherwise identified and
stated prior to execution of this Agreement, Consultant represents and warrants that it has
the right to grant the exclusive and perpetual license for all such Intellectual Property as
provided herein.
Commission further is granted by Consultant a non-exclusive and
perpetual license to copy, use, modify or sub-license any and all Intellectual Property
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otherwise owned by Consultant which is the basis or foundation for any derivative,
collective, insurrectional, or supplemental work created under this Agreement.
28.3 Confidentiality. All ideas, memoranda, specifications, plans,
procedures, drawings, descriptions, computer program data, input record data, written
information, and other Documents and Data either created by or provided to Consultant in
connection with the performance of this Agreement shall be held confidential by
Consultant. Such materials shall not, without the prior written consent of Commission, be
used by Consultant for any purposes other than the performance of the Services. Nor
shall such materials be disclosed to any person or entity not connected with the
performance of the Services or the Project. Nothing furnished to Consultant which is
otherwise known to Consultant or is generally known, or has become known, to the related
industry shall be deemed confidential. Consultant shall not use Commission's name or
insignia, photographs of the Project, or any publicity pertaining to the Services or the
Project in any magazine, trade paper, newspaper, television or radio production or other
similar medium without the prior written consent of Commission.
28.4 Infringement Indemnification. Consultant shall defend, indemnify and
hold the Commission, its directors, officials, officers, employees, volunteers and agents
free and harmless, pursuant to the indemnification provisions of this Agreement, for any
alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any
other proprietary right of any person or entity in consequence of the use on the Project by
Commission of the Documents & Data, including any method, process, product, or
concept specified or depicted.
29. Indemnification. To the fullest extent permitted by law, Consultant shall
defend, indemnify and hold Commission, Caltrans and their directors, officials, officers,
employees, consultants, volunteers, and agents free and harmless from any and all claims,
demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or
equity, to property or persons, including wrongful death, inverse condemnation, and any
claims related to property acquisition and relocation rules or failure to detect or abate
hazardous materials, which are brought by a third party, and which , in any manner arise
out of or are incident to alleged negligent acts, omissions, or willful misconduct of
Consultant, its officials, officers, employees, agents, consultants, and contractors arising
out of or in connection with the performance of the Services, the Project or this Agreement,
including without limitation the payment of consequential damages, expert witness fees,
and attorneys fees and other related costs and expenses. Consultant shall defend, at
Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other
legal proceedings of every kind that may be brought or instituted against Commission,
Caltrans, and their directors, officials, officers, employees, consultants, agents, or
volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be
rendered against Commission, Caltrans or their directors, officials, officers, employees,
consultants, agents, or volunteers, in any such suit, action or other legal proceeding.
Consultant shall reimburse Commission, Caltrans and their directors, officials, officers,
employees, consultants, agents, and/or volunteers, for any and all legal expenses and
costs, including reasonable attorney’s fees, incurred by each of them in connection
therewith or in enforcing the indemnity herein provided. Consultant's obligation to
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indemnify shall not be restricted to insurance proceeds, if any, received by Commission,
Caltrans or their directors, officials officers, employees, consultants, agents, or volunteers.
Notwithstanding the foregoing, to the extent Consultant’s Services are subject to Civil Code
Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code
Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence,
recklessness, or willful misconduct of the Consultant. Consultant’s obligations as set forth
in this Section 29 shall survive expiration or termination of this Agreement.
30. Insurance.
30.1 Time for Compliance. Consultant shall not commence work under
this Agreement until it has provided evidence satisfactory to the Commission that it has
secured all insurance required under this Section, in a form and with insurance companies
acceptable to the Commission. In addition, Consultant shall not allow any subcontractor
to commence work on any subcontract until it has secured all insurance required under
this Section.
30.2 Minimum Requirements. Consultant shall, at its expense, procure
and maintain for the duration of the Agreement insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the
performance of the Agreement by the Consultant, its agents, representatives, employees
or subcontractors. Consultant shall also require all of its subcontractors to procure and
maintain the same insurance for the duration of the Agreement. Such insurance shall
meet at least the following minimum levels of coverage:
(a) Minimum Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001 or exact equivalent); (2)
Automobile Liability: Insurance Services Office Business Auto Coverage (form CA 0001,
code 1 (any auto) or exact equivalent); and (3) Workers’ Compensation and Employer’s
Liability: Workers’ Compensation insurance as required by the State of California and
Employer’s Liability Insurance.
(b) Minimum Limits of Insurance. Consultant shall maintain limits
no less than: (1) General Liability: $2,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with
general aggregate limit is used, either the general aggregate limit shall apply separately to
this Agreement/location or the general aggregate limit shall be twice the required
occurrence limit. Limits may be achieved by any combination of primary and excess or
umbrella liability insurance; (2) Automobile Liability: $1,000,000 per accident for bodily
injury and property damage. Limits may be achieved by any combination of primary and
excess or umbrella liability insurance; and (3) Workers’ Compensation and Employer’s
Liability: Workers’ Compensation limits as required by the Labor Code of the State of
California. Employer’s Practices Liability limits of $1,000,000 per accident.
30.3 Professional Liability. Consultant shall procure and maintain, and
require its sub-consultants to procure and maintain, for a period of five (5) years following
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completion of the Project, errors and omissions liability insurance appropriate to their
profession. For Consultant, such insurance shall be in an amount not less than
$1,000,000 per claim. This insurance shall be endorsed to include contractual liability
applicable to this Agreement and shall be written on a policy form coverage specifically
designed to protect against acts, errors or omissions of the Consultant. “Covered
Professional Services” as designated in the policy must specifically include work
performed under this Agreement. The policy must “pay on behalf of” the insured and must
include a provision establishing the insurer's duty to defend. Subconsultants of
Consultant shall obtain such insurance in an amount not less than $2,000,000 per claim.
Notwithstanding the foregoing, the Commission may consider written requests to lower or
dispense with the errors and omissions liability insurance requirement contained in this
Section for certain subconsultants of Consultant, on a case-by-case basis, depending on
the nature and scope of the Services to be provided by the subconsultant. Approval of
such request shall be in writing, signed by the Commission’s Contract Administrator.
30.4 Aircraft Liability Insurance. Prior to conducting any Services requiring
use of aircraft, Consultant shall procure and maintain, or cause to be procured and
maintained, aircraft liability insurance or equivalent form, with a single limit as shall be
required by the Commission. Such insurance shall include coverage for owned, hired and
non-owned aircraft and passengers, and shall name, or be endorsed to name, the
Commission, Caltrans and their directors, officials, officers, employees and agents as
additional insureds with respect to the Services or operations performed by or on behalf of
the Consultant.
30.5 Insurance Endorsements. The insurance policies shall contain the
following provisions, or Consultant shall provide endorsements on forms approved by the
Commission to add the following provisions to the insurance policies:
(a) General Liability.
(i) Commercial General Liability Insurance must include
coverage for (1) bodily Injury and property damage; (2) personal Injury/advertising Injury;
(3) premises/operations liability; (4) products/completed operations liability; (5) aggregate
limits that apply per Project; (6) explosion, collapse and underground (UCX) exclusion
deleted; (7) contractual liability with respect to this Agreement; (8) broad form property
damage; and (9) independent consultants coverage.
(ii) The policy shall contain no endorsements or provisions
limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by
one insured against another; or (3) contain any other exclusion contrary to this Agreement.
(iii) The policy shall give the Commission, its directors,
officials, officers, employees, and agents insured status using ISO endorsement forms 20
10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(iv) The additional insured coverage under the policy shall be
“primary and non-contributory” and will not seek contribution from the Commission’s or
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Caltrans’ insurance or self-insurance and shall be at least as broad as CG 20 01 04 13, or
endorsements providing the exact same coverage.
(b) Automobile Liability. The automobile liability policy shall be
endorsed to state that: (1) the Commission, Caltrans and their directors, officials, officers,
employees and agents shall be covered as additional insureds with respect to the
ownership, operation, maintenance, use, loading or unloading of any auto owned, leased,
hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the
insurance coverage shall be primary insurance as respects the Commission, Caltrans and
their directors, officials, officers, employees and agents, or if excess, shall stand in an
unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage.
