request for proposals lick mill-east river parkway

CE# 19-20-02 of 31 Lick Mill-East River Parkway Crosswalk Improvement Project

REQUEST FOR PROPOSALS

LICK MILL-EAST RIVER PARKWAY CROSSWALK IMPROVEMENT PROJECT

CE # 19-20-02


TABLE OF CONTENTS

1 INTRODUCTION ..................................................................................................................... 3

2 PURPOSE OF THE RFP ........................................................................................................ 3

3 TERM OF THE AGREEMENT ................................................................................................ 3

4 COMPLETE RFP .................................................................................................................... 3

5 PROCUREMENT TIMELINE .................................................................................................. 4

6 PROCUREMENT CONTACT .................................................................................................. 4

7 MANDATORY PRE-PROPOSAL CONFERENCE .................................................................. 4

8 HOW TO OBTAIN THIS RFP .................................................................................................. 5

9 PROCEDURE FOR SUBMITTING QUESTIONS AND INQUIRIES ....................................... 5

10 OBJECTIONS ......................................................................................................................... 5

11 DELIVERY OF PROPOSALS ................................................................................................. 5

12 LATE PROPOSALS ................................................................................................................ 6

13 PROPOSAL CONTENT ........................................................................................................ 12

14 SELECTION PROCESS AND EVALUATION CRITERIA ....................................................... 8

15 BASIS OF AWARD ................................................................................................................. 9

16 PROTESTS ............................................................................................................................. 9

17 COLLUSION ........................................................................................................................... 9

18 GROUNDS FOR DISQUALIFICATION ................................................................................... 9

19 NON-CONFORMING PROPOSAL ....................................................................................... 10

20 GRATUITIES ......................................................................................................................... 10

21 GENERAL INFORMATION ................................................................................................... 10

22 RIGHTS OF THE CITY OF SANTA CLARA ......................................................................... 10

23 PUBLIC NATURE OF PROPOSAL MATERIAL .................................................................... 11

24 PREVAILING WAGE REQUIREMENTS ............................................................................... 12

25 INSURANCE REQUIREMENTS ........................................................................................... 12


1 INTRODUCTION

The Public Works Department of the City of Santa Clara is seeking proposals from qualified firms to provide engineering design services to prepare bid documents (plans, specifications, and engineer’s estimate - PS&E) for public works bidding of the Lick Mill-East River Parkway Crosswalk Improvement Project (PROJECT). The requested engineering design services involve preliminary engineering, detailed design, bidding and award support, and construction support.

2 PURPOSE OF THE RFP

The purpose of this solicitation is to select and enter into a professional services agreement with a qualified firm to provide design professional services to prepare construction bid documents for the PROJECT. See Attachment A, Scope of Services, for the anticipated professional services necessary to meet the purpose for this PROJECT.

3 TERM OF THE AGREEMENT

The term of the Agreement shall begin on the date of contract execution and terminate at completion of work described in Attachment A.

4 COMPLETE RFP

The following table lists and briefly describes the additional attachments that comprise the entire document.

Attachment Title

A Scope of Services

B Cost Proposal

C Customer Reference Form

D Proposer Certification Form

E Procurement and Contract Process Integrity and Conflict of Interest Guidelines

F Electronic Data Requirements

G Terms and Conditions and Insurance Requirements (Exemplar Agreement)


5 PROCUREMENT TIMELINE

Immediately below are estimated milestones for the PROJECT; however, the schedule may change at the discretion of the City.

Deadline for Questions and Objections: July 10, 2019 at 10 AM PST

Proposals Due July 17, 2019 at 10 AM PST

Evaluation of proposals and ranking of consultants

July 2019

Oral interviews (if deemed necessary) July 2019

Council Award September 2019

Notice to Proceed September 2019

Project Design October 2019 – May 2020

Project Bid and Award June – September 2020

Construction October 2020 – June 2021

6 PROCUREMENT CONTACT

Contact Huy Nguyen

Phone Number (408) 615-3073

Address Public Works Department City of Santa Clara 1500 Warburton Avenue Santa Clara, CA 95054

Email [email protected]

7 MANDATORY PRE-PROPOSAL CONFERENCE

There is no pre-proposal conference for this requirement

There is a non-mandatory pre-proposal conference for this requirement.

There is a mandatory pre-proposal conference for this requirement


8 HOW TO OBTAIN THIS RFP

8.1 This RFP may be downloaded from the BidSync e-Procurement system located at www.bidsync.com. Respondents can also find a link at the City of Santa Clara website at www.santaclaraca.gov. At either website, follow the links to register for this online service. You may register for free either online or by calling BidSync Vendor Support at 1-801-765-9245 and telling the support representative that you are registering for City of Santa Clara bids.

8.2 All addenda and notices related to this procurement will be posted by the City on BidSync. In the event that this RFP is obtained through any means other than BidSync, the City will not be responsible for the completeness, accuracy, or timeliness of the final RFP document.

9 PROCEDURE FOR SUBMITTING QUESTIONS AND INQUIRIES

Questions pertaining to this RFP should be submitted via BidSync. Please submit all questions by the deadline indicated in Section 0, Procurement Timeline. The City will provide a written response to all pertinent questions in the form of an Addendum. Questions answered on BidSync shall be considered addenda to the RFP.

10 OBJECTIONS

Any objections as to the structure, content or distribution of this RFP must be submitted in writing to the procurement contact prior to the submission deadline for Questions and Answers. Objections must be as specific as possible, and identify the RFP section number and title, as well as a description and rationale for the objection.

11 DELIVERY OF PROPOSALS

11.1 Proposers must respond to this RFP by the due date and time listed in Section 5, Procurement Timeline.

11.2 The proposal must be in Times New Roman, Arial or similar, easily readable font. The size of the font cannot be any smaller than 11 and margins should be 1 inch or wider. There is no limit or maximum number of pages set for any of the sections of the proposal; however, it is recommended to limit the total number of pages for the proposal to 20 pages, not including the Scope of Services section. Proposers are encouraged to include only the information which is essential to an understanding and evaluation of the proposal, and should avoid generalized brochures, marketing materials, etc.


11.3 Proposals must be addressed and labeled as follows:

Attention to: Huy Nguyen City of Santa Clara Department: Public Works – Design Division 1500 Warburton Avenue Santa Clara, CA 95050

If delivering in person, follow the signage to the City Clerk’s Office which is located in the East Wing of City Hall.

11.4 The outside of the box or package and the cover or title page of each proposal shall clearly mark the proposer’s name and project title. Include the following inside the proposal box/package:

11.4.1 Submit four copies of the technical proposal clearly marked as such. In addition, include an electronic copy of your proposal on a flash drive or DVD Disc.

11.4.2 Submit one (1) original copy of your cost proposal in a separate sealed envelope. Include an electronic copy of your cost form on the same flash drive or DVD Disc. required above.

12 PROPOSAL CONTENT

In order to expedite the evaluation process, each Proposal shall be organized in accordance with this section. Proposals that do not follow the specified format outlined below, or fail to provide the required documentation, may receive lower scores. In the event of any conflict between any of the Proposal documents, resolution thereof shall be in the City’s sole discretion. Proposals shall include the following information in the format indicated.

12.1 LETTER OF TRANSMITTAL / COMPANY PROFILE

12.1.1 Identify your firm and the proposal package being submitted. Include the following information.

12.1.2 Name, title, address, telephone number, and email address of the individual authorized to contractually bind the firm and be signed by the authorized individual. Also include the name of the contact person for this RFP, if different.

12.1.3 Address any pending or current litigation related to services provided by your firm, and any terminated contracts within the past five years with an explanation of the reasons for termination

12.2 EXECUTIVE SUMMARY

Please include an executive summary that demonstrates your understanding of this Project, and how you will meet the project schedule, goals, and objectives.


12.3 EXPERIENCE AND QUALIFICATIONS

Provide a detailed narrative demonstrating your expertise, capacity, experience, and approach to performing the work described in this RFP.

12.4 PROPOSED PROJECT TEAM

12.4.1 Provide the names, background information, and relevant experience of key staff that will be assigned to this PROJECT. Provide the proposed project management structure and identify the roles of each key staff proposed to be assigned to this PROJECT, and the availability of the key staff.

12.4.2 Submit résumés for the project manager and technical lead.

12.4.3 If Proposer anticipates utilizing any subcontractor to perform work under the contract, provide the name of the subcontractor, a description of the work that the subcontractor will perform, and a description of the subcontractor’s experience in performing the work.

12.5 PROJECT APPROACH / PLAN

Provide a brief description of the plan and approach you will take to accomplish to complete the Scope of Services. The Scope of Services provided in Attachment A is the anticipated Scope of Services necessary to meet the City’s objectives for the PROJECT. The Proposer shall review the Scope of Services provided in Attachment A and the Proposer may include their own proposed Scope of Services that adds, deletes, or modifies services that the proposer deems necessary to meet the project objectives. The Proposer’s edited Scope of Services shall be included in this PROJECT Approach Section of their proposal.

12.6 SCHEDULE

Provide a project timeline for completing the PROJECT including a start date, key milestone dates, and completion date. The Proposer is encouraged to reference significant tasks and schedules identified in Attachment A, Scope of Services.

12.7 COST PROPOSAL

Proposer shall submit a Cost Proposal using Attachment B.

