HomeMy WebLinkAboutLG2WB Engineers, Inc. dba Transportation Management Services - 2009-05-18e
Name of Contractor: LG2WB Engineers, Inc.
Purpose of Contract: For Example: Audit Services or Water Quality Testing Huntington Lake —Huntington Central Park
Transportation Management Association Feasibility Study
Amount of Contract: $25,000.00
Copy of contract distributed to: The original insurance certificate/waiver distributed
to Risk Management ❑
Initiating Dept. ❑
Finance Dept. ❑ ORIGINAL bonds sent to Treasurer ❑
Date:
Name/E4eion"_
City Attorney's Office
�, / 7
P/a / / "�"
G:AttyMisc/Contract Forms/City Clerk Transmittal
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
L G7_UIB r-N(stNC-,E,¢S, 2NC, �iba r2gN3/'02Ti}t`7itN rvl�jNAE�E�rfENT S"F�vtL�S
FOR
T/�9�VSPD�i gt-tUN MAtvAGE ��✓� �Ssf�c�r�nr�� FE,A5/at1,frr SruAY
Table of Contents
Scopeof Services.....................................................................................................I
CityStaff Assistance................................................................................................2
Term; Time of Performance.....................................................................................2
Compensation..........................................................................................................2
ExtraWork...............................................................................................................2
Methodof Payment..................................................................................................3
Disposition of Plans, Estimates and Other Documents...........................................3
HoldHarmless.........................................................................................................3
Professional Liability Insurance.............................................................................4
Certificate of Insurance............................................................................................5
Independent Contractor............................................................................................6
Termination of Agreement.......................................................................................6
Assignment and Delegation......................................................................................6
Copyrights/Patents...................................................................................................7
City Employees and Officials..................................................................................7
Notices.........................................................................................7
Consent....................................................................................................................8
Modification.............................................................................................................8
SectionHeadings.....................................................................................................8
Interpretation of this Agreement..............................................................................8
DuplicateOriginal....................................................................................................9
Immigration...............................................................................................................9
Legal Services Subcontracting Prohibited................................................................9
Attorney's Fees..........................................................................................................10
Survival.....................................................................................................................10
GoverningLaw.........................................................................................................10
Signatories.................................................................................................................10
Entirety......................................................................................................................10
EffectiveDate.................................................................................11
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
i-&zwa Ewt i,yeEQS.-rove, dba 'T241V5APP-r-477" MAA146-EAIENT SE,QVjeFS
FOR
TIZE7ti5PPA7-A77P3n/ 1"44-464mENT A. 4)elA 1-7W FEASIRit f,rr S7 u.0 Y
THIS AGREEMENT ("Agreement") is made and entered into by and between the City of
Huntington Beach, a municipal corporation of the State of California, hereinafter referred to asp
G C7 Z vVl3 ENG-vA/��i� s, 2NC l��iC?
"CITY, and TILAniSPO,�;ArrGn/ ir�Anrr.9lrErn�aa 0t)APY724M)1Vhereinafter referred
SFI2VJLG„S'
to as "CONSULTANT."
WHEREAS, CITY desires to engage the services of a consultant to
e,owi/Gj A TRA,,vSPc ar 4,'7yy iY1AV44A ErnEN ASS` a AIUAI ;and
�E�SIBiLIJ'7'-<r-w>Y Fae 7HO eli-Y v,-,- tiirvr1.vb-rvA1 8E,4e,i
Pursuant to documentation on file in the office of the City Clerk, the provisions of the
Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service
contracts have been complied with; and
CONSULTANT has been selected to perform these services,
NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows:
1. SCOPE OF SERVICES
CONSULTANT shall provide all services as described in Exhibit "A," which is
attached hereto and incorporated into this Agreement by this reference. These services shall
sometimes hereinafter be referred to as the "PROJECT."
CONSULTANT hereby designates who who shall
represent it and be its sole contact and agent in all consultations with CITY during the
performance of this Agreement.
agree/surfnet/professional sves to $49
12-07 1 of 1
2. CITY STAFF ASSISTANCE
CITY shall assign a staff coordinator to work directly with CONSULTANT in the
performance of this Agreement.
3. TERM; TIME OF PERFORMANCE
Time is of the essence of this Agreement. The services of CONSULTANT are to
commence on mAAl Ifd , 20 0q (the "Commencement Date"). This Agreement
shall automatically terminate three (3) years from the Commencement Date, unless extended or
sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no
later than 20 W FE4S from the Commencement Date. The time for performance
of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule
may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and
CONSULTANT.