Any insurance or self-insurance maintained by the Commission, Caltrans and their
directors, officials, officers, employees and agents shall be excess of the Consultant’s
insurance and shall not be called upon to contribute with it in any way.
(c) Workers’ Compensation and Employers Liability Coverage.
(i) Consultant certifies that he/she is aware of the provisions
of Section 3700 of the California Labor Code which requires every employer to be insured
against liability for workers’ compensation or to undertake self-insurance in accordance
with the provisions of that code, and he/she will comply with such provisions before
commencing work under this Agreement.
(ii) The insurer shall agree to waive all rights of subrogation
against the Commission, its directors, officials, officers, employees and agents for losses
paid under the terms of the insurance policy which arise from work performed by the
Consultant.
(d) All Coverages.
(i) Defense costs shall be payable in addition to the limits
set forth hereunder.
(ii) Requirements of specific coverage or limits contained in
this Section are not intended as a limitation on coverage, limits, or other requirement, or a
waiver of any coverage normally provided by any insurance. It shall be a requirement
under this Agreement that any available insurance proceeds broader than or in excess of
the specified minimum insurance coverage requirements and/or limits set forth herein shall
be available to the Commission, Caltrans and their directors, officials, officers, employees
and agents as additional insureds under said policies. Furthermore, the requirements for
coverage and limits shall be (1) the minimum coverage and limits specified in this
Agreement; or (2) the broader coverage and maximum limits of coverage of any insurance
policy or proceeds available to the named insured; whichever is greater.
(iii) The limits of insurance required in this Agreement may
be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella
or excess insurance shall contain or be endorsed to contain a provision that such coverage
shall also apply on a primary and non-contributory basis for the benefit of the Commission
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(if agreed to in a written contract or agreement) before the Commission’s own insurance or
self-insurance shall be called upon to protect it as a named insured. The umbrella/excess
policy shall be provided on a “following form” basis with coverage at least as broad as
provided on the underlying policy(ies).
(iv) Consultant shall provide the Commission at least thirty
(30) days prior written notice of cancellation of any policy required by this Agreement,
except that the Consultant shall provide at least ten (10) days prior written notice of
cancellation of any such policy due to non-payment of premium. If any of the required
coverage is cancelled or expires during the term of this Agreement, the Consultant shall
deliver renewal certificate(s) including the General Liability Additional Insured Endorsement
to the Commission at least ten (10) days prior to the effective date of cancellation or
expiration.
(v) The retroactive date (if any) of each policy is to be no
later than the effective date of this Agreement. Consultant shall maintain such coverage
continuously for a period of at least three years after the completion of the work under this
Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the
retroactive date is advanced past the effective date of this Agreement; B) if the policy is
cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with
a retroactive date subsequent to the effective date of this Agreement.
(vi) The foregoing requirements as to the types and limits of
insurance coverage to be maintained by Consultant, and any approval of said insurance by
the Commission, is not intended to and shall not in any manner limit or qualify the liabilities
and obligations otherwise assumed by the Consultant pursuant to this Agreement,
including but not limited to, the provisions concerning indemnification.
(vii) If at any time during the life of the Agreement, any policy
of insurance required under this Agreement does not comply with these specifications or is
canceled and not replaced, Commission has the right but not the duty to obtain the
insurance it deems necessary and any premium paid by Commission will be promptly
reimbursed by Consultant or Commission will withhold amounts sufficient to pay premium
from Consultant payments. In the alternative, Commission may cancel this Agreement.
The Commission may require the Consultant to provide complete copies of all insurance
policies in effect for the duration of the Project.
(viii) Neither the Commission nor any of its directors, officials,
officers, employees or agents shall be personally responsible for any liability arising under
or by virtue of this Agreement.
30.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-
insured retentions must be declared to and approved by the Commission. If the
Commission does not approve the deductibles or self-insured retentions as presented,
Consultant shall guarantee that, at the option of the Commission, either: (1) the insurer
shall reduce or eliminate such deductibles or self-insured retentions as respects the
Commission, its directors, officials, officers, employees and agents; or, (2) the Consultant
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shall procure a bond guaranteeing payment of losses and related investigation costs,
claims and administrative and defense expense.
30.7 Acceptability of Insurers. Insurance is to be placed with insurers with
a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and
satisfactory to the Commission.
30.8 Verification of Coverage. Consultant shall furnish Commission with
original certificates of insurance and endorsements effecting coverage required by this
Agreement on forms satisfactory to the Commission. The certificates and endorsements
for each insurance policy shall be signed by a person authorized by that insurer to bind
coverage on its behalf. All certificates and endorsements must be received and approved
by the Commission before work commences. The Commission reserves the right to
require complete, certified copies of all required insurance policies, at any time.
30.9 Subconsultant Insurance Requirements. Consultant shall not allow
any subcontractors or subconsultants to commence work on any subcontract until they
have provided evidence satisfactory to the Commission that they have secured all
insurance required under this Section. Policies of commercial general liability insurance
provided by such subcontractors or subconsultants shall be endorsed to name the
Commission as an additional insured using ISO form CG 20 38 04 13 or an endorsement
providing the exact same coverage. If requested by Consultant, the Commission may
approve different scopes or minimum limits of insurance for particular subcontractors or
subconsultants.
30.10 Other Insurance. At its option, the Commission may require such
additional coverage(s), limits and/or the reduction of deductibles or retentions it considers
reasonable and prudent based upon risk factors that may directly or indirectly impact the
Project. In retaining this option Commission does not warrant Consultant’s insurance
program to be adequate. Consultant shall have the right to purchase insurance in addition
to the insurance required in this Section.
31. Safety. Consultant shall execute and maintain its work so as to avoid injury
or damage to any person or property. In carrying out its Services, the Consultant shall at
all times be in compliance with all applicable local, state and federal laws, rules and
regulations, and shall exercise all necessary precautions for the safety of employees
appropriate to the nature of the work and the conditions under which the work is to be
performed. Safety precautions as applicable shall include, but shall not be limited to: (A)
adequate life protection and life saving equipment and procedures; (B) instructions in
accident prevention for all employees and subcontractors, such as safe walkways,
scaffolds, fall protection ladders, bridges, gang planks, confined space procedures,
trenching and shoring, equipment and other safety devices, equipment and wearing
apparel as are necessary or lawfully required to prevent accidents or injuries; and (C)
adequate facilities for the proper inspection and maintenance of all safety measures.
Pursuant to the authority contained in Section 591 of the Vehicle Code, the Commission
has determined that the Project will contain areas that are open to public traffic.
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Consultant shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14,
and 15 of the Vehicle Code. Consultant shall take all reasonably necessary precautions
for safe operation of its vehicles and the protection of the traveling public from injury and
damage from such vehicles.
32. Additional Work. Any work or activities that are in addition to, or otherwise
outside of, the Services to be performed pursuant to this Agreement shall only be
performed pursuant to a separate agreement between the parties. Notwithstanding the
foregoing, the Commission’s Executive Director may make a change to the Agreement,
other than a Cardinal Change. For purposes of this Agreement, a Cardinal Change is a
change which is “outside the scope” of the Agreement; in other words, work which should
not be regarded as having been fairly and reasonably within the contemplation of the
parties when the Agreement was entered into. An example of a change which is not a
Cardinal Change would be where, in a contract to construct a building there are many
changes in the materials used, but the size and layout of the building remains the same.
Cardinal Changes are not within the authority of this provision to order, and shall be
processed by the Commission as “sole source” procurements according to applicable law,
including the requirements of FTA Circular 4220.1D, paragraph 9(f).
(a) In addition to the changes authorized above, a
modification which is signed by Consultant and the Commission’s Executive Director, other
than a Cardinal Change, may be made in order to: (1) make a negotiated equitable
adjustment to the Agreement price, delivery schedule and other terms resulting from the
issuance of a Change Order, (2) reflect definitive letter contracts, and (3) reflect other
agreements of the parties modifying the terms of this Agreement (“Bilateral Contract
Modification”).
(b) Consultant shall not perform, nor be compensated for
any change, without written authorization from the Commission’s Executive Director as set
forth herein. In the event such a change authorization is not issued and signed by the
Commission’s Executive Director, Consultant shall not provide such change.