12.8 REQUIRED ATTACHMENTS

12.8.1 The following attachments must be completed and submitted with your proposal:

Attachment B, Cost Proposal

Attachment C, Customer Reference Form


Attachment D, Proposer Certification Form

Attachment G, Exemplar Agreement - Proposer shall note any exceptions to the terms and conditions of the Exemplar Agreement. If there are no exceptions, please return the first page of the Exemplar Agreement marked “No Exceptions”. Please note that excessive changes may result in lower proposal scores, or disqualification of proposal.

13 LATE PROPOSALS

Late proposals shall be rejected and returned to the Proposer. This deadline is absolute and proposals received after the due date and time shall not be considered. Proposers must select a method of delivery that ensures proposals will be delivered to the correct location by the due date and time.

14 SELECTION PROCESS AND EVALUATION CRITERIA

14.1 PROPOSAL REVIEW AND EVALUATION

14.1.1 Technical proposals will be evaluated against the general criteria and weighted scores will be applied as described below in Section 14.4.

14.1.2 The City may seek written clarification from any or all proposers to better understand and evaluate the proposed solution. This process may not be used as an opportunity to submit missing documentation or to make substantive revisions to the original proposal.

14.1.3 The City reserves the right to rely on information from sources other than the information provided by the respondents.

14.2 COST PROPOSAL REVIEW AND EVALUATION

Cost and cost realism will be evaluated and weighted in accordance with the table in Section 14.4.

14.3 PRESENTATIONS / ORAL INTERVIEWS

Finalists (proposals determined to have scored in the competitive range) may be invited to present oral presentations for the purpose of introducing key members of the project team, and allowing the City to fully understand the Proposer’s ability to meet the evaluation criteria. Oral presentations will not be scored separately. Instead the City may modify proposal scores and resulting rankings based on the oral presentation.

14.4 EVALUATION CRITERIA

Criteria Weight

Proposal Responsiveness Pass/Fail

Qualifications of Firm 20%


Qualifications of Key Staff and Availability 35%

Project Approach 30%

Project Schedule and Completion Date 15%

Total 100%

15 BASIS OF AWARD

15.1 Award will be based on the overall highest ranked proposer.

15.2 Should the selected proposer fail to provide post award documents as required, the City, in its sole discretion, may withdraw the award recommendation, and select the next highest ranked proposer for award.

15.3 The City reserves the right to accept an offer in-full, or in-part, or to reject all offers

16 PROTESTS

16.1 If an unsuccessful Proposer wants to dispute the award recommendation, the Protest must be submitted in writing to the contact listed below no later than ten (10) calendar days after announcement of the successful Proposer, detailing the grounds, factual basis and providing all supporting information. Protests will not be considered for disputes of proposal requirements and specifications, which must be addressed in accordance with Section 10. Failure to submit a timely written Protest to the contact listed below will bar consideration of the Protest.

16.2 The address for submitting protests is:

1500 Warburton Avenue Finance Department- Purchasing Division Santa Clara, CA 95050 Attention: Purchasing Officer

17 COLLUSION

By submitting a proposal, each Proposer represents and warrants that its proposal is genuine and made in the interest of or on behalf of any person named therein; that the Proposer has not directly induced or solicited any other person to submit a sham proposal or any other person to refrain from submitting a proposal; and that the Proposer has not in any manner sought collusion to secure any improper advantage over any other person submitting a proposal.

18 GROUNDS FOR DISQUALIFICATION

All Proposers are expected to have read and understand Attachment E, Procurement and Contract Process Integrity and Conflict of Interest. Factors, such as, but not limited to, any of the following, may disqualify a proposal without further consideration:

18.1 Evidence of collusion, directly or indirectly, among Proposers in regard to the amount,


terms or conditions of this proposal.

18.2 Any attempt to improperly influence any member of the evaluation team.

18.3 Existence of any lawsuit, unresolved contractual claim or dispute between Proposer and the City.

18.4 Evidence of incorrect information submitted as part of the proposal.

18.5 Evidence of Proposer’s inability to successfully complete the responsibilities and obligations of the proposal.

18.6 Proposer’s default under any previous agreement with the City.

19 NON-CONFORMING PROPOSAL

A proposal shall be prepared and submitted in accordance with the provisions of these RFP instructions and specifications. Any alteration, omission, addition, variance, or limitation of, from or to a proposal may be sufficient grounds for non-acceptance of the proposal, at the sole discretion of the City.

20 GRATUITIES

No person shall offer, give or agree to give any City employee any gratuity, discount or offer of employment in connection with the award of contract by the City. No City employee shall solicit, demand, accept or agree to accept from any other person a gratuity, discount or offer of employment in connection with a City contract..

21 GENERAL INFORMATION

21.1 The successful Proposer will be required to enter into an agreement with terms and conditions in substantial conformity with Attachment F of this RFP.

21.2 All costs associated with responding to this request are to be borne by the Proposer.

21.3 It is the City’s policy that the selected firm shall not discriminate, in any way, against any person on the basis of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law, in connection with or related to the performance of City of Santa Clara contracts.

22 RIGHTS OF THE CITY OF SANTA CLARA

22.1 This RFP does not commit the City to enter into a contract, nor does it obligate the City to pay for any costs incurred in the preparation and submission of proposals or in anticipation of a contract. The City reserves the right to:


22.1.1 Accept an offer in full, or in part, or to reject all offers.

22.1.2 Make the selection based on its sole discretion.

22.1.3 Reject any and all proposals.

22.1.4 Issue subsequent Requests for Proposals.

22.1.5 Postpone opening proposals for any reason.

22.1.6 Remedy errors in the Request for Proposals process.

22.1.7 Approve or disapprove the use of particular subconsultants.

22.1.8 Negotiate with any, all or none of the Proposers.

22.1.9 Accept other than the lowest offer.

22.1.10 Waive informalities and irregularities in the Proposals.

22.1.11 Enter into an agreement with another Proposer in the event the originally selected Proposer defaults or fails to execute an agreement with the City.

22.1.12 An agreement shall not be binding or valid with the City unless and until it is approved by the City Council, if so required, and executed by authorized representatives of the City and of the Proposer.

22.1.13 Accept, reject, or require modifications to subconsultants listed or proposed for use for the project.

23 PUBLIC NATURE OF PROPOSAL MATERIAL

23.1 Responses to this RFP become the exclusive property of the City of Santa Clara. At such time as the City awards a contract, all proposals received in response to this RFP become a matter of public record and shall be regarded as public records, with the exception of those elements in each proposal which are defined by the Proposer as business or trade secrets and plainly marked as “Confidential,” “Trade Secret,” or “Proprietary.” The City shall not in any way be liable or responsible for the disclosure of any such proposal or portions thereof, if they are not plainly marked as “Confidential,” “Trade Secret,” or “Proprietary,” or if disclosure, in the City’s sole discretion, is required under the California Public Records Act as addressed below. Any proposal which contains language purporting to render all or significant portions of the proposal “Confidential,” “Trade Secret,” or “Proprietary” shall be regarded as non-responsive.

23.2 Although the California Public Records Act recognizes that certain confidential trade secret information may be protected from disclosure, the City of Santa Clara may determine, in its sole discretion, that the information that a Proposer submits is not a trade secret. If a request is made for information marked “Confidential,” “Trade Secret,” or “Proprietary,” the City shall provide the Proposer who submitted the


information reasonable notice to allow the Proposer to seek protection from disclosure by a court of competent jurisdiction, at the Proposer's sole expense. If Proposer takes no such action after receiving the foregoing notice from the City, the City shall comply with the records request and is not required to defend against it. .

24 PREVAILING WAGE REQUIREMENTS

24.1 Use of contractors, and all applicable subcontractors which are required to pay prevailing wages, requires registration with the State of California, Department of Industrial Relations (DIR) through the Public Works Contractor Registration Program (PWC Registration) before bidding, being awarded, or performing work on public works projects in California. The Proposer and any subconsultants included in the proposal shall be registered with the DIR prior to submitting its proposal if its proposal includes providing services subject to prevailing wages. This includes those performing surveying work, material testing, inspection, trucking, boring, potholing, concrete deliveries and temporary service companies who provide workers to prevailing wage contractors. The proposer may be deemed non-responsive if not registered as noted.

24.2 The City has determined that the services described in this solicitation constitute a “Public Work”, and are subject to the payment of not less than prevailing wages under California Labor Code Section 1770 et seq. The Director of the Department of Industrial Relations has ascertained the general prevailing rate of per diem wages and the rates for overtime and holiday work in the locality in which the services are to be performed for each craft, classification or type of worker needed to perform the services under the contract. Copies are on file with and available upon request from the Office of the Clerk of the Board of Supervisors or at http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm.

24.3 Labor Code Compliance. Contractor must conform to the provisions of Labor Code sections 1720 through 1815, and all applicable provisions of California Code of Regulations found in Title 8, Chapter 8, Subchapter 3, Articles 1-7. Contractor agrees to include prevailing wage requirements in its contracts for the Project.

24.4 Requirements in Subcontracts. Contractor shall require its contractors to include prevailing wage requirements in all subcontracts funded by this Agreement. Subcontracts shall include all prevailing wage requirements set forth in Contractor’s contracts.

25 INSURANCE REQUIREMENTS

25.1 The selected Proposer(s), at Proposer’s sole cost and expense and for the full term of the Agreement or any extension thereof, shall obtain and maintain, at a minimum, all of the insurance requirements outlined in Exhibit C to the Exemplar Agreement.