In the event the Commencement Date precedes the Effective Date,
CONSULTANT shall be bound by all terms and conditions as provided herein.
4. COMPENSATION
In consideration of the performance of the services described herein, CITY agrees
to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "E,"
which is attached hereto and incorporated by reference into this Agreement, a fee, including all
costs and expenses, not to exceed TW E NT i pt V E iH®US AND Dollars
($ Z.-, DDD . f�a
5. EXTRA WORK
In the event CITY requires additional services not included in Exhibit "A" or
changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such
agree/surfnet/professional svcs to $49
12-07 2 of 2
work only after receiving written authorization from CITY. Additional compensation for such
extra work shall be allowed only if the prior written approval of CITY is obtained.
6. METHOD OF PAYMENT
CONSULTANT shall be paid pursuant to the terms of Exhibit "B."
7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS
CONSULTANT agrees that title to all materials prepared hereunder, including,
without limitation, all original drawings, designs, reports, both field and office notices,
calculations, computer code, language, data or programs, maps, memoranda, letters and other
documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY
upon expiration or termination of this Agreement or upon PROJECT completion, whichever
shall occur first. These materials may be used by CITY as it sees fit.
8. HOLD HARMLESS
CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless
CITY, its officers, elected or appointed officials, employees, agents and volunteers from and
against any and all claims, damages, losses, expenses, judgments, demands and defense costs
(including, without limitation, costs and fees of litigation of every nature or liability of any kind
or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's
subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its
failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its
officers, agents or employees except such loss or damage which was caused by the sole
negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole
cost and expense and CITY shall approve selection of CONSULTANT's counsel. This
indemnity shall apply to all claims and liability regardless of whether any insurance policies are
agree/surfnet/professional svcs to $49
12-07 3 of 3
applicable. The policy limits do not act as limitation upon the amount of indemnification to be
provided by CONSULTANT.
9. PROFESSIONAL LIABILITY INSURANCE
CONSULTANT shall obtain and furnish to CITY a professional liability
insurance policy covering the work performed by it hereunder. This policy shall provide
coverage for CONSULTANT's professional liability in an amount not less than One Million
Dollars ($1,000,000.00) per occurrence and in the aggregate. The above -mentioned insurance
shall not contain a self -insured retention without the express written consent of CITY; however
an insurance policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A
claims -made policy shall be acceptable if the policy further provides that:
A. The policy retroactive date coincides with or precedes the initiation of the
scope of work (including subsequent policies purchased as renewals or
replacements).
B. CONSULTANT shall notify CITY of circumstances or incidents that
might give rise to future claims.
CONSULTANT will make every effort to maintain similar insurance during the
required extended period of coverage following PROJECT completion. If insurance is
terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision
of at least two (2) years to report claims arising from work performed in connection with this
Agreement.
If CONSULTANT fails or refuses to produce or maintain the insurance required
by this section or fails or refuses to furnish the CITY with required proof that insurance has been
procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to
agree/surfnet/professional svcs to $49
12-07 4 of 4
forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be
paid for its time and materials expended prior to notification of termination. CONSULTANT
waives the right to receive compensation and agrees to indemnify the CITY for any work
performed prior to approval of insurance by the CITY.
10. CERTIFICATE OF INSURANCE
Prior to commencing performance of the work hereunder, CONSULTANT shall
furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the
foregoing insurance coverage as required by this Agreement; the certificate shall:
A. provide the name and policy number of each carrier and policy;
B. state that the policy is currently in force; and
C. shall promise that such policy shall not be suspended, voided or canceled
by either party, reduced in coverage or in limits except after thirty (30)
days' prior written notice; however, ten (10) days' prior written notice in
the event of cancellation for nonpayment of premium.
CONSULTANT shall maintain the foregoing insurance coverage in force until the
work under this Agreement is fully completed and accepted by CITY.
The requirement for carrying the foregoing insurance coverage shall not derogate
from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in
this Agreement. CITY or its representative shall at all times have the right to demand the
original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely
manner, the premiums on the insurance hereinabove required.
agree/surfnet/professional was to $49
I2-07 5 of 5
11. INDEPENDENT CONTRACTOR
CONSULTANT is, and shall be, acting at all times in the performance of this
Agreement as an independent contractor herein and not as an employee of CITY.