33. Prohibited Interests.
33.1 Solicitation. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working
solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants
that it has not paid nor has it agreed to pay any company or person, other than a bona
fide employee working solely for Consultant, any fee, commission, percentage, brokerage
fee, gift or other consideration contingent upon or resulting from the award or making of
this Agreement. For breach or violation of this warranty, the Commission shall have the
right to rescind this Agreement without liability.
33.2 Consultant Conflict of Interest (Construction Management/
Administration).
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(a) Consultant shall disclose any financial, business, or other
relationship with Commission that may have an impact upon the outcome of this
Agreement, or any ensuing Commission construction project. Consultant shall also list
current clients who may have a financial interest in the outcome of this Agreement, or any
ensuing Commission construction project, which will follow.
(b) Consultant hereby certifies that it does not now have, nor shall it
acquire any financial or business interest that would conflict with the performance of
services under this Agreement.
(c) Any subcontract in excess of $25,000 entered into as a result of
this Agreement, shall contain all of the provisions of this Article.
(d) Consultant hereby certifies that neither Consultant, its
employees, nor any firm affiliated with Consultant providing Services on the Project
prepared the Plans, Specifications, and Estimate for any construction project included
within this Agreement. An affiliated firm is one, which is subject to the control of the same
persons through joint- ownership, or otherwise.
(e) Consultant further certifies that neither Consultant, nor any firm
affiliated with Consultant, will bid on any construction subcontracts included within the
construction contract. Additionally, Consultant certifies that no person working under this
Agreement is also employed by the construction contractor for any project included within
this Agreement.
(f) Except for subconsultants whose services are limited to
materials testing, no subconsultant who is providing Services on this Agreement shall have
provided services on the design of the Project included within this Agreement.
33.3 Commission Conflict of Interest. For the term of this Agreement, no
member, officer or employee of the Commission, during the term of his or her service with
the Commission, shall have any direct interest in this Agreement, or obtain any present or
anticipated material benefit arising therefrom.
33.4 Conflict of Employment. Employment by the Consultant of personnel
currently on the payroll of the Commission shall not be permitted in the performance of
this Agreement, even though such employment may occur outside of the employee's
regular working hours or on weekends, holidays or vacation time. Further, the
employment by the Consultant of personnel who have been on the Commission payroll
within one year prior to the date of execution of this Agreement, where this employment is
caused by and or dependent upon the Consultant securing this or related Agreements
with the Commission, is prohibited.
33.5 Covenant Against Contingent Fees. As required in connection with
federal funding, the Consultant warrants that he/she has not employed or retained any
company or person, other than a bona fide employee working for the Consultant, to solicit
or secure this Agreement, and that he/she has not paid or agreed to pay any company or
person, other than a bona fide employee, any fee, commission, percentage, brokerage
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17336.00600\29981953.1 25
fee, gift, or any other consideration, contingent upon or resulting from the award or
formation of this Agreement. For breach or violation of this warranty, the Commission
shall have the right to terminate this Agreement without liability pursuant to the terms
herein, or at its discretion to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of such fee, commission, percentage, brokerage fee,
gift, or contingent fee.
33.6 Rebates, Kickbacks or Other Unlawful Consideration. Consultant
warrants that this Agreement was not obtained or secured through rebates kickbacks or
other unlawful consideration, either promised or paid to any Commission employee. For
breach or violation of this warranty, Commission shall have the right in its discretion; to
terminate this Agreement without liability; to pay only for the value of the work actually
performed; or to deduct from the Agreement price; or otherwise recover the full amount of
such rebate, kickback or other unlawful consideration.
33.7 Covenant Against Expenditure of Commission, State or Federal
Funds for Lobbying. The Consultant certifies that to the best of his/ her knowledge and
belief no state, federal or local agency appropriated funds have been paid, or will be paid
by or on behalf of the Consultant to any person for the purpose of influencing or
attempting to influence an officer or employee of any state or federal agency; a Member of
the State Legislature or United States Congress; an officer or employee of the Legislature
or Congress; or any employee of a Member of the Legislature or Congress, in connection
with the award of any state or federal contract, grant, loan, or cooperative agreement, or
the extension, continuation, renewal, amendment, or modification of any state or federal
contract, grant, loan, or cooperative agreement.
(a) If any funds other than federal appropriated funds have been
paid, or will be paid to any person for the purpose of influencing or attempting to influence
an officer or employee of any federal agency; a Member of Congress; an officer or
employee of Congress, or an employee of a Member of Congress; in connection with this
Agreement, the Consultant shall complete and submit the attached Exhibit "G", Standard
Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with the attached
instructions.
(b) The Consultant's certification provided in this Section is a
material representation of fact upon which reliance was placed when this Agreement was
entered into, and is a prerequisite for entering into this Agreement pursuant to Section
1352, Title 31, US. Code. Failure to comply with the restrictions on expenditures, or the
disclosure and certification requirements set forth in Section 1352, Title 31, US. Code may
result in a civil penalty of not less than $10,000 and not more than $100,000 for each such
failure.
(c) The Consultant also agrees by signing this Agreement that
he/she shall require that the language set forth in this Section 3.23.5 be included in all
Consultant subcontracts which exceed $100,000, and that all such subcontractors shall
certify and disclose accordingly.
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33.8 Employment Adverse to the Commission. Consultant shall notify the
Commission, and shall obtain the Commission’s written consent, prior to accepting work to
assist with or participate in a third-party lawsuit or other legal or administrative proceeding
against the Commission during the term of this Agreement.
34. Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee or
applicant for employment because of race, religion, color, national origin, ancestry, sex or
age. Such non-discrimination shall include, but not be limited to, all activities related to
initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising,
layoff or termination.
35. Right to Employ Other Consultants. Commission reserves the right to employ
other consultants in connection with the Project.
36. Governing Law. This Agreement shall be governed by and construed with
the laws of the State of California. Venue shall be in Riverside County.
37. Disputes; Attorneys' Fees.
37.1 Prior to commencing any action hereunder, the Parties shall attempt
in good faith to resolve any dispute arising between them. The pendency of a dispute
shall not excuse Consultant from full and timely performance of the Services.
37.2. If the Parties are unable to resolve a dispute after attempting in good
faith to do so, the Parties may seek any other available remedy to resolve the dispute. If
either Party commences an action against the other Party, either legal, administrative or
otherwise, arising out of or in connection with this Agreement, the prevailing Party in such
litigation shall be entitled to have and recover from the losing Party reasonable attorneys'
fees and, all other costs of such actions.
38. Time of Essence. Time is of the essence for each and every provision of this
Agreement.
39. Headings. Article and Section Headings, paragraph captions or marginal
headings contained in this Agreement are for convenience only and shall have no effect in
the construction or interpretation of any provision herein.
40. Notices. All notices permitted or required under this Agreement shall be
given to the respective parties at the following address, or at such other address as the
respective parties may provide in writing for this purpose:
CONSULTANT: COMMISSION:
______________________ Riverside County
______________________ Transportation Commission
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17336.00600\29981953.1 27
______________________ 4080 Lemon Street, 3rd Floor
______________________ Riverside, CA 92501
Attn: ________________ Attn: Executive Director
Such notice shall be deemed made when personally delivered or when mailed, forty-eight
(48) hours after deposit in the U.S. mail, first class postage prepaid, and addressed to the
Party at its applicable address. Actual notice shall be deemed adequate notice on the date
actual notice occurred, regardless of the method of service.
41. Conflicting Provisions. In the event that provisions of any attached exhibits
conflict in any way with the provisions set forth in this Agreement, the language, terms and
conditions contained in this Agreement shall control the actions and obligations of the
Parties and the interpretation of the Parties' understanding concerning the performance of
the Services.
42. Amendment or Modification. No supplement, modification, or amendment of
this Agreement shall be binding unless executed in writing and signed by both Parties.
43. Entire Agreement. This Agreement contains the entire agreement of the
Parties relating to the subject matter hereof and supersedes all prior negotiations,
agreements or understandings.