25.2 Certificate of Insurance, as required, shall be provided to City within 10 days of the notice of award. Failure to provide the required Certificate of Insurance may result in withdrawal of the Award, and award to the next highest ranked proposer.


ATTACHMENT A SCOPE OF SERVICES

I. OBJECTIVE The City of Santa Clara (CITY) desires to engage a qualified firm (CONSULTANT) to provide engineering design services to prepare bid documents (plans, specifications, and engineer’s estimate or PS&E) for public works bidding of the Lick Mill-East River Parkway Crosswalk Improvement Project (PROJECT). II. BACKGROUND Two traffic collisions occurred in September 2018 and October 2018 at the intersection of Lick Mill Boulevard at East River Parkway. Both incidents were caused by drivers not properly stopping at the intersection. After the incidents, the City received a request from members of the public to review the possibility of installing a new traffic signal at the intersection of Lick Mill Boulevard at East River Parkway to enhance safety for pedestrians crossing the street. Lick Mill Boulevard is a north/south four-lane arterial roadway with a raised median island in the middle and a posted speed limit of 35 miles per hour. East River Parkway is a 25 mile per hour residential street with parking on both sides and intersects with Lick Mill Boulevard from the west. As East River Parkway crosses Lick Mill Boulevard it becomes a private street, Park View Drive, thus creating a 4-way intersection. The intersection is surrounded by Thamien Park on the NW/c, , Don Callejon K-8 School on the SE/c, and by multi-family homes on the other two corners.. Currently, the intersection is controlled by side-street stop signs on both East River Parkway and Park View Drive. Additionally, there is a striped pedestrian crosswalk and pedestrian beacon on the north section of the intersection for pedestrians to cross Lick Mill Boulevard. City staff conducted a traffic operations study for the intersection of Lick Mill Boulevard and East River Parkway/Park View Drive to determine if a traffic signal is warranted per State and Federal requirements. Based on guidelines contained within the industry-standard California Manual on Uniform Traffic Control Devices (CA MUTCD), staff analyzed factors such as: collision history at or near the intersection, vehicular volumes, delays for vehicular traffic, characteristics of the roadway and the number of pedestrians crossing the intersection. Based on the analysis of these factors, it was determined that a traffic signal is not warranted at the intersection. However, the analysis did indicate that based on the number of pedestrians crossing Lick Mill Boulevard, there is a projected shortage of adequate gaps in vehicular traffic to facilitate better pedestrian crossings. This result prompted the consideration of a pedestrian crossing protective device. City staff then conducted a High-Intensity Activated Crosswalk (HAWK) beacon study per CA MUTCD and the National Cooperative Highway Research Program Report 562 – Improving Pedestrian Safety at Unsignalized Crossings guidelines. This additional study indicated that a HAWK beacon is warranted to provide a better crossing experience at the crosswalk. III. PROJECT DESCRIPTION AND REQUIRED SERVICES This Scope of Services is anticipated as necessary to meet CITY’s objectives. The Proposer is encouraged to incorporate their own expertise into their proposed Scope of Services to be


submitted as part of their proposal and propose additions, deletions, or modifications to this Scope of Services that the Proposer deems necessary or advisable to meet CITY’s objectives. As described in Section II, the City has conducted a HAWK beacon study and concluded that a HAWK system is warranted for the intersection of Lick Mill Blvd. and East River Parkway Crosswalk. The HAWK system along with all civil improvements shall be designed in accordance with the Department of Transportation Standard Specifications and Details, California Manual on Uniform Traffic Control Devices, City Standard Plans and Specifications, ADA Design Guidelines, and other applicable codes and standards recommended by the Consultant. Below is an outline of possible improvements and scope of work; however, it is the responsibility of the consultant to independently assess the intersection and provide improvement recommendations to meet the goals for this PROJECT. Outline of Possible Improvements:

A. New HAWK System, which includes HAWK pedestrian hybrid beacons, new pull boxes, new conduits, pole and foundations, safety lighting, and pedestrian signal heads.

B. Autoscope Vision video detection system C. Fiber optic connection to existing City system along Lick Mill Boulevard. D. New traffic signal cabinet, controllers and type III service cabinet. E. Controller timing for the HAWK and coordination with the adjacent intersections along Lick

Mill Blvd. F. Integrate project intersection into City’s NAZTEC ATMS.now system G. Curb extension H. Accessible curb ramps I. Polara IN2 Audible Pedestrian System J. New striping and marking K. Slurry seal of the improved area L. Necessary asphalt repair (digout) at the intersection M. Pothole to confirm locations of existing utilities, as needed. For budgeting purpose, assume

four potholes for this PROJECT. IV. RESPONSIBILITIES OF CITY CITY will provide the following information and support regarding the project as-available and applicable:

Record drawings (as-available) Information from City’s Streetsaver pavement management system. CITY’s Standard Details, Specifications, Benchmark, and Design Criteria. Storm Drain (SD), Sanitary Sewer (SS), Electric, Water and Recycled Water Block

Book Maps (as-available). Geographic Information System (GIS) data including land parcels, street centerlines,

City sanitary sewers, City storm drains, and aerial photographic tiles Payment of permit application fees with other internal departments, if required. Filing exemption under the California Environmental Quality Act

Besides from the above, the City will work closely with the consultant to provide any other data or records, as available and necessary for the work involved.


1. TASK 1: PROJECT MANAGEMENT CONSULTANT shall: 1.1 Manage its team and overall project activities consistent with the direction from CITY in

order to meet the project schedule and budget. Manage sub-consultants, maintain schedule and budget, anticipate and mitigate potential design issues and delays and coordinate and update the City on the overall progress of the Project.

1.2 Organize and attend project meetings with the City to discuss project progress, decisions, and direction and to coordinate activities. Meetings shall be held at key project milestones and shall include, but are not limited to:

1.2.1 Kick-off Meeting 1.2.2 Preliminary Design 1.2.3 95% Design Review Meeting 1.2.4 100% Design Review Meeting

1.3 Coordinate with CITY, design team members, consultants, utility companies, other

government agencies, and other affected parties as required throughout the duration of the project as well as the Quality Assurance/Quality Control (QA/QC) activities for project deliverables.

1.4 Prepare, monitor, and update progress schedule in MS Project format beginning at the

kickoff meeting and ending at contract award for the last construction package. Schedule shall show significant milestones for the project. CONSULTANT shall notify CITY if there are delays in any phase of the project. In such cases, CONSULTANT shall make up the schedule in subsequent phases of the project or provide information to CITY substantiating a time extension. The schedule shall be maintained at all times and shall be updated each time progress and milestones are changed.

1.5 Meetings: Meetings shall be budgeted for and invoiced under each respective Task or

activity requiring a meeting and not as project management. Preparation for meetings shall be considered as included in the Task or activity for which the meeting is involved. A kick-off meeting shall be conducted with designated CITY staff prior to beginning work to review anticipated Tasks and schedule, review available information and needs, and address any outstanding questions regarding the project moving forward raised by CITY or CONSULTANT. During the course of Services while there is active work on the PROJECT, CONSULTANT shall schedule and attend brief bi-weekly (every other week) conference calls with CITY. The purpose of the bi-weekly conference calls will be to keep CITY appraised on the PROJECT's progress and address any issues that may arise during the course of Services.

1.6 Provide monthly progress reports. 1.7 Stakeholder Coordination: CONSULTANT shall coordinate with project stakeholders as

needed to inform each stakeholder of the project work and incorporate any necessary accommodations into the construction documents.

1.8 Conduct QC reviews in accordance with its QA Program guidelines. CONSULTANT shall


provide a copy of its QA Program guidelines and shall provide a QC report at the end of each Task. Time spent for QA-QC reviews for specific deliverables shall be budgeted and billed under each respective task requiring QA-QC review and not as Project Management.

1.9 Invoicing and Contract Administration: CONSULTANT administrative staff time spent

preparing invoices for Services complete shall be considered as included in the overhead of the CONSULTANT’s basic hourly rates and shall not be billed. Additionally, addressing administrative issues regarding the professional services agreement, such as preparing additional services requests or budget modifications, shall also be considered as included in the overhead of the CONSULTANT’s basic hourly rates and shall not be billed.

1.10 Only the designated Project Manager or approved delegates performing project

management duties shall charge time to Task 1 Project Management. CONSULTANT’s technical staff working on other tasks for the project shall not charge to the project management task. Additionally, if the Project Manager is performing technical work related to other tasks, time spent on those tasks shall be charged to the task and not to project management.

Deliverables: 1. Progress schedules in MS Project format (submitted electronically as an 11” x 17” pdf file and

in native MS Project format). 2. QA Program guidelines and QC reports for each Task (in pdf file). 3. Meeting agendas, preparation materials, and meeting minutes for each project meeting (in pdf

file). 4. Monthly progress reports and invoices (in pdf file). 2. TASK 2: PRELIMINARY ENGINEERING AND EVALUATION

2.1. CONSULTANT shall collect and review relevant reports, records, data, maps and other

documents relevant to defining the limits and scope of design for the project. Consultant should identify the anticipated tests and/or inspections and evaluations that will be needed in order to complete the design and should include such work as services to be provided under the consultant’s scope of work. Consultant shall also take the lead on confirming the location and alignment of existing underground utilities with the appropriate utility companies and provide an allowance within their proposal for coordinating any relocation of utilities should it become necessary.

2.2. CONSULTANT shall review existing curb ramps and design new curb ramps affected by the work. New curb ramps and crosswalk shall be designed per ADA requirements. Existing pavement cross slopes are necessary to ensure ADA compliant grades are maintained at pedestrian street crossings.