CONSULTANT shall secure at its own cost and expense, and be responsible for any and all
payment of all taxes, social security, state disability insurance compensation, unemployment
compensation and other payroll deductions for CONSULTANT and its officers, agents and
employees and all business licenses, if any, in connection with the PROJECT and/or the services
to be performed hereunder.
12. TERMINATION OF AGREEMENT
All work required hereunder shall be performed in a good and workmanlike
manner. CITY may terminate CONSULTANT's services hereunder at any time with or without
cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement
by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as
provided herein. In the event of termination, all finished and unfinished documents, exhibits,
report, and evidence shall, at the option of CITY, become its property and shall be promptly
delivered to it by CONSULTANT.
13, ASSIGNMENT AND DELEGATI
This Agreement is a personal service contract and the work hereunder shall not be
assigned, delegated or subcontracted by CONSULTANT to any other person or entity without
the prior express written consent of CITY. If an assignment, delegation or subcontract is
approved, all approved assignees, delegates and subconsultants must satisfy the insurance
requirements as set forth in Sections 9 and 10 hereinabove.
agree/surfnet/professional Svcs to $49
12-07 6 of 6
14. COPYRIGHTS/PATENTS
CITY shall own all rights to any patent or copyright on any work, item or material
produced as a result of this Agreement.
15. CITY EMPLOYEES AND OFFICIALS
CONSULTANT shall employ no CITY official nor any regular CITY employee
in the work performed pursuant to this Agreement. No officer or employee of CITY shall have
any financial interest in this Agreement in violation of the applicable provisions of the California
Government Code.
16. NOTICES
Any notices, certificates, or other communications hereunder shall be given either
by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to
CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage
prepaid, and depositing the same in the United States Postal Service, to the addresses specified
below. CITY and CONSULTANT may designate different addresses to which subsequent
notices, certificates or other communications will be sent by notifying the other party via
personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested:
TO CITY:
City of Huntington Beach
ATTN: PF112 RC- N 5AM
2000 Main Street
Huntington Beach, CA 92648
agree/surfnet/professional svcs to $49
12-07 7 of 7
TO CONSULTANT:
PETER VALK
TiLAN5POP-7- 1rVAJ MANAG£ME%JT SEPIViCf=S
7-36 K C'HF!3rEF- AVENUE
-SulrE zaa
PASAPENA, CA Gt16)6
17. CONSENT
When CITY's consent/approval is required under this Agreement, its
consent/approval for one transaction or event shall not be deemed to be a consent/approval to
any subsequent occurrence of the same or any other transaction or event.
18. MODIFICATION
No waiver or modification of any language in this Agreement shall be valid
unless in writing and duly executed by both parties.
19. SECTION HEADINGS
The titles, captions, section, paragraph and subject headings, and descriptive
phrases at the beginning of the various sections in this Agreement are merely descriptive and are
included solely for convenience of reference only and are not representative of matters included
or excluded from such provisions, and do not interpret, define, limit or describe, or construe the
intent of the parties or affect the construction or interpretation of any provision of this
Agreement.
20. INTERPRETATION OF THIS AGREEMENT
The language of all parts of this Agreement shall in all cases be construed as a
whole, according to its fair meaning, and not strictly for or against any of the parties. If any
provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be
unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining
covenants and provisions of this Agreement. No covenant or provision shall be deemed
dependent upon any other unless so expressly provided here. As used in this Agreement, the
masculine or neuter gender and singular or plural number shall be deemed to include the other
whenever the context so indicates or requires. Nothing contained herein shall be construed so as
agree/surfnet/professional svcs to $49
12-07 8 of 8
to require the commission of any act contrary to law, and wherever there is any conflict between
any provision contained herein and any present or future statute, law, ordinance or regulation
contrary to which the parties have no right to contract, then the latter shall prevail, and the
provision of this Agreement which is hereby affected shall be curtailed and limited only to the
extent necessary to bring it within the requirements of the law.
21. DUPLICATE ORIGINAL
The original of this Agreement and one or more copies hereto have been prepared
and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of
the date of its execution and delivery, be deemed an original. Each duplicate original shall be
deemed an original instrument as against any party who has signed it.
22. IMMIGRATION
CONSULTANT shall be responsible for full compliance with the immigration
and naturalization laws of the United States and shall, in particular, comply with the provisions
of the United States Code regarding employment verification.