44. Invalidity; Severability. If any portion of this Agreement is declared invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
45. Provisions Applicable When State Funds or Federal Funds Are Involved.
When funding for the Services under a Task Order is provided, in whole or in part, from
Caltrans, Consultant shall also fully and adequately comply with the provisions included in
Exhibit “D” (California Department of Transportation requirements) attached hereto and
incorporated herein by reference. When funding for the Services under a Task Order is
provided, in whole or in part, from the FTA, Consultant shall also fully and adequately
comply with the provisions included in Exhibit “F” (FTA Requirements) attached hereto and
incoroporated herein by reference
46. Survival. All rights and obligations hereunder that by their nature are to
continue after any expiration or termination of this Agreement, including, but not limited to,
the indemnification and confidentiality obligations, shall survive any such expiration or
termination.
47. No Third Party Beneficiaries. There are no intended third party beneficiaries
of any right or obligation assumed by the Parties.
48. Labor Certification. By its signature hereunder, Consultant certifies that it is
aware of the provisions of Section 3700 of the California Labor Code which require every
employer to be insured against liability for Workers’ Compensation or to undertake self-
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17336.00600\29981953.1 28
insurance in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
49. Counterparts. This Agreement may be signed in counterparts, each of which
shall constitute an original.
50. Attorney Client Privilege. The Parties recognize that, during the Project, the
Commission and its attorneys will engage in communication that gives rise to an attorney
client privilege of confidentiality (“Confidential Communication”). Given the nature of the
work done by Consultant for the Commission, it may be necessary for the Consultant to
participate in Confidential Communications. To the extent that (i) the Consultant is a party
to any Confidential Communication, and (ii) a third party seeks discovery of such
communications, then the Consultant shall be deemed to be an agent of the Commission
solely for purposes of preserving any attorney client privilege in the relevant Confidential
Communication. Any such attorney client privilege shall be held by the Commission and
the Consultant is not authorized to waive that privilege or, otherwise, disclose such
Confidential Communication except as set forth below. This Section is intended to
maintain the privilege in any privileged Confidential Communications that are (1) between
and among Commission, Consultant, and Commission’s attorneys; (2) between Consultant
(on behalf of the Commission) and Commission’s attorneys; (3) Confidential
Communications that occur in Closed Session meetings wherein the Commission, the
Commission’s attorneys and Consultant are present; and (4) between Commission and
Consultant wherein the substance of the Confidential Communication is conveyed to/from
the Consultant.
Consultant may disclose a Confidential Communication to the extent such
disclosure is required by legal process, by a court of competent jurisdiction or by any other
governmental authority, provided that any such disclosure shall be limited to the specific
part of the Confidential Communication required to be disclosed and provided that
Consultant first comply with the requirements set forth in this paragraph. As soon as
practicable after Consultant becomes aware that it is required, or may become required, to
disclose the Confidential Communication for such reason, Consultant shall notify the
Commission in writing, in order to allow the Commission to pursue legal remedies designed
to limit the Confidential Communication required to be disclosed or to assure the
confidential treatment of the disclosed information following its disclosure. Consultant shall
cooperate with the Commission, on a reimbursable basis, to assist the Commission in
limiting the scope of disclosure or assuring the confidential treatment of any disclosed
information.
51. Subpoenas or Court Orders. Should Consultant receive a subpoena or court
order related to this Agreement, the Services or the Project, Consultant shall immediately
provide written notice of the subpoena or court order to the Commission. Consultant shall
not respond to any such subpoena or court order until notice to the Commission is provided
as required herein, and shall cooperate with the Commission in responding to the
subpoena or court order.
52. Assignment or Transfer. Consultant shall not assign, hypothecate, or
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17336.00600\29981953.1 29
transfer, either directly or by operation of law, this Agreement or any interest herein,
without the prior written consent of the Commission. Any attempt to do so shall be null and
void, and any assignees, hypothecates or transferees shall acquire no right or interest by
reason of such attempted assignment, hypothecation or transfer.
53. Successors and Assigns. This Agreement shall be binding on the successors
and assigns of the parties, and shall not be assigned by Consultant without the prior written
consent of Commission.
54. Incorporation of Recitals. The recitals set forth above are true and correct
and are incorporated into this Agreement as though fully set forth herein.
55. No Waiver. Failure of Commission to insist on any one occasion upon strict
compliance with any of the terms, covenants or conditions hereof shall not be deemed a
waiver of such term, covenant or condition, nor shall any waiver or relinquishment of any
rights or powers hereunder at any one time or more times be deemed a waiver or
relinquishment of such other right or power at any other time or times.
[Signatures on following page]
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SIGNATURE PAGE
TO
PROFESSIONAL SERVICES AGREEMENT
WITH FTA AND PROPOSITION 1B FUNDING/ASSISTANCE
IN WITNESS WHEREOF, this Agreement was executed on the date first written
above.
RIVERSIDE COUNTY
TRANSPORTATION COMMISSION
By:
[INSERT NAME]
Chair
Approved as to Form:
By:
Best, Best & Krieger LLP
General Counsel
CONSULTANT
[INSERT NAME OF CONSULTANT]
By:
Signature
Name
Title
ATTEST:
By:
Its: Secretary
142
Exhibit B-31
17336.00600\29981953.1
TO BE INSERTED FROM RFP:
EXHIBIT "A" - SCOPE OF SERVICES
EXHIBIT "F" - FTA PROVISIONS
EXHIBIT “G” – LOBBYING ACTIVITIES DISCLOSURE
TO BE INSERTED FROM CONSULTANT PROPOSAL:
EXHIBIT "C"- COMPENSATION AND PAYMENT
143
Exhibit B-32
17336.00600\29981953.1
EXHIBIT "B"
SAMPLE TASK ORDER FORM
Task Order No. _______
Contract: [INSERT NAME OF CONTRACT]
Consultant: [INSERT NAME OF CONSULTANT]
The Consultant is hereby authorized to perform the following work subject to the
provisions of the Contract identified above:
List funding sources: ______________
List any attachments: (Please provide if any.)
Dollar Amount of Task Order: Not to exceed $_____,_____.00
Completion Date: _____________, 201__
The undersigned consultant hereby agrees that it will provide all equipment, furnish all
materials, except as may be otherwise noted above, and perform all services for the work
above specified in accordance with the Contract identified above and will accept as full
payment therefore the amount shown above.
Riverside County Transportation Commission Consultant
Dated: _________________ Dated: _________________
By: ________________________ By:________________________
144
Exhibit B-33
17336.00600\29981953.1
EXHIBIT "D"
CALTRANS REQUIREMENTS/ PROP 1 B PROVISIONS
1. STATEMENT OF COMPLIANCE.
A. Consultant’s signature affixed herein shall constitute a certification under penalty of
perjury under the laws of the State of California that Consultant has, unless exempt,
complied with, the nondiscrimination program requirements of Government Code Section
12990 and Title 2, California Administrative Code, Section 8103.
B. During the performance of this Agreement, Consultant and its subconsultants shall not
unlawfully discriminate, harass, or allow harassment against any employee or applicant for
employment because of sex, race, color, ancestry, religious creed, national origin, physical
disability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age
(over 40), marital status, and denial of family care leave. Consultant and subconsultants
shall insure that the evaluation and treatment of their employees and applicants for
employment are free from such discrimination and harassment. Consultant and
subconsultants shall comply with the provisions of the Fair Employment and Housing Act
(Gov. Code §12990 (a-f) et seq.) and the applicable regulations promulgated there under
(California Code of Regulations, Title 2, Section 7285 et seq.). The applicable regulations
of the Fair Employment and Housing Commission implementing Government Code Section
12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of
Regulations, are incorporated into this Contract by reference and made a part hereof as if
set forth in full. Consultant and its subconsultants shall give written notice of their
obligations under this clause to labor organizations with which they have a collective
bargaining or other Agreement.