2.3. CITY maintains a list of known utility operators in CITY. CONSULTANT shall prepare a

Notice of Intent to Construct (NOI) on CITY’s standard NOI form and submit it to the known utility operators in order to gather records for existing utilities. Location map exhibits will be required to be submitted as part of the NOI. CONSULTANT shall provide CITY a draft copy the NOI prior to sending it to the utility, maintain log of all NOI sent and received, and provide CITY all information received from the NOI. The purpose of the collection of utility information is to identify ownership of surface features that will be


impacted by the work, and also to identify if there are any high-risk utilities within the project limits that may be impacted by the work.

2.4. Based upon existing conditions, data collected, and field review, consultant shall prepare

a schematic plan and recommend the scope of work to carry forward to 95% design for the City to review and approve. The schematic plan shall identify necessary improvement needed to meet the project’s goals, estimated costs, and overall schedule for the project. Schematic plan shall have at least one alternative; however, each alternative shall have pros and cons and shall include the CONSULTANT’s best recommended approach for the Project. Once preliminary design has been approved, the consultant shall prepare 95% Construction Documents.

2.5. The Engineer’s Cost Estimate shall be an itemized list of bid items and shall be accurate

and prepared based upon current construction pricing and escalated to mid construction. Consultant shall review recent bids, and contact vendors, suppliers, and contractors as necessary to develop an accurate cost estimate. The Consultant shall provide the assumptions and supporting documents used to prepare the Engineer’s Estimate. The Engineer’s Estimate shall consider the following factors: Recent similar projects bided in the Bay Area, especially in the South Bay. Current economic trend. When the project will be bided. When construction will occur. What other similar projects will be competing with this project during advertisement

and bid opening. What are the risks that contractors need to consider for the project.

The aforementioned factors are not a complete list, but rather to provide a starting point for the consultant to prepare the Engineer’s Estimate. If there are other factors and assumptions that are deemed critical to prepare an accurate Engineer’s Estimate, Consultant shall include them in the Project.

Deliverables:

1. Notice of Intent to Construct (NOI) forms, tracking log, and information received 2. Preliminary Design Plan

3. TASK 3: CONSTRUCTION DOCUMENTS (95%, 100%, and FINAL BID SET SUBMITTALS) Upon CITY’s approval of the Preliminary Engineering Design in Task 2, CONSULTANT shall prepare biddable and constructible construction contract documents. The subtasks outlined below shall be required for each construction package to be prepared as identified in the preliminary engineering memorandum. 3.1. 95% Construction Documents Package

3.1.1. CONSULTANT shall perform engineering and design activities to develop a 95%

level of completion construction documents. A 95% level of completion is considered as a plans, specifications, and estimate submittal that is generally complete showing accurately all existing utilities, major work items and necessary details that is


sufficient to allow thorough and complete review. Review of the 95% submittal will identify and raise potential issues for resolution in subsequent submittals.

3.1.2. Subsequent submittals shall provide opportunities to further refine the contract documents.

3.1.3. The 95% construction documents submittal shall follow the guidelines of the most

current City Design Criteria and Standard Details and shall include Plans, Specifications, Engineer’s Cost Estimate, and Probable Project Construction Schedule.

3.1.4. Consultant shall be familiar with City’s standard specifications and provide all Technical Specifications or Special Provisions such that they supplement, and do not conflict with, and are not redundant with the standard specifications. Changes to the City’s boilerplate or deviations from the standard specifications shall be addressed by incorporating appropriate information into the project Technical Specifications or Special Provisions.

3.1.5. The Engineer’s Cost Estimate shall be an itemized list of bid items and shall be accurate and prepared based upon current construction pricing and escalated to mid-construction. Consultant shall review recent bids, and contact vendors, suppliers, and contractors as necessary to develop an accurate cost estimate (also described in Section 2).

3.1.6. The probable construction schedule will be used to establish the construction contract duration (e.g. number of working days) in the project specifications. The construction schedule does not need to be detailed, but it should contain enough information to accurately determine the contract duration.

3.1.7. Conduct a quality control (QC) review of design documents (Plans, Specifications, and Engineer’s Cost Estimates) in accordance with Consultant’s QC program approved by City.

3.1.8. The Plans shall be complete and show property lines (based on GIS), existing high-risk utilities impacted by the work, and major construction features. At isolated locations where right-of way ownership is not clear or complex based on the GIS (such as at corner curb ramp locations), CONSULTANT shall acquire CITY’s right-of-way records and show accurate right-of-way for these isolated locations.

3.1.9. ADA Curb Ramps: CONSULTANT shall provide detailed design of replacement ADA curb ramps. The detailed design should show the type of ramp to be installed, elevations, design slopes, and any pavement reconstruction required to meet ADA requirements. CONSULTANT shall open existing utility boxes that may need to be adjusted to accommodate the curb ramp to verify that adjustment is feasible.

3.1.10. If complex traffic handling is required to perform the work, CONSULTANT shall

include traffic handling plans in the construction documents that are consistent with the Manual on Uniform Traffic Control Devices (MUTCD) and Caltrans guidelines. These traffic handling plans are for work that cannot be completed under a typical temporary traffic control system for lane closure that would normally be submitted


per the requirements of the CITY’s specifications by the construction contractor.

3.1.11. Specifications shall include all Technical Specifications or Special Provisions required to construct the project. CITY will prepare the “front end” contract specifications, i.e. Divisions 0 and 1 specifications of CITY’s boilerplate. CONSULTANT shall provide all information required for CITY to complete the boilerplate. This information includes:

CONSULTANT’s professional engineer seal and signature Description of work Type of Contractor’s License required Schedule of Bid Prices Requirements for Contractor’s Statement of Qualifications (e.g. experience

requirements for previous construction contracts and contract values). Working Days Recommendations for appropriate Liquidated Damages Identification of any changes to the CITY’s boilerplate that are required

3.1.12. CITY will circulate the submittal package to internal CITY departments for review and comments. CONSULTANT shall be responsible for submitting the package to external stakeholders if required. CONSULTANT shall prepare written responses to all written comments received. All redlined drawings shall be returned with CONSULTANT’s response on the redlined drawings.

3.1.13. CONSULTANT shall be responsible for resolving comments from each commenter

and shall identify to CITY any comments that cannot be resolved. CONSULTANT shall conduct a 95% comments review meeting with CITY to discuss comments on the submittal package, to identify any significant design issues, and gain concurrence as to how the submittal shall be revised as appropriate to incorporate CITY’s comments. The review meeting will be held at CITY.

Deliverables:

1. 95% Design Submittal Package (Plans, Specifications, Engineer’s cost estimate, and project construction schedule).

2. Written response to comments. 3. 95% review meeting agenda and meeting minutes.

3.2. 100% Construction Documents Package

3.2.1. CONSULTANT shall submit the 95% plans to affected utility owners for their use and

information.

3.2.2. CONSULTANT shall finalize the Plans, Specifications, Engineer’s cost estimate, and construction schedule based on the 95% review comments from CITY. All outstanding comments and issues from previous submittals shall be incorporated into the 100% construction document package. The 100% Bid Set documents shall be considered as complete with no future revisions planned nor deemed necessary.


3.2.3. The 100% construction document package shall include final Plans, Specifications,

Engineer’s Cost Estimate, and Probable Project Construction Schedule. 3.2.4. The 100% submittal package shall incorporate comments received from CITY on the

95% submittal package. The submittal shall include a written response to CITY comments including a description of how the comments were/were not incorporated into the submittal package. All redlined drawings shall be returned with CONSULTANTS response on the redlined drawings.

3.2.5. CONSULTANT shall conduct a quality control (QC) review of the submittal in

accordance with CONSULTANT’s Quality Assurance/Quality Control (QA/QC) program.

3.2.6. PEER Review: Peer review shall have been accomplished by this stage, with the

statement and signature on the cover sheet. The professional shall sign, date and seal the following Certification of Peer Review on a letterhead document with the transmittal of the final plans and specifications:

“The undersigned hereby certifies that a professional peer review of these plans and the required designs was conducted by me, a professional engineer with expertise and experience in the appropriate fields of engineering equal to or greater than the Engineer of Record, and that appropriate corrections have been made.”

3.2.7. CONSULTANT shall review previous projects of agencies near CITY and prepare a

list of potential bidders for the project.

3.2.8. CITY will circulate the submittal package to internal CITY departments for comments. CONSULTANT shall be responsible for submitting the package to external stakeholders if required. CONSULTANT shall prepare written responses to all comments received. All redlined drawings shall be returned with CONSULTANTS response on the redlined drawings. CONSULTANT shall be responsible for resolving comments from each commenter and shall identify to CITY any comments that cannot be resolved. CONSULTANT shall conduct a 100% comments review meeting with CITY to discuss comments on the submittal package and gain concurrence as to how the submittal shall be revised as appropriate to incorporate CITY’s comments. The review meeting will be held at CITY.

Deliverables: 1. 100% Design Submittal Package (Plans, Specifications, Engineer’s cost estimate, and project bid and construction schedule). 2. Written response to CITY comments on the 100% design submittal. 3. 100% review meeting agenda and meeting minutes. 4. List of potential bidders in MS Excel format and shall include the company’s name, email address, contact number, and address of business. 5. One original Verification of Digital Signature Letter and three set of original signed plans to be submitted to the Building Department. 3.3. Final Bid Set Documents


The final submittal shall consist of final Plans and Specifications, signed, stamped and dated by CONSULTANT in responsible charge for their preparation and be considered ready to bid. The final submittal shall be ready for CITY staff approval signatures. Deliverables:

1. Stamped, signed, and dated Final Plans for CITY signature (two original hard copies and electronic files in AutoCAD and PDF formats).