23. LEGAL SERVICES SUBCONTRACTING PROHIBITED
CONSULTANT and CITY agree that CITY is not liable for payment of any
subcontractor work involving legal services, and that such legal services are expressly outside
the scope of services contemplated hereunder. CONSULTANT understands that pursuant to
Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for
CITY; and CITY shall not be liable for payment of any legal services expenses incurred by
CONSULTANT.
agree/surfnet/professional svcsto $49
12-07 9 of 9
05/10/2009 16:53 16267962425 TMS PAGE 02/02
In the event suit is brought by either party to construe, interpmt and/or enforce the
terms and/or previsions of this Agreement or to secure the pmformance hereof, each ply shad
bear its own, attorneys fees, such that the prevailing party skull not be untitled to recover its
attorney's fees from the znonprevailing party.
2S. SU OVAL
`]Germs and conditions of this Agreement, which by their sense and context survive
the expiration or terrninatiot of this Agreement, skull so survive.
This Agre moot shall be. governed and construed in accordance with the laws of
the State of California.
27. SBGNATQRIRS
Each un. dersigned represents and warrants that its signature heminbelow has the
power, authority and night to bind their respective parties to each of the terms of this Agreement,
and shall indemnify CITY fully for any injuries or darnages to CITY in the event that such
authority or power is not, in fact, held by the $i ato or is withdrawn.
C ONSULTAll T's initi s
28. FNtE`g Y
The parties acknowledge and agree that they are entering into this Agreement
freely and voluntarily following extensive arm's length negotiation,, and that each bw had the
Opportunity to consult with legal counsel prior to executing this Agr' Ment. The parties also
acknowledge and agree that no representations, inducements, promises, agreements or
warranties, oral or, otherwise, have been made by that party or anyone acting on that party's
sgrcelsnrTheUprofcs�ional Svcs to $49
12-07 10 of 10
behalf, which are not embodied in this Agreement, and that that party has not executed this
Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or
circumstance not expressly set forth in this Agreement. This Agreement, and the attached
exhibits, contain the entire agreement between the parties respecting the subject matter of this
Agreement, and supersede all prior understandings and agreements whether oral or in writing
between the parties respecting the subject matter hereof.
29. EFFECTIVE DATE
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by and through their authorized officers. This Agreement shall be effective on the date
of its approval by the City Attorney. This Agreement shall expire when terminated as provided
herein.
CONSULTANT,
LQ0 6 Can c : J6
C OMPANV NAME.
print name
ti
ITS: (circle one) Chairmanreside ice President
CITY OF HUNTINGTON BEACH,
a municipal corporation of the State of
California
(Pursuant To HBMC §3.03.100)
AP OVED AS TO FORM:
/SAND
I y By, City Attorney
'1�Ad►�; S ShF,�nl� Date
print name
ITS: (circle one) Secreta Chief Financial Officer sst.
Secretary — Treasurer
agree/surfnet/professionalsvcs to $49
12-07 11 of 11
in; �i.MWA
A. STATEMENT OF WORK:
Conduct a Transportation Management Association (TMA) feasibility study and prepare a final
report. The final report will include information and data assembled, along with findings and
recommendations.
B. CONSULTANT'S DUTIES AND RESPONSIBILITIES:
1. Mobilize Team: The TMS Team will: A) Develop a list of resources required for the
project, such as data on parking, traffic conditions, businesses, and the community, to be
provided to the City's Project Manager; B) Meet with the Project Manager and possibly
key stakeholders (e.g. Chamber of Commerce) to review the assignment, refine the scope;
of work and schedule, identify existing materials and data, identify stakeholders that
should be consulted during the study, and discuss potential projects and community
meetings; C) Conduct an initial visit of the City with the Project Manager and
representatives of the private sector.
2. Identify Stakeholders: The involvement of stakeholders is critical in TMA feasibility
studies. TMS will: A) Provide the City's Project Manager with a list of the types of
stakeholders that should be consulted during the study; B) Meet with the City's Project
Manager and representatives of community/business organizations to refine the list of
stakeholders that should be invited to a "TMA Exploration Event." The event will gauge
interest in collective action and set in motion efforts to form a "TMA."
3. Collect Data and Analyze Existing Conditions: TMS will: A) Assemble data (requested
in Task 1) from the City's Project Manager, including existing traffic studies, staff
memoranda, documents developed by community groups and the business community,
employee transportation plans prepared by employers with 250 or more workers to
comply with the South Coast Air Quality Management District's Rule 2202, etc.; B)
Tabulate data; C) Create graphic representations (as needed) to understand spatial
relationships; D) Interview selected stakeholders (either individually or in a group) to
gain an understanding of the type and strength of concerns; E) Prepare a memorandum
documenting existing transportation concerns. This task will utilize existing data. It does
not include developing primary data on traffic volumes, parking space inventory and/or
utilization, etc.