2. DEBARMENT AND SUSPENSION CERTIFICATION
A. Consultant’s signature affixed herein, shall constitute a certification under penalty of
perjury under the laws of the State of California, that Consultant has complied with Title 2
CFR, Part 180, “OMB Guidelines to Agencies on Government wide Debarment and
Suspension (nonprocurement)”, which certifies that he/she or any person associated
therewith in the capacity of owner, partner, director, officer, or manager, is not currently
under suspension, debarment, voluntary exclusion, or determination of ineligibility by any
federal agency; has not been suspended, debarred, voluntarily excluded, or determined
ineligible by any federal agency within the past three (3) years; does not have a proposed
debarment pending; and has not been indicted, convicted, or had a civil judgment rendered
against it by a court of competent jurisdiction in any matter involving fraud or official
misconduct within the past three (3) years. Any exceptions to this certification must be
disclosed to Commission.
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Exhibit B-34
17336.00600\29981953.1
B. Exceptions will not necessarily result in denial of recommendation for award, but will be
considered in determining Consultant responsibility. Disclosures must indicate to whom
exceptions apply, initiating agency, and dates of action.
C. Exceptions to the Federal Government Excluded Parties List System maintained by the
General Services Administration are to be determined by the Federal highway
Administration.
3. PROMPT PAYMENT
Consultant agrees to pay each subcontractor under this Agreement for satisfactory
performance of its contract no later than 10 days from the receipt of each payment the
Consultant receives from the Commission. Any delay or postponement of payment from
the above referenced time frame may occur only for good cause following written approval
of the Commission.
4. RELEASE OF RETAINAGE
No retainage will be withheld by the Agency from progress payments due the prime
consultant. Retainage by the prime consultant or subconsultants is prohibited, and no
retainage will be held by the prime consultant from progress due subconsultants. Any
violation of this provision shall subject the violating prime consultant or subconsultants to
the penalties, sanctions, and other remedies specified in Section 7108.5 of the California
Business and Professions Code. This requirement shall not be construed to limit or impair
any contractual, administrative, or judicial remedies, otherwise available to the prime
consultant or subconsultant in the event of a dispute involving late payment or nonpayment
by the prime consultant or deficient subconsultant performance, or noncompliance by a
subconsultant. This provision applies to Consultant and its subconsultants.
5. LEGAL REMEDIES
In addition to those contract remedies set forth under relevant provisions of California law,
either Party to this Agreement may, where applicable, seek legal redress for violations of
this Agreement pursuant to the relevant provisions of 49 C.F.R. Parts 23 and 26, to the
relevant federal or state statutory provisions governing civil rights violations, and to the
relevant federal and state provisions governing false claims or “whistleblower” actions, as
well as any and all other applicable federal and state provisions of law.
The Consultant shall include a provision to this effect in each of its agreements with its
subcontractors.
6. NATIONAL LABOR RELATIONS BOARD CERTIFICATION
In accordance with Public Contract Code Section 10296, and by signing this Agreement,
Consultant certifies under penalty of perjury that no more than one final unappealable
finding of contempt of court by a federal court has been issued against Consultant within
146
Exhibit B-35
17336.00600\29981953.1
the immediately preceding two-year period, because of Consultant’s failure to comply with
an order of a federal court that orders Consultant to comply with an order of the National
Labor Relations Board.
7. INVENTIONS.
Rights to Inventions and Data Made Under a Contract or Agreement — Consultant shall
comply with Federal requirements and regulations pertaining to patent rights with respect to
any discovery or invention which arises or is developed in the course of or under the
Contract, and shall be in compliance with 10 CFR 600.325 and Appendix A—Patent and
Data Rights to Subpart D, Part 600.
8. ENVIRONMENTAL COMPLIANCE
A. Compliance with all applicable standards, orders, or requirements issued under section
306 of the Clean Air Act (42 U.S.C. 1857(h)), section 508 of the Clean Water Act (33
U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations
(40 CFR part 15). (Contracts, subcontracts, and subgrants of amounts in excess of
$100,000).
B. Mandatory standards and policies relating to energy efficiency which are contained in
the state energy conservation plan issued in compliance with the Energy Policy and
Conservation Act (Pub. L. 94-163, 89 Stat. 871).
C. Energy Policy and Conservation Act (Pub. L. 94—163, 89 Stat. 871.) — Consultant
shall comply with mandatory standards and policies relating to energy efficiency which are
contained in the State energy conservation plan issued in compliance with the Energy
Policy and Conservation Act (Pub. L. 94–163, 89 Stat. 871), which are incorporated by
reference in this Contract. (10 CFR 600.236(i)(13).)
147
Exhibit B-36
17336.00600\29981953.1
EXHIBIT "E"
CERTIFICATE OF CONSULTANT
I HEREBY CERTIFY that I am the _______________________ and duly authorized
representative of the firm of _____________________________________ whose address is
____________________________________________________, and that, except as hereby
expressly stated, neither I nor the above firm that I represent have:
(a) employed or retained for a commission, percentage, brokerage, contingent fee,
or other consideration, any firm or person (other than a bona fide employee
working solely for me or the above consultant) to solicit or secure this
agreement; nor
(b) agreed, as an express or implied condition for obtaining this Agreement, to
employ or retain the services of any firm or person in connection with carrying
out the agreement; nor
(c) paid, or agreed to pay, to any firm, organization or person (other than a bona
fide employee working solely for me or the above consultant) any fee,
contribution, donation, or consideration of any kind for, or in connection with,
procuring or carrying out this agreement.
I acknowledge that this Certificate is to be made available to the California Department
of Transportation (Caltrans) in connection with this agreement involving participation of
Federal-aid Highway funds, and is subject to applicable State and Federal laws, both criminal
and civil.
By: ____________________________
Signature
____________________________
Name
____________________________
Title
____________________________
148
AGENDA ITEM 11
Agenda Item 11
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
DATE: October 23, 2017
TO: Western Riverside County Programs and Projects Committee
FROM: Patricia Castillo, Capital Projects Manager
THROUGH: Marlin Feenstra, Project Delivery Director
SUBJECT: Construction Agreement with Los Angeles Engineering, Inc. for the La Sierra
Parking Lot Expansion
STAFF RECOMMENDATION:
This item is for the Committee to:
1) Award Agreement No. 18-33-123-00 to Los Angeles Engineering, Inc. (LA Engineering), as
the lowest responsible, responsive bidder, for the construction of the La Sierra Parking
Lot Expansion project (Project) in the amount of $4,095,100, plus a contingency amount
of $614,265 for a total amount not to exceed $4,709,365;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreement on behalf of the Commission;
3) Authorize the Executive Director, or designee, to approve contingency work pursuant to
the agreement terms up to the total amount;
4) Authorize the Executive Director to enter into agreements, or amendments to existing
agreements, as determined appropriate, with BNSF Railway (BNSF) and city of Riverside
Public Utilities for flagging and utility connection fees for an amount not to exceed
$200,000; and
5) Forward to the Commission for final action.
BACKGROUND INFORMATION:
The Riverside-La Sierra (La Sierra) Commuter Rail station was constructed by five separate
construction projects, starting in 1995 and finishing in 2003, with the completion of the existing
parking lot. The existing parking consists of 1,055 parking spaces, which includes 25 Americans
with Disabilities Act spaces, 25 Rideshare spaces, and one bus bay. On a daily basis during the
work week, the parking lot reaches 95 percent capacity.
As part of the State Route 91 Corridor Improvement Project’s (91 Project) efforts to obtain a
Transportation Infrastructure Finance and Innovation Act loan, the Commission made a
multimodal commitment for express bus service as a part of the 91 Project. The Riverside Transit
Agency (RTA) agreed to provide the new service, and the location identified for originating the
route is the La Sierra station, just east of the entry point to the RCTC 91 Express Lanes.
149
Agenda Item 11
In April 2009, the Commission approved an amendment to Agreement No. 02-33-029, with
Engineering Resources of Southern California for design services for an expansion of the
La Sierra station parking lot into the adjacent 4.6-acre Commission-owned parcel. A preliminary
design was then completed.
In May 2016, the Commission adopted Resolution No. 16-009 certifying the La Sierra Parking Lot
Expansion Project Initial Study/Mitigated Negative Declaration and approved the Project.
In January 2017, the Commission approved agreement No. 16-24-088-00, with S2 Engineering for
construction management, materials testing, and construction surveying services.
The Project will expand the existing parking lot at the La Sierra station for both regional and
commuter rail and bus passengers by providing approximately 444 additional parking spaces, six
bus bays for RTA service, a new signalized access/driveway onto Indiana Avenue, landscaping,
and a small storage building, and restroom facility for the transit operators and station security
personnel.