2. Stamped, signed, and dated Final Specifications and supporting documents meeting CITY’s requirements for bidding purposes (two original hard copies and electronic files in MS Word and .PDF formats).

3. Final Engineer’s cost estimate (two hard copies and electronic files in MS Excel and .PDF formats).

4. Final construction schedule (two hard copies and electronic files in MS Project and .PDF formats).

4. TASK 4: BID SUPPORT ASSISTANCE CONSULTANT shall:

4.1. Provide clarifications and assistance during the bidding phase to satisfactorily answer any questions from prospective bidders, if requested by CITY. CITY to reproduce and distribute Contract Documents, maintain a planholder’s list and log of bidders questions and responses.

4.2. Attend Pre-Bid Meeting, if required by Project. CONSULTANT shall coordinate with CITY to prepare agenda and meeting minutes.

4.3. Prepare Addenda to Construction Documents, if needed. CITY to reproduce and

distribute all addenda.

4.4. Assist CITY in evaluating bids and preparation of recommendation letter to award the contract, if needed.

4.5. If addenda are issued, prepare a conformed set of documents that incorporated

addenda into the documents. Deliverables:

1. Written clarifications and response to prospective bidders, if needed 2. Addenda to the Bid Documents, if needed. 3. Written recommendation for award of contract, if needed. 4. Conformed construction documents, if needed.

5. TASK 5: CONSTRUCTION SUPPORT THE CITY’s construction management team will have primary responsibility for construction management and inspection. CONSULTANT shall:


5.1. Attend Pre-Construction Meeting upon request by CITY and respond to pre-construction meeting questions.

5.2. Review and approve shop drawings and submittals, including mix designs. Assuming four rounds of reviews and comments for each submittal.

5.3. Review Contractor’s request for information (RFI’s) and furnish additional

drawings and/or specifications for supplementing, clarifying, and/or correcting purposes.

5.4. Attend meetings (assume 3) and site visits (assume 3) when necessary as

determined and requested by CITY. Meetings and site visits shall be coordinated whenever possible.

5.5. Assist CITY with the review of construction, and other activities, as requested.

5.6. Prepare, review, and recommend approval of design related change orders, as

requested. Deliverables:

1. Shop drawing and submittal comments. 2. RFI responses. 3. Site visit memoranda, as required. Limited to 4 visits plus punch-list walk-thru. 4. Drawings and specifications for supplementing, clarifying, and/or correcting the

contract documents and for design related change orders. 5. Change orders, as required.

6. TASK 6: RECORD DRAWINGS AND PROJECT CLOSE-OUT CONSULTANT shall:

6.1. Upon request by CITY, in accordance with Bid Documents, CONSULTANT shall assist CITY in determining if the Project is ready for the stage of completion requested by the Contractor (Substantial or Final Completion). Attend the Final Walkthrough to provide input to final “punch list” and help determine if the work is ready for CITY acceptance. CONSULTANT shall provide CITY with a written recommendation.

6.2. At Final Completion of the Project, provide CITY with one set of reproducible Record Drawing that reflects the changes to the work during construction based upon marked up prints, drawings, and other data furnished by the Contractor, CITY, and Consultants. If CONSULTANT adds additional sheets to the plans, these shall be properly numbered, properly referenced on other affected drawings, and included in the drawing sheet index.

6.3. Provide a complete set of the Record Drawings and all X-ref files “bound,”

including other associated fonts, plot style files on AutoCAD, including electronic copies in PDF format. CONSULTANT may, at its own expense, prepare and retain a copy of each drawing for its permanent file.


Deliverables:

1. FINAL Punch List input and written recommendations for substantial and/or final completion.

2. Record Drawings on a CD using AutoCAD, and one set electronic copy in PDF format. 3. CD containing PDF copies of all submittals received during construction phase.


ATTACHMENT B

COST PROPOSAL The Proposer shall provide a fee schedule for all work necessary to perform the proposed services. The fees schedule should be presented in a table showing the tasks corresponding to the proposed Scope of Services, the staff time and hourly rate for each task, any reimbursable expenses, and the associated total fee for each task. The Proposer shall also include an hourly rate schedule for all proposed personnel, including sub-consultants’ key staff, for the proposed services with associated job titles. Also include any proposed markups of sub-consultants fee. All hourly rates based on job title shall be effective at the time of proposal, and no adjustment to hourly rate will be considered during the course of the contract unless otherwise agreed by City in writing. City anticipates that the method of payment for the services shall be on a time and material not-to-exceed basis, and in proportion to the services rendered. The Proposer shall review Exhibit B, Schedule of Fees, of Attachment G, Terms and Conditions and Insurance Requirements (Exemplar agreement), of the RFP for expected payment Terms and Conditions. The Proposer shall review reimbursable costs allowable per the exemplar agreement in preparing the Proposer’s cost proposal and should not include separate costs that are not considered reimbursable by City. The Proposer’s cost proposal will not be considered in the selection process, and the selection will be based upon the evaluation criteria set forth in section 13. Selection Process and Evaluation Criteria, of the RFP.


ATTACHMENT C CUSTOMER REFERENCE WORKSHEET

Proposer shall provide a minimum of three (3) customer references. Proposers are required to copy this form as required to meet the reference submission requirements. References will be evaluated and scored as part of the “Qualifications of Firm” evaluation criteria as described in the RFP. Therefore, it is important that each reference be as complete and descriptive of the work that was done, and as close as possible to the City’s requirements as described in the RFP.

Name of Customer:

Customer Address

Customer Contact Name(s)

Customer Contact Phone Number(s)

Provide a detailed description of work that you performed (use additional sheets if necessary):


ATTACHMENT D PROPOSER CERTIFICATION FORM

Proposing Firm Name:

Address:

Proposing Firm’s DIR Registration No. (if applicable)

Telephone:

Facsimile:

E-mail:

Contact person name and title:

PROPOSER REPRESENTATIONS

1. Proposer did not, in any way, collude, conspire or agree, directly or indirectly, with any person, firm, corporation or other Proposer in regard to the amount, terms, or conditions of this proposal.

2. Proposer additionally certifies that neither Proposer nor its principals are presently

disbarred, suspended, proposed for disbarment, declared ineligible or voluntarily excluded from participation in this transaction by any federal department or agency, any California State agency, or any local governmental agency.

3. Proposer acknowledges that all requests for deviations, exceptions, and approved equals

are enclosed herein and that only those deviations, exceptions, and approved equals included in the RFP document or permitted by formal addenda are accepted by the City.

4. Proposer did not receive unauthorized information from any City staff member or City

Consultant during the Proposal period except as provided for in the Request for Proposal package, formal addenda issued by the City, or the pre-proposal conference.

5. As suppliers of goods or services to the City of Santa Clara, Proposer and individuals listed

below certify that they do not discriminate in employment of any person because of race,


sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background; and that they are in compliance with all Federal, State and local laws, directives and executive orders regarding nondiscrimination in employment.

6. Proposer hereby certifies that the information contained in the proposal and all

accompanying documents is true and correct.

7. Please check the appropriate box below:

If the proposal is submitted by an individual, it shall be signed by him or her, and if he or she is doing business under a fictitious name, the proposal shall so state.

If the proposal is submitted by a partnership, the full names and addresses of all members and the address of the partnership, the full names and addresses of all members and the addresses of the partnership, the full names and addresses of all members and the address of the partnership shall be stated and the proposal shall be signed for all members by one or more members thereof.

If the proposal is submitted by a corporation, it shall be signed in the corporate name by an authorized officer or officers.

If the proposal is submitted by a limited liability company, it shall be signed in the corporate name by an authorized officer or officers.

If the proposal is submitted by a joint venture, the full names and addresses of all members of the joint venture shall be stated and it shall be signed by each individual. By signing below, the submission of a proposal with all accompanying documents shall be deemed a representation and certification by the Proposer that they have investigated all aspects of the RFP, that they are aware of the applicable facts pertaining to the RFP process, its procedures and requirements, and that they have read and understand the RFP.

Authorized Representative Name (print name):

Authorized Representative Signature (sign name):

Authorized Representative Title (print title):

Complete additional signatures below as required per # 7 above





ATTACHMENT E

PROCUREMENT AND CONTRACT PROCESS INTEGRITY AND CONFLICT OF INTEREST GUIDELINES

1 PURPOSE

1.1 The purpose of these Guidelines is to ensure integrity in the City's procurement and contract processes, to educate City employees, consultants, uncompensated outside parties and any person involved in the decision to award a contract about potential Conflicts of Interest, and to establish guidelines for procedural screening of Conflicts of Interest.

1.2 The City desires to provide a fair opportunity to participants in competitive processes for the award of City contracts by promulgating integrity and removal of Conflicts of Interest in all competitive solicitations.

2 DEFINITIONS

2.1 PURCHASING MANAGER

“Purchasing Manager” is the City employee designated by the City Manager to be responsible for the City's procurement process.