Procurement Process
On August 31, 2017, the Commission advertised Invitation for Bids (IFB) No. 18-33-123-00 for
construction of the Project. A public notice was advertised in the Press Enterprise, and the
complete IFB, including all contract documents, was posted on the Commission’s PlanetBids
website, which is accessible through the Commission’s website. Electronic mail messages were
sent to vendors registered in the Commission’s PlanetBids database that fit the IFB qualifications.
Fifty-eight firms downloaded the IFB. Twenty are located in Riverside County. A pre-bid
conference was held at the Commission’s office on September 13, and on October 5, four bids
were received and publicly opened. A summary of the bids received is shown in Table A.
Table A
Construction of Riverside Downtown Commuter Rail Station Improvements
Bid Summary
Firm
(In order from low bid to high bid) Bid Amount
Engineer’s Estimate $3,724,986
1 Hal Hays $3,005,955
2 LA Engineering $4,095,100
3 Roadway Engineering Contracting $4,249,200
4 CS Legacy $4,351,293
On October 6, the apparent low bidder, Hal Hays withdrew its bid on the basis of calculation
errors it made in preparing its bid, as allowed in the instruction to bidders. The basis for award
150
Agenda Item 11
for a public works contract is the lowest responsive and responsible bidder as defined by the
Commission’s procurement policy and state law. The bid analysis attached shows the bid
amounts of the three lowest bidders and shows the bid unit price, amount, and percent variation
from the engineer’s estimate for each bid item.
After analyzing the three lowest bids, staff and the construction manager, S2 Engineering,
concluded that LA Engineering’s bid in the amount of $4,095,100, is the lowest responsive and
responsible bid received for the Project.
Although the lowest responsible bid is higher than the engineer’s estimate, the bids were
analyzed for any irregularities or omissions. It was determined the higher cost was spread
throughout most of the bid items and therefore is not likely due to any issues with the bid
documents, but simply reflective of the upward pressure that has been observed on bid prices in
general.
Typically, a rate of 10 percent is used to determine project contingency. Staff is recommending a
contingency amount of 15 percent of the total Project amount, or $614,265. Since a portion of
the construction will take place in a fully operational Metrolink station, safety, operational
continuity, and customer convenience is of utmost importance. Staff worked to minimize risks
of customer interference by clearly defining the scope and ensuring the plan set is complete and
thoroughly reviewed for constructability; however, if complications arise and the contingency is
not adequate, such contractual budget issues may delay the Project and prevent work from being
completed in a timely manner. Furthermore, smaller construction contracts such as this one
often require a contingency greater than 10 percent because of changes common to many
projects, such as maintaining traffic or overhead charges.
Staff recommends to award Agreement No. 18-33-123-00 for the construction of the Project to
LA Engineering in the amount of $4,095,100, plus a contingency amount of $614,265 to fund
potential change orders and supplemental work, for a total amount not to exceed $4,709,365.
Additional contracts required to complete the project include BNSF flagging and city of Riverside
utility connection fees. Staff recommends authorization for the Executive Director to execute
agreements or amendments for these items in an amount not to exceed $200,000.
The funding for this Project is comprised of a Federal Transit Administration (FTA) Section 5309
grant of approximately $942,500, sale proceeds of approximately $2,516,600 related to two
excess properties purchased with federal funds in 2003 as part of a larger parcel for the La Sierra
station, and $1,450,300 of 2009 Measure A Western County rail funds or FTA section 5307 grant
funds. Staff will use the Federal grant funds to the maximum extent possible. On May 8, 2015,
the FTA concurred the sale proceeds from the properties purchased with federal funds can be
applied towards transit-related capital projects, specifically for the expansion of the La Sierra
station bus/park and ride parking lot.
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Agenda Item 11
Financial Information
In Fiscal Year Budget: Yes
N/A Year: FY 2017/18
FY 2018/19+ Amount: $2,516,570
$2,392,795
Source of Funds:
Property sales proceeds, FTA Grant, and
2009 Measure A Western County Rail
funds
Budget Adjustment: No
N/A
GL/Project Accounting No.:
653826 81301 265 33 81301 $4,709,365
653826 65520 265 33 65520 $45,000
653826 81020 265 33 81020 $155,000
Fiscal Procedures Approved: Date: 10/13/2017
Attachments:
1) Draft Agreement No. 18-33-123-00
2) RCTC Bid Analysis
152
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17336.00611\30084855.2
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
**************
CONTRACT
**************
FOR CONSTRUCTION OF LA SIERRA PARKING LOT EXPANSION
RCTC Agreement No. 18-33-123-00
August 31, 2017
BETWEEN
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
AND
LOS ANGELES ENGINEERING, INC.
ATTACHMENT 1
153
Contract-2
17336.00611\30084855.2
CONSTRUCTION OF THE LA SIERRA PARKING LOT EXPANSION
RCTC AGREEMENT NO. 18-33-123-00
1. PARTIES AND DATE.
This Contract is made and entered into this ____ day of ____________, 2017 by and
between the Riverside County Transportation Commission (hereinafter called the
"Commission") and Los Angeles Engineering, Inc. (hereinafter called the "Contractor"). This
Contract is for that Work described in the Contract Documents entitled CONSTRUCTION
OF THE LA SIERRA PARKING LOT EXPANSION
2. RECITALS.
2.1 The Commission is a County Transportation Commission organized under the
provisions of Sections 130000, et seq. of the Public Utilities Code of the State of California, with
power to contract for services necessary to achieving its purpose;
2.2 Contractor, in response to a Notice Inviting Bids issued by Commission on August 31,
2017, has submitted a bid proposal FOR CONSTRUCTION OF LA SIERRA PARKING LOT
EXPANSION
2.3 Commission has duly opened and considered the Contractor's bid proposal and duly
awarded the bid to Contractor in accordance with the Notice Inviting Bids and other Bid
Documents.
2.4 Contractor has obtained, and delivers concurrently herewith, Performance and
Payment Bonds and evidences of insurance coverage as required by the Contract Documents.
3. TERMS.
3.1 Incorporation of Documents.
This Contract includes and hereby incorporates in full by reference this Contract and the
following Contract Documents provided with the above referenced Notice Inviting Bids, including
all exhibits, drawings, specifications and documents therein, and attachments thereto, all of which,
including all addendum thereto, are by this reference incorporated herein and made a part of this
Contract:
a. NOTICE INVITING BIDS
b. INSTRUCTIONS TO BIDDERS
c. CONTRACT BID FORMS
d. FORM OF CONTRACT
e. PAYMENT AND PERFORMANCE BOND FORMS
f. ESCROW AGREEMENT FOR SECURITY DEPOSITS
g. CONTRACT APPENDIX
154
Contract-3
17336.00611\30084855.2
PART "A" - Regulatory Requirements and Permits
PART "B" – General Conditions
PART "C" – Special Provisions (under separate cover)
PART "D" - Contract Plans (under separate cover)
PART "E" - DBE Requirements
PART "F" - Federal Minimum Wage Requirements
PART "G" - Federal Transit Administration Requirements for
Federal Aid Construction Contracts
h. ADDENDUM NO.(S) (N/A or Add Addendum Numbers)
3.2 Contractor's Basic Obligation.
Contractor promises and agrees, at his own cost and expense, to furnish to the
Commission all labor, materials, tools, equipment, services, and incidental and customary work
for the construction of the La Sierra Parking Lot Expansion Project. Notwithstanding anything
else in the Contract Documents, the Contractor shall complete the Work for a total of Four Million
Ninety-Five Thousand One Hundred Dollars ($4,095,100), as specified in the bid proposal and
pricing schedules submitted by the Contractor in response to the above referenced Notice Inviting
Bids. Such amount shall be subject to adjustment in accordance with the applicable terms of this
Contract. All Work shall be subject to, and performed in accordance with the above referenced
Contract Documents.
3.3 Period of Performance.
Contractor shall perform and complete all Work under this Contract (excluding plant
establishment work) within 100 working days of the effective date of the Notice to Proceed, and
in accordance with any completion schedule developed pursuant to provisions of the Contract
Documents. Contractor agrees that if such Work is not completed within the aforementioned
periods, liquidated damages will apply as provided by the applicable provisions of the Special
Provisions, found in Part "B" of the Contract Appendix. The amount of liquidated damages shall
equal one thousand seven hundred dollars ($1,700.00) for each day or fraction thereof, it takes to
complete the Work, or specified portion(s) of the Work, over and above the number of days
specified herein or beyond the Project Milestones established by approved Construction
Schedules.
3.4 Commission's Basic Obligation.
Commission agrees to engage and does hereby engage Contractor as an independent
contractor to furnish all materials and to perform all Work according to the terms and conditions
herein contained for the sum set forth above. Except as otherwise provided in the Contract
Documents, the Commission shall pay to Contractor, as full consideration for the satisfactory
performance by the Contractor of services and obligation required by this Contract, the above
referenced compensation in accordance with Compensation Provisions set forth in the Contract
Documents.
155
Contract-4
17336.00611\30084855.2
3.5 Contractor's Labor Certification.
(1) Contractor maintains that he is aware of the provisions of Section 3700 of the Labor
Code which require every employer to be insured against liability for Worker's
Compensation or to undertake self-insurance in accordance with the provisions of that
Code, and agrees to comply with such provisions before commencing the performance
of the Work. A certification form for this purpose is attached to this Contract as Exhibit
“A” and incorporated herein by reference, and shall be executed simultaneously with
this Contract.
3.6 Successors.
The parties do for themselves, their heirs, executors, administrators, successors, and
assigns agree to the full performance of all of the provisions contained in this Contract. Contractor
may not either voluntarily or by action of law, assign any obligation assumed by Contractor
hereunder without the prior written consent of Commission.
3.7 Notices.
All notices hereunder and communications regarding interpretation of the terms of the
Contract or changes thereto shall be provided by the mailing thereof by registered or certified mail,
return receipt requested, postage prepaid and addressed as follows:
Contractor: Commission:
Los Angeles Engineering, Inc. Riverside County Transportation Commission
633 N. Barranca Ave. P.O. Box 12008
Covina, CA 91723 Riverside, California 92502-2208
Angus O’Brien Attn: Executive Director
Any notice so given shall be considered received by the other party three (3) days after
deposit in the U.S. Mail, first class postage prepaid, addressed to the party at the above address.
Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the
method of service.
CONTRACTOR RIVERSIDE COUNTY
(Contractor Name) TRANSPORTATION COMMISSION
By: ______________________ By: _________________________
Name Anne Mayer
Riverside County Transportation
Commission
______________________
Title
Tax I.D. Number: APPROVED AS TO FORM:
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Contract-5
17336.00611\30084855.2
By: _________________________
Best Best & Krieger LLP
Counsel, RCTC
157
17538
BIDDER'S NAME AND ADDRESS BID $ BID RANK
1.Hal Hays Construction, Inc.
4181 Latham St.
Riverside, CA 92501
2.Los Angeles Engineering, Inc.
633 N. Barranca Ave.
Covina, CA 91723
3.Roadway Engineering & Contracting, Inc.
10247 Bellegrave Ave., Ste. 122
Mira Loma, CA 91752
4.C. S. Legacy Construction, Inc.
1461 S. East End Ave.
Pomona, CA 91766
$3,745,210.91
Subcontractors of Los Angeles Engineering
Sheet Metal Systems
PCI
Claddagh Paving
Soil Retention Systems
FenceCorp Inc.
Mackenzie Electric
Apex Plastering
VT Electric
RCTC Agreement No. 18-33-123-00
RIVERSIDE COUNTY TRANSPORTATION COMMISION
BID OPENING
2:00 PM, Thursday, October 5 2017
La Sierra Parking Lot Expansion
City Work
$3,005,955.00 -
> low bid9.3%
13.5%> low bid
1
2
$4,095,100.00
$4,249,200.00
Engineer's Estimate (EE):
COMMENTS
$4,351,293.00 3 16.2%> low bid
Withdrew
Fence, guardrails, gates (partial)
Site electrical (partial)
Lath & plaster (partial)
Traffic signal (partial)
Riverside
Highland
El Monte
Ontario
Metal roofing (partial)
Striping & signs (partial)
Permeable pavers (partial
Verdura retaining wall (partial)
Riverside
Azusa
Fallbrook
Carlsbad
ATTACHMENT 2
UNIT PRICE TOTAL PRICE
1 Mobilization - Demobilization 1 LS $142,000.00 $142,000.00
2 Civil Site Improvements 1 LS $2,043,015.96 $2,043,015.96
3 Storage and Restroom Buildings 1 LS $197,843.00 $197,843.00
4 Traffic Signal & Striping 1 LS $267,000.00 $267,000.00
5 Electrical 1 LS $749,276.00 $749,276.00
6 Landscaping 1 LS $325,850.95 $325,850.95
7 Seepage Pits*1 LS $20,225.00 $20,225.00
TOTAL (ENGINEER'S ESTIMATE)$3,745,210.91
Contingency 10%$374,521.09
Total Contract $4,119,732.00
* :
La Sierra Parking Lot Expansion
Riverside County Transportation Commission
Item added with addendum and inreased the EE from $3,724,985.91 to $3,745,210.91.
RCTC Agreement No. 18-33-123-00
ITEM
NO.DESCRIPTION QUANTITY ENGINEER'S EST.
Bid Amount % Diff from
EE Bid Amount % Diff from
EE Bid Amount % Diff from
EE
Average Bid
Amount
Average %
Diff from EE
1 Mobilization - Demobilization 1 LS $204,000.00 43.7%$149,000.00 4.9%$157,955.00 11.2%$170,318.33 19.9%$142,000.00
2 Civil Site Improvements 1 LS $2,106,100.00 3.1%$2,381,000.00 16.5%$2,669,559.00 30.7%$2,385,553.00 16.8%$2,043,015.96
3 Storage and Restroom Buildings 1 LS $300,000.00 51.6%$300,000.00 51.6%$250,195.00 26.5%$283,398.33 43.2%$197,843.00
4 Traffic Signal & Striping 1 LS $380,000.00 42.3%$300,000.00 12.4%$351,285.00 31.6%$343,761.67 28.7%$267,000.00
5 Electrical 1 LS $670,000.00 -10.6%$699,200.00 -6.7%$718,913.00 -4.1%$696,037.67 -7.1%$749,276.00
6 Landscaping 1 LS $390,000.00 19.7%$400,000.00 22.8%$183,796.00 -43.6%$324,598.67 -0.4%$325,850.95
7 Seepage Pits*1 LS $45,000.00 122.5%$20,000.00 -1.1%$19,590.00 -3.1%$28,196.67 39.4%$20,225.00
$4,095,100.00 9.3%$4,249,200.00 13.5%$4,351,293.00 16.2%$4,231,864.33 13.0%$3,745,210.91
$154,100.00 3.8%$256,193.00 6.3%$136,764.33 3.3%-$349,889.09
ENGINEER'S
ESTIMATE (EE)
Total
HIGHER THAN LOWEST BIDDER
Riverside County Transportation Commission
La Sierra Parking Lot Expansion
RCTC Agreement No. 18-33-123-00
ITEM
NO.DESCRIPTION Qnty
Low Bidder
Los Angeles Engineering
2nd Low Bidder
Roadway Engineering
3rd Low Bidder
C.S. Legacy Construction AVERAGE of ALL BIDDERS
$204,000
$2,106,100
$300,000
$380,000
$670,000
$390,000
$45,000
$4,095,100.00
$170,318
$2,385,553
$283,398
$343,762
$696,038
$324,599
$28,197
$4,231,864.33
$157,955
$2,669,559
$250,195
$351,285
$718,913
$183,796
$19,590
$4,351,293.00
$142,000
$2,043,016
$197,843
$267,000
$749,276
$325,851
$20,225
$3,745,210.91
$0 $500,000 $1,000,000 $1,500,000 $2,000,000 $2,500,000 $3,000,000 $3,500,000 $4,000,000 $4,500,000 $5,000,000
1
2
3
4
5
6
7
8
dfdfdffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffffBid Items Low, High, Average & Engineer's Estimate Comparison
Low Bid Average High Bid Engineer's Est
Mobilization
Traffic Signal
& Striping
Electrical
Landscaping
Seepage Pits
Total Amount
Storage and
Restroom
Buildings
Civil Site
Improv.