2.2 ELECTED OFFICIAL

"Elected Official" means the Mayor, Council Members, City Clerk, and Chief of Police

2.3 COUNCIL APPOINTEES

"Council Appointees" means the City Manager, City Attorney, and City Auditor

2.4 SOLICITATION

"Solicitation" means, but is not limited to, specification development, preparation and issuance of requests for proposals, quotes, qualifications or bids, evaluation of responses and submissions, and other evaluations which lead to an award of a City contract.

3 GENERAL PROVISIONS

3.1 COMMUNICATION PROTOCOL

3.1.1 Prior to Issuance of Solicitations: Prior to the issuance of Solicitations, contact between prospective respondents and City staff, elected officials or consultants is permissible.

3.1.2 After Issuance of Solicitations and prior to Submission deadline for Solicitations: After issuance of Solicitations, all contact between prospective respondents and the City must be directed to the procurement contact designated in the Solicitation. City staff, elected officials and consultants will refer all inquiries to the procurement contact. All requests for clarification, objections to the structure, content, or distribution of a Solicitation, or other inquiries must be made in writing and the City


shall answer to these clarifications, objections, and inquiries in writing via addenda to the Solicitation.

3.1.3 After Submission Deadline of Solicitations and prior to Issuance of a Notice of Intended Award: After the submission deadline of Solicitations, all contact regarding the procurement between respondents and the City and participants in the evaluation process, who are not City employees, must be directed to the procurement contact designated in the Solicitation. City staff, elected officials and consultants will refer all inquiries to the procurement contact.

4 RESPONDENT'S CODE OF CONDUCT

By submitting a response to a City Solicitation, respondents are individually and solely responsible for ensuring compliance with these Guidelines on behalf of the respondent's employees, agents, consultants, lobbyists, or other parties or individuals engaged for purposes of developing or supporting a response. In addition to adhering to these Guidelines, respondents may not collude, directly or indirectly among themselves in regard to the amount, terms or conditions of a Solicitation; influence any City staff member or evaluation team member throughout the solicitation process, including the development of specifications, and submit incorrect information in the response to a Solicitation or misrepresent or fail to disclose material facts during the evaluation process. Any evidence that indicates that a respondent has failed to adhere with any section of these Guidelines may result in the respondent's disqualification from the procurement as well as possible debarment.

5 CONFIDENTIALITY DURING EVALUATION PROCESS

5.1 City staff, consultants, and outside evaluators who are participants in the evaluation process are required to sign a confidentiality agreement which binds the participants not to share any information about responses received and the evaluation process until the City issues a notice of intended award.

6 CONFLICT OF INTEREST

6.1 City elected officials, appointed officials, their staffs, and City employees are expected to avoid any conflicts of interest. Further, employees should avoid the appearance of conflicts of interest in order to ensure that City decisions are made in an independent and impartial manner. In general, Council Appointees shall take measures to ensure that the City avoid any conflict of interests in procurement processes of City contracts. Specifically, these measures include that:

6.1.1 Persons who may not be regularly involved in City procurements review this Exhibit and other ethical standards and elicit such information from them to enable the City to determine if the person's participation would create a conflict of interest. Such persons shall include, but are not limited to:

• authors of specifications • paid and unpaid evaluators • paid and unpaid consultants who assist in the procurement process

6.1.2 The Purchasing Manager shall discuss any potential conflict of interest identified with the City Attorney's Office and document the resulting determination, and take appropriate


action including, but not limited to, removal of an employee, consultant, or outside uncompensated party from the procurement activity or cancellation of a Solicitation.

6.2 ALLEGATIONS OF CONFLICT OF INTEREST

6.2.1 Prior to the Solicitation release up to award of contract, any allegations of conflict of interest by a City employee, consultant, or other participant in the pre- Solicitation and Solicitation process shall be reported to the Purchasing Manager. The Purchasing Manager shall investigate the alleged conflict of interest in consultation with the City Attorney's Office and document the resulting determination.

6.3 ALLEGATIONS OF MISCONDUCT

6.3.1 At any time during a Solicitation process, any misconduct by a City employee, consultant, or other participant in the pre-Solicitation and Solicitation process, shall be reported to the City's Purchasing Manager. The Purchasing Manager shall investigate the alleged misconduct, in consultation with the City Attorney's Office and others as appropriate. Nothing in these guidelines is intended to prohibit anyone from communicating with the City Manager's Office, the City Attorney's Office, or the Mayor or any City Council Member about any alleged misconduct.

1

ATTACHMENT F

ELECTRONIC DATA REQUIREMENTS

General Requirements:

a. Lead Consultant and Sub-Consultants shall provide at a minimum, the following to its staff: i. Computer: Minimum Intel Pentium® 4 Processor 2.4 GHz or equivalent processor with

512MB of RAM; recommended Centrino Duo® Processors 1.6 GHz or equivalent with 2GB of RAM, or higher.

ii. Computer Operation System: Windows XP, Windows Vista, or Windows 7 iii. Web Browser: Microsoft Internet Explorer 9 iv. Work and Spreadsheet Processors: Microsoft Office Word, Excel and Outlook v. Scheduling Software: Microsoft Project or Primavera vi. Internet Service Provider: A reliable ISP in the area of the Project vii. Connection Speed/Minimum Bandwidth: DSL, ADSL or T1 Line for transferring a

minimum of 3 Mbps Downstream and 512 Kbps Upstream

b. Lead Consultant and Sub-Consultants shall provide its management personnel assigned to this Project with access to personal computers and the Internet on a daily basis.

Project Web Requirements:

a. This project will utilize a web based project management tool called e-Builder EnterpriseTM. This web based application is a collaboration tool, which will allow all project team members continuous access through the Internet to important project data as well as up to the minute decision and approval status information.

b. Lead Consultant and Sub-Consultants shall conduct Project controls, outlined by the Owner,

Development Manager, and Construction Manager, utilizing e-Builder EnterpriseTM. This designated web based application will be provided by the Lead Consultant to the Sub-Consultants. No additional software will be required. Furthermore, the Development Manager will assist Lead Consultant in providing training of Sub-Consultant’s personnel.

c. Lead Consultant and Sub-Consultants shall have the responsibility for visiting the Project web

site on a daily basis, and as necessary to be kept fully appraised of Project developments, for correspondence, assigned tasks and other matters that transpire on the site. These may include but are not limited to: Contracts, Contract Exhibits, Contract Amendments, Drawing Issuances, Addenda, Bulletins, Permits, Insurance & Bonds, Safety Program Procedures, Safety Notices, Accident Reports, Personnel Injury Reports, Schedules, Site Logistics, Progress Reports, Daily Logs, Non-Conformance Notices, Quality Control Notices, Punch Lists, Meeting Minutes, Requests for Information, Submittal Packages, Substitution Requests, Monthly Payment Request Applications, Supplemental Instructions, Owner Variation Directives, Potential Variation Orders, Variation Order Requests, Variation Orders, and the like. All supporting data including but not limited to shop drawings, product data sheets, manufacturer data sheets and instructions, method statements, safety MSDS sheets, Substitution Requests and the like will be submitted in digital format via e-Builder EnterpriseTM.

Electronic File Requirements:

a. In addition to the standard closeout submittal requirements detailed elsewhere in the Contract Documents, the Lead Consultant and Sub-Consultants shall also submit all closeout documents including all “As-Built Drawings”, catalog cuts and Owner’s Operation and Maintenance manuals in digital format. All documents (including as-built drawings) shall be converted or scanned into the Abode Acrobat (.PDF) file format and uploaded to e-Builder EnterpriseTM.

2

E-BUILDER IMPLEMENTATION REQUIREMENTS

e-Builder EnterpriseTM is a comprehensive Project and Program Management system that will be implementing for managing documents, communications and costs between the Lead Consultant, Sub-Consultants, Design Consultants and Owner. e-Builder Enterprise™ includes extensive reporting capabilities to facilitate detailed project reporting in a web-based environment that is accessible to all parties and easy to use. Central Document Vault: e-Builder EnterpriseTM system includes a central database that maintains all project information and manages project communications amongst team members. Communication/Correspondence: e-Builder provides electronic routable communication forms that provide historical tracking, documentation, and increased accountability of project members. Project Calendars: Meetings will be scheduled and maintained centrally on e-Builder EnterpriseTM Reporting: All of the project and program data including documents, communications and costs are accessible through integrated online reports. These reporting tools are completely configurable by each user. All reports can be exported to Excel for added flexibility.

3

E-BUILDER LICENSING REQUIRMENTS

e-Builder Enterprise™ User Licenses: Each user license is for access to the site consisting of unlimited data storage. Users can be direct employees of the Lead Consultant as well as its Sub-Consultants and/or Suppliers. Each user license includes full access to e-Builder EnterpriseTM including all of the documents and reports mentioned above. Furthermore, each user license provides the e-Builder software as a service (SaS) including:

• All hosting, operation, maintenance and data back up of the e-Builder EnterpriseTM software and documents which are maintained in state-of-the-art data centers located throughout the United States.

• Quarterly e-Builder EnterpriseTM software enhancements • Unlimited phone, email and web based support 24-hours:

e-Builder EnterpriseTM user licenses shall be obtained by the Owner, Development Manager, Construction Manager, QA/QC Agencies, and Project Management staff in which the Lead Consultant is not responsible.

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Text Box

ATTACHMENT G EXEMPLAR AGREEMENT

Design Professional Agreement with *insert contractor’s name Page 1 Rev. 09-28-18

EBIX Insurance No. *S20000_____

AGREEMENT FOR DESIGN PROFESSIONAL SERVICES BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA, AND

*INSERT CONTRACTOR’S NAME

PREAMBLE

This Agreement is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and *insert Contractor’s name, a[n] choose one: _________ (enter State name) corporation/partnership/individual, (Contractor). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”

RECITALS

A. City desires to secure the design professional services more fully described in this Agreement, at Exhibit A, entitled “Scope of Services”;

B. “Design professional” includes licensed architects, licensed landscape architects, registered professional engineers and licensed professional land surveyors;

C. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of City; and,

D. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.

The Parties agree as follows:

AGREEMENT TERMS AND CONDITIONS

1. AGREEMENT DOCUMENTS

The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:

Exhibit A – Scope of Services

Exhibit B – Schedule of Fees

Exhibit C – Insurance Requirements

Exhibit D – Labor Compliance Addendum (if applicable)


This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.

2. TERM OF AGREEMENT

Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on *______________ __, 20___ and terminate on *______________ __, 20___.

3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE

Contractor shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.

A. All reports, costs estimates, plans and other documentation which may be submitted or furnished by Contractor shall be approved and signed by an appropriate qualified licensed professional in the State of California.

B. The title sheet for specifications and reports, and each sheet of plans, shall bear the professional seal, certificate number, registration classification, expiration date of certificate and signature of the design professional responsible for their preparation.

4. WARRANTY

Contractor expressly warrants that all materials and services covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions upon which this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to City when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace materials or services, City may make corrections or replace materials or services and charge Contractor for the cost incurred by City.

5. QUALIFICATIONS OF CONTRACTOR - STANDARD OF CARE

Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Contractor’s representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the


professional standards of a specialist in the same discipline in the State of California.

6. COMPENSATION AND PAYMENT

In consideration for Contractor’s complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled “SCHEDULE OF FEES.” The maximum compensation of this Agreement is *spell out dollar amount ($*insert numerical dollar amount), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor’s expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.

7. TERMINATION

A. Termination for Convenience. City shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days’ prior written notice to Contractor.

B. Termination for Default. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Contractor.

C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to City all City information or material that Contractor has in its possession.

8. ASSIGNMENT AND SUBCONTRACTING

City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City.

Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it.


9. NO THIRD PARTY BENEFICIARY

This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.

10. INDEPENDENT CONTRACTOR

Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Contractor has full rights to manage its employees in their performance of Services under this Agreement.

11. CONFIDENTIALITY OF MATERIAL

All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.

12. OWNERSHIP OF MATERIAL

All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Contractor may retain and use copies thereof. City shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work other than Project, including, but not limited to, the release of this material to third parties.

13. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR

City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City. Contractor shall bear the


cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the City.

Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Contractor agrees to assist City in meeting City’s reporting requirements to the State and other agencies with respect to Contractor’s Services hereunder.

14. HOLD HARMLESS/INDEMNIFICATION

To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney’s fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, to the extent arising out of, pertaining to, or related to the negligence, recklessness, or willful misconduct of the Contractor, its employees, subcontractors, or agents in the performance, or non-performance, of Services under this Agreement.

15. INSURANCE REQUIREMENTS

During the term of this Agreement, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C.

16. WAIVER

Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither City’s review, acceptance nor payments for any of the Services required under this Agreement shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.

17. NOTICES

All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:

City of Santa Clara Attention: *Dept. Name 1500 Warburton Avenue Santa Clara, CA 95050 and by e-mail at *[email protected], and [email protected]


And to Contractor addressed as follows:

*Name of Contractor *Address of Contractor and by e-mail at *_______________@XXX

The workday the e-mail was sent shall control the date notice was deemed given. An e-mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.

18. COMPLIANCE WITH LAWS

Contractor shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to “The Code of the City of Santa Clara, California” (“SCCC”). In particular, Contractor’s attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Contractor has read and agrees to comply with City’s Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299).

19. CONFLICTS OF INTEREST

Contractor certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises.

20. FAIR EMPLOYMENT

Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.

21. NO USE OF CITY NAME OR EMBLEM

Contractor shall not use City’s name, insignia, or emblem, or distribute any information related to services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.


22. GOVERNING LAW AND VENUE

This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.

23. SEVERABILITY CLAUSE

In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.

24. AMENDMENTS

This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.

25. COUNTERPARTS

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.

CONTINUED ON PAGE 8


The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.

CITY OF SANTA CLARA, CALIFORNIA a chartered California municipal corporation

Approved as to Form: Dated:

BRIAN DOYLE City Attorney

DEANNA J. SANTANA City Manager 1500 Warburton Avenue Santa Clara, CA 95050 Telephone: (408) 615-2210 Fax: (408) 241-6771

“CITY”

*INSERT CONTRACTOR’S NAME

*choose one: a[n] __________ (insert State) corporation/partnership/individual

Dated:

By (Signature): Name:

Title: Principal Place of

Business Address:

Email Address:

Telephone: ( )

Fax: ( ) “CONTRACTOR”

Design Professional Agreement with *insert contractor’s name/Exhibit A-Scope of Services Page 1 Rev. 09-28-18

EXHIBIT A

SCOPE OF SERVICES

The Services to be performed for the City by the Contractor under this Agreement are set forth below.

*Insert Services to be performed

Design Professional Agreement with *insert contractor’s name/Exhibit B-Schedule of Fees Page 1 Rev. 09-28-18

EXHIBIT B

SCHEDULE OF FEES

I. GENERAL PAYMENT The total payment to the Consultant for Basic Services, as stated in Exhibit A, shall not exceed $XX,XXX, plus any authorized Reimbursable Expenses, which shall not exceed $XXX. The amount billed to City for pre-approved Additional Services shall not exceed the sum of $X,XXX. In no event shall the amount billed to City by Consultant for services under this Agreement exceed $XX,XXX, subject to budget appropriations. Billing shall be on a monthly basis based on the services performed for each task. Consultant shall, during the term of this Agreement, invoice the City for hours and dollars of work completed under this Agreement. The invoice shall describe the Task invoiced, percent complete of the Task, time and materials expended by Task, and total amount during the invoice period. The invoice shall also show the total to be paid for the invoice period. All invoices shall provide a written description of work performed during the invoice period, deliverables completed, and progress to date on Tasks being invoiced in order to support the amount invoiced.

II. BASIC SERVICES The total payment to Consultant for all work necessary for performing all Tasks, as stated in Exhibit A, shall be in proportion to services rendered and on a time and materials not-to-exceed basis. The Consultant fee allocated to each Task, as shown below, shall be the Consultant’s full compensation for all the Consultant services required by this Agreement, as directed by the City, and no additional compensation shall be allowed. City may reallocate budget from Tasks to other Tasks or to or from additional services. The Consultant shall bill time and materials spent on a Task under the appropriate Task and will not be allowed to charge to future or inactive tasks unless approved in writing by City. The Consultant shall provide a summary of dates and hours charged per date by individual, and individual timesheets, if requested by City. The hours and amounts charged to each Task shall be proportionate to the services rendered. Tasks denoted as Optional Tasks, as stated in Exhibit A, require pre-approval in writing by CITY prior to performing any services under the task. Payment for any Optional Task is allowed only if written authorization is given by the City in advance of the work to be performed. Fees for Optional Tasks shall be considered as Basic Services. The total amount of all the Tasks is a not-to-exceed amount. Figures in the following table include all subconsultant costs, reimbursable expenses, and administrative markups. The following table is a summary of the Tasks based upon the Proposal submitted by XXX on MM, DD, YY and agreed by CITY and CONSULTANT, attached to this Exhibit B and incorporated herein by reference.


CONSULTANT shall invoice time and expenses according to the subtasks identified in the Proposal. The time and expenses billed for subtasks may vary above or below the fees identified on the Estimated Project Cost provided that the total billed for all subtasks billed under a Task remains within the Fee established for the Task. Upon mutual agreement between CITY and CONSULTANT in writing, subtasks may be combined as needed to facilitate CONSULTANT’s invoicing.

Description Amount

Task X XXX

$ XX

Task X XXX

$ XX

Task X XXX

$ XX

Task X XXX

$ XX

Task X XXX

$ XX

Task X XXX

$ XX

Task X XXX

$ XX

Total

$ XX

In no event shall the amount billed to City by Consultant for Basic Services under this Agreement exceed XXX dollars ($XX,XXX), subject to budget appropriations.

III. REIMBURSABLE EXPENSES

Reimbursable Expenses shall not exceed $XXX without prior written approval by the City. The amount allocated for Reimbursable Expenses shall be the Consultant’s full compensation for all Reimbursable Expenses required for the Project and by this Agreement, as directed by the City, and no additional compensation shall be allowed. Reimbursable expenses shall be billed at cost without any markup. Receipts and invoices detailing the Reimbursable Expenses shall be included with each billing where a Reimbursable Expense is invoiced.

Reimbursable Expenses are in addition to compensation for Basic and Additional Services. The following is a sample of items that are included as part of the Basic Services and are not considered Reimbursable Expenses:

Basic Office Expenses such as overhead, paper, pens, pencils, ink cartridges Insurance Expenses, Applicable Taxes, Computer Time Travel Expenses (local and long distance), including meals and gas


Faxes Local and Long Distance Telephone Expenses (land lines and cellular phones) US Mail Paper Cost Copying Cost Plotting Cost

Reimbursable Cost may include: Outside Duplicating Cost for Plans and Reports as specified in Section III,

Scope of Work, of Exhibit A Presentation Materials Delivery Services, when requested by City. Courier Services when requested by City.