io/2o/2017
LA SIERRA PARKING LOT
EXPANSION PROJECT
r
O
N
O
N
O
N
10/20/2017
i+gh, Average Ertfpneer a Elt,m4te Cornpa,Gr
L Seti,
VON.. *rid
fkirstroorn
Traffic
& Striping
104,1
rItir Arricitint
3
AGENDA ITEM 12
Agenda Item 12
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
DATE: October 23, 2017
TO: Western Riverside County Programs and Projects Committee
FROM: Brian Cunanan, Commuter and Motorist Assistance Manager
THROUGH: Robert Yates, Multimodal Services Director
SUBJECT: Agreement with the California Department of Transportation for the
Operation of the Freeway Service Patrol Program in Riverside County
STAFF RECOMMENDATION:
This item is for the Committee to:
1) Approve Agreement No. 18-45-047-00 with the California Department of Transportation
(Caltrans) for the operation of the Riverside County Freeway Service Patrol (FSP)
program in the amount not to exceed $1,613,144 in state funding for
Fiscal Year 2017/18;
2) Authorize the Chair or Executive Director, pursuant to legal counsel review, to execute
the agreement on behalf of the Commission; and
3) Forward to the Commission for final action.
BACKGROUND INFORMATION:
In 1986, the Commission established itself as the Riverside County Service Authority for
Freeway Emergencies (RC SAFE) after the enactment of SB 1199 in 1985. The purpose of the
formation of SAFEs in California was to provide call box services and, with excess funds, provide
additional motorist aid services. Funding for RC SAFE is derived from a one dollar per vehicle
registration fee on vehicles registered in Riverside County. Initially, these funds were used only
for the call box program. As additional motorist aid services were developed, SAFE funds were
also used to provide FSP and the Inland Empire 511 traveler information services as part of a
comprehensive motorist aid system in Riverside County.
In 1990, Proposition C was passed to fund transportation improvements and to help reduce
traffic congestion in California. From this, the FSP program was created by Caltrans, which
developed the corresponding local funding allocation plan to distribute funds to participating
jurisdictions through a formula based on population, urban freeway lane miles, and levels of
congestion.
The Commission, acting in its capacity as the RC SAFE, is the principal agency in Riverside
County, in partnership with Caltrans and the California Highway Patrol, managing the FSP
program. The purpose of the FSP program is to provide a continuously roving tow services
159
Agenda Item 12
patrol along designated freeway segments (referred to as beats) to relieve freeway congestion
and facilitate the rapid removal of disabled vehicles and those involved in minor accidents on
local freeways. Currently, the Commission contracts with four tow truck operators to provide
service on a total of nine beats Monday through Friday during the peak commute hours,
5:30 a.m. to 8:30 a.m. and 2:30 p.m. (12:30 p.m. on Fridays) to 6:30 p.m. In FY 2016/17, FSP
performed 36,842 assists.
DISCUSSION:
In September 2017, the Commission received the attached fund transfer agreement from
Caltrans for FY 2017/18. Caltrans funding agreements are reimbursement-based and allow for
the carryover of contract balances not expended in the agreement’s stated fiscal year. This
allows the Commission to fully expend allocated amounts and also accommodates the timing of
the Caltrans allocation release, which is typically later during the fiscal year for which it is
intended.
The Caltrans funding agreement for FY 2017/18 provides for continued state funding in the
amount of $1,613,144. The Commission will fund the required local match of $403,286 with
RC SAFE revenues. As with prior funding agreements, any state funds not claimed in the
current fiscal year will be carried over and claimed in FY 2018/19. A budget adjustment is not
required and upon approval of this agenda item, the Commission will execute this fund transfer
agreement with Caltrans.
Financial Information
In Fiscal Year Budget: Yes Year: FY 2017/18 Amount: $1,613,144
Source of Funds: State of California Budget Adjustment: No
GL/Project Accounting No.: 201 45 002173 41508
Fiscal Procedures Approved: Date: 10/11/2017
Attachment: Caltrans Fund Transfer Agreement
160
ATTACHMENT 1
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163
164
165
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AGENDA ITEM 13
Agenda Item 13
RIVERSIDE COUNTY TRANSPORTATION COMMISSION
DATE: October 23, 2017
TO: Western Riverside County Programs and Projects Committee
FROM: Monica Morales, Management Analyst
THROUGH: Robert Yates, Multimodal Services Director
SUBJECT: 2018 Western Riverside County Measure A Specialized Transit Three-Year Call
for Projects
This item is for the Committee to:
1) Approve the release of the 2018 Western Riverside County Measure A Specialized Transit
Three-Year Call for Projects (2018 Call for Projects) for approximately $8.2 million
covering Fiscal Years 2018/19 – 2020/21 for Western Riverside County (Western County);
2) Authorize staff to advertise the availability of funding and to solicit project proposals from
non-profit agencies and other interested parties or operators; and
3) Forward to the Commission for final action.
BACKGROUND INFORMATION:
Staff is seeking approval to release the 2018 Call for Projects for the Measure A Western Riverside
Specialized Transit Program covering FYs 2018/19 – 2020/21.
The 2009 Measure A Expenditure Plan allocates approximately 11.6 percent of the annual
revenues from the 2009 Measure A Western County program to public transit. The public transit
allocation is then distributed among five programs, namely: specialized transit services,
specialized transit-consolidated transportation service agency operations, commuter rail,
intercity bus, and commuter services. The Measure A allotment for the specialized transit
services program provides ongoing funding to benefit older adults, persons with disabilities, and
low-income individuals in Western County. In Western County, this funding has been distributed
through a competitive process to a wide array of non-profit and community organizations that
serve these constituencies, as well as to Riverside Transit Agency (RTA) and municipal transit
operators for specialized transit services for persons with disabilities and older adults.
In the Coachella Valley, the 2009 Measure A Expenditure Plan allocates an even higher
percentage of funding for public transit (15 percent) than in Western County. This funding is
allocated directly to SunLine Transit Agency (SunLine). Currently, Measure A is utilized by SunLine
to improve and expand public transit and specialized transportation services.
168
Agenda Item 13
DISCUSSION:
Goals including funding priorities for the Measure A specialized transit services program have
been defined as part of the Public Transit-Human Services Transportation Coordination Plan,
2016 update and have been summarized below:
• Support of existing services, which, if not funded by Measure A funds, would leave an
area and/or special population without alternate service options;
• Support of existing services that offer an improved level of service coordination with the
existing transportation network;
• Support of new services that leverage other revenue sources, can be administered in a
cost effective manner, and will not require long term support from Measure A funding;
and
• Support of new and expansion of existing services including transportation for veterans
and shuttles including, but not limited to, nutrition and medical services.
Under the 2018 Call for Projects, staff projects approximately $8.2 million to be available for the
specialized transit programming in Western County. Staff is seeking approval to distribute an
average of $2.7 million annually for the program over the next three consecutive fiscal years
starting in FY 2018/19.
Applicants will be requested to indicate how the proposed service will coordinate trips and/or
services with existing transportation providers including public and non-profit agencies. Projects
should not duplicate existing services currently provided by public agencies. As in previous calls,
projects require local match of 34 percent for operating and 50 percent for capital projects.
With Commission approval, staff will post the application and instructions on the Commission’s
website on November 8, 2017. The application submission deadline to the Commission is
January 9, 2018. Staff anticipates strong competition for the available funds. To foster an
impartial perspective, an evaluation committee consisting of two Citizens Advisory
Committee/Social Services Transportation Advisory Committee representatives, two
Commission staff members, and one county agency representative will assist in evaluating the
proposals.
The evaluation and selection of applications will be completed in March 2018, and the
recommendations for funding awards to successful applicants will be forwarded to the
Commission for approval at its April 2018 meeting. Funding coverage will commence on
July 1, 2018, and the grant cycle will be concluded on June 30, 2021.
There is no financial impact for the release of the 2018 Call for Projects at this time, as this is not
an award of the grants.
169