City may re-allocate remaining budget from reimbursable expenses to additional services. All reimbursable costs, other than those listed above, shall be approved in advance by City.

IV. ADDITIONAL SERVICES Additional Services consists of work not included in the Scope of Services outlined within this Agreement. Pre-approved Additional Services shall be billed to City at the fixed hourly rates shown below in Section V, RATE SCHEDULE, or at an agreed negotiated price. Monthly billing for Additional Services shall be consistent with the terms set forth in this Agreement. Payment for any Additional Services is allowed only if written authorization is given by the City Engineer in advance of the work to be performed. Additional Services shall not exceed $XX,XXX without approval by the City.

V. RATE SCHEDULE

Charges for personnel engaged in professional and/or technical work are based on the actual hours directly chargeable to the project.

Rates by classification are listed below. No adjustment to the rates will be allowed during the term of this Agreement unless otherwise agreed in writing by City. Any classifications added, or staff members changing classifications, shall be approved in writing by City.

Consultant X:

Classification Hourly Rate

XXXX $ XX XXXX $ XX

Sub-consultant X:


Classification Hourly Rate

XXXX $ XX

XXXX $ XX

Allowable sub-consultant markup: XX%

Design Professional Agreement with *insert contractor’s name/Exhibit C-Insurance Requirements Page 1 Rev. 09-28-18

EXHIBIT C

INSURANCE REQUIREMENTS

Without limiting the Contractor’s indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Contractor shall provide and maintain in full force and effect during the period of performance of the Agreement and for twenty-four (24) months following acceptance by the City, at its sole cost and expense, the following insurance policies from insurance companies authorized to do business in the State of California. These policies shall be primary insurance as to the City of Santa Clara so that any other coverage held by the City shall not contribute to any loss under Contractor’s insurance. The minimum coverages, provisions and endorsements are as follows:

A. COMMERCIAL GENERAL LIABILITY INSURANCE

1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:

$1,000,000 Each Occurrence $2,000,000 General Aggregate $2,000,000 Products/Completed Operations Aggregate $1,000,000 Personal Injury

2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.

3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:

a. Coverage shall be on a “pay on behalf” basis with defense costs payable in addition to policy limits;

b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and

c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.

B. BUSINESS AUTOMOBILE LIABILITY INSURANCE

Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at


least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned (if any), non-owned and hired autos.

In the event that the Work being performed under this Agreement involves transporting of hazardous or regulated substances, hazardous or regulated wastes and/or hazardous or regulated materials, Contractor and/or its subcontractors involved in such activities shall provide coverage with a limit of one million dollars ($1,000,000) per accident covering transportation of such materials by the addition to the Business Auto Coverage Policy of Environmental Impairment Endorsement MCS90 or Insurance Services Office endorsement form CA 99 48, which amends the pollution exclusion in the standard Business Automobile Policy to cover pollutants that are in or upon, being transported or towed by, being loaded onto, or being unloaded from a covered auto.

C. WORKERS’ COMPENSATION

1. Workers’ Compensation Insurance Policy as required by statute and employer’s liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.

2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers’ Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).

3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.

D. PROFESSIONAL LIABILITY

Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against negligent acts, errors or omissions of the Contractor. Covered services as designated in the policy must specifically include work performed under this agreement. Coverage shall be in an amount of not less than one million dollars ($1,000,000) per claim or two million dollars ($2,000,000) aggregate. Any coverage containing a deductible or self-retention must first be approved in writing by the City Attorney’s Office.

E. COMPLIANCE WITH REQUIREMENTS

All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.


1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor’s work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85, or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.

2. Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor’s insurance.

3. Cancellation.

a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non-renewal.

b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non-renewal.

4. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through E of this Exhibit C, above.

F. ADDITIONAL INSURANCE RELATED PROVISIONS

Contractor and City agree as follows:

1. Contractor agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor, except as with respect to


limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.

2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.

3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.

G. EVIDENCE OF COVERAGE

Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City’s approval as to adequacy of the insurance protection.

H. EVIDENCE OF COMPLIANCE

Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement. Upon City’s request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be mailed to:

EBIX Inc. City of Santa Clara [*insert City department name here] P.O. Box 100085 – S2 or 1 Ebix Way Duluth, GA 30096 John’s Creek, GA 30097


Telephone number: 951-766-2280 Fax number: 770-325-0409 Email address: [email protected]

I. QUALIFYING INSURERS

All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.

EXHIBIT C-06 Professional Service Contract.doc

Design Professional Agreement with *insert contractor’s name/Exhibit D-Labor Compliance Page 1 Rev. 09-28-18

EXHIBIT D LABOR COMPLIANCE ADDENDUM

*Add Exhibit D for service agreements subject to prevailing wage and delete Exhibit D if not a prevailing wage service agreement

This Agreement is subject to the requirements of California Labor Code section 1720 et seq. requiring the payment of prevailing wages, the training of apprentices, and compliance with other applicable requirements.

Prevailing Wage Requirements

Contractor shall be obligated to pay not less than the General Prevailing Wage Rate, which can be found at www.dir.ca.gov and are on file with the City Clerk’s office, which shall be available to any interested party upon request. Contractor is also required to have a copy of the applicable wage determination posted and/or available at each job site.

Specifically, contractors are reminded of the need for compliance with Labor Code Section 1774-1775 (the payment of prevailing wages and documentation of such), Section 1776 (the keeping and submission of accurate certified payrolls) and 1777.5 in the employment of apprentices on public works projects. Further, overtime must be paid for work in excess of 8 hours per day or 40 hours per week pursuant to Labor Code Section 1811-1813.

Special prevailing wage rates generally apply to work performed on weekends, holidays and for certain shift work. Depending on the location of the project and the amount of travel incurred by workers on the project, certain travel and subsistence payments may also be required. Contractors and subcontractors are on notice that information about such special rates, holidays, premium pay, shift work and travel and subsistence requirements can be found at www.dir.ca.gov .

Only bona fide apprentices actively enrolled in a California Division of Apprenticeship Standards approved program may be employed on the project as an apprentice and receive the applicable apprenticeship prevailing wage rates. Apprentices who are not properly supervised and employed in the appropriate ratio shall be paid the full journeyman wages for the classification of work performed.

As a condition to receiving progress payments, final payment and payment of retention on any and all projects on which the payment of prevailing wages is required, Contractor agrees to present to City, along with its request for payment, all applicable and necessary certified payrolls (for itself and all applicable subcontractors) for the time period covering such payment request. The term “certified payroll” shall include all required documentation to comply with the mandates set forth in Labor Code Section 1720 et seq, as well as any additional documentation requested by the City or its designee including, but not limited to: certified payroll, fringe benefit statements and backup documentation such as monthly benefit statements, employee timecards, copies


of wage statements and cancelled checks, proof of training contributions (CAC2 if applicable), and apprenticeship forms such as DAS-140 and DAS-142.

In addition to submitting the certified payrolls and related documentation to City, Contractor and all subcontractors shall be required to submit certified payroll and related documents electronically to the California Department of Industrial Relations. Failure to submit payrolls to the DIR when mandated by the project parameters shall also result in the withholding of progress, retention and/or final payment.

No contractor or subcontractor may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].

No contractor or subcontractor may be awarded a contract for public work on a public works project, unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Contractors MUST be a registered “public works contractor” with the DIR AT THE TIME OF BID. Where the prime contract is less than $15,000 for maintenance work or less than $25,000 for construction alternation, demolition or repair work, registration is not required.

All contractors/subcontractors and related construction services subject to prevailing wage, including but not limited to: trucking, surveying and inspection work must be registered with the Department of Industrial Relations as a “public works contractor”. Those you fail to register and maintain their status as a public works contractor shall not be permitted to perform work on the project.

Should any contractor or subcontractors not be a registered public works contractor and perform work on the project, Contractor agrees to fully indemnify the City for any fines assessed by the California Department of Industrial Relations against the City for such violation, including all staff costs and attorney’s fee relating to such fine.

This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

Audit Rights

All records or documents required to be kept pursuant to this Agreement to verify compliance with this Addendum shall be made available for audit at no cost to City, at any time during regular business hours, upon written request by the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such records or documents shall be provided to City for audit at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records or documents shall be made available at Contractor’s address indicated for receipt of notices in this Agreement.


Enforcement

City shall withhold any portion of a payment; including the entire payment amount, until certified payroll forms and related documentation are properly submitted, reviewed and found to be in full compliance. In the event that certified payroll forms do not comply with the requirements of Labor Code Section 1720 et seq., City may continue to hold sufficient funds to cover estimated wages and penalties under the Agreement.

Based on State funding sources, this project may be subject to special labor compliance requirements of Proposition 84.

The City is not obligated to make any payment due to Contractor until Contractor has performed all of its obligations under these provisions. This provision means that City can withhold all or part of a payment to Contractor until all required documentation is submitted. Any payment by the City despite Contractor’s failure to fully perform its obligations under these provisions shall not be deemed to be a waiver of any other term or condition contained in this Agreement or a waiver of the right to withhold payment for any subsequent breach of this Addendum.

City or the California Department of Industrial Relations may impose penalties upon contractors and subcontractors for failure to comply with prevailing wage requirements. These penalties are up to $200 per day per worker for each wage violation identified; $100 per day per worker for failure to provide the required paperwork and documentation requested within a 10-day window; and $25 per day per worker for any overtime violation.