4. Prepare for and Stage TMA Stakeholder Event: This task will involve: A) Planning and
staging the "TMA Exploration Event" (noted in Task 2) to assess the awareness of
transportation concerns, hear about transportation "solutions," and determine stakeholder
strength of interest in taking collective action; B) Identify stakeholders that are willing to
serve as an advisory group for this Study and possibly form the nucleus of a potential
"TMA" organization.
5. Define Transportation Problems: This task will synthesize findings from Tasks 2 through
4 to identify concerns over mobility, congestion, goods movement, and access that the
business community could and would participate in solving. TMS will: A) Develop a
draft memorandum identifying transportation related concerns including identifying the
affected parties, geographic scope of transportation needs and concerns, community
impacts (e.g., spillover parking into residential areas), potential solutions, and
opportunities and/or obstacles posed by the transportation problems; B) Meet with the
Project Manager (and appropriate private sector representatives) to discuss identified
transportation problems.
6. Identify TMA Options: Task 5 uses problems and solutions developed in Task 4 to
identify options for undertaking collective action. TMS will: A) Assess the applicability
of TMA organizational options to local conditions. The Team will use its understanding
of experiences from other communities and a tool providing criteria for selecting
appropriate organizational forms developed for regional planning agencies by the TMS
Team when considering funding of local "TMA" efforts; B) Prepare a sketch level
assessment of "TMA Organizational Options" that presents organizational alternatives
for collective transportation actions, including assessing if and how public and/or private
resources could be used to support TMA activities for each organizational alternative; Q
Meet with the Project Manager (and others as identified by the Project Manager) to
review the draft "TMA Organizational Options" memorandum; D) Prepare
recommendations for organizing TMA activities including organizational structure,
membership development, services, and resources; E) Review recommendations with the
Project Manager and key stakeholders; F) Get direction from the Project Manager on
support for recommendations or alternative action; G) Prepare an abbreviated document
describing the recommended TMA organizational option that can be used in recruitment
activities.
7. Develop a "Preliminary TMA Organization and FinancingPlan": lan": TMS will: A) Describe
the organizational structure, governance, terms of membership/participation,
organizational mission and vision, preliminary scope of services/activities (needed to
identify resources and a preliminary budget), resources needed to support activities, a
range of potential costs, and potential private and public funding sources; B) Review the
draft Plan with the Project Manger and key stakeholder(s); Q Prepare a final version of
the Plan.
8. Develop Preliminary Plan for Monitoring and Evaluation: TMS will: A) Recommend
actions to monitor and evaluate TMA activities that are appropriate for the type of TMA
organization that will be formed. This could include surveys of employees and other
travelers, parking counts, utilization studies, driveway counts, assessment of travel
management actions (e.g., communication and advertising) and a host of other data
collection activities; B) Recommend reporting protocol. This may include reports
prepared by individual organizations (e.g., employers) and/or the "TMA".
9. Deliver Final Report and Recommendations: The TMS Team will: A) Assemble materials
produced in Tasks 1 through 7 into a draft "Final Report". The Final Report will include
an Executive Summary that can be used as a stand-alone document to communicate
findings and recommendations if and when TMA formation activities are pursued,
findings from the "TMA Organizational Options" and an abbreviated version of the
"Preliminary TMA Organization and Financing Plan"; B) Review the draft Final Report
with the Project Manager; Q Prepare a final version of the Final Report based on
comments from the Project Manager.
C. CITY'S DUTIES AND RESPONSIBILITIES:
1. Provide information and data, as available, to CONSULTANT for conducting the study
2. Provide a staff member to oversee study preparation.
D. WORK PROGRAM/PROJECT SCHEDULE:
Number
Task
Schedule
Product
1
Mobilize Team
Week 1-2
List resources/refine
scope and schedule
2
Identify Stakeholders
Week 2-4
Identify and list
stakeholder types
3
Collect Data/Analyze
Week 2-5
Existing conditions
Existing Conditions
assessment
4
Stakeholder Event
Week 3-6
TMA exploration
event
5
Define Transportation
Week 6-7
Draft memo of
Problems
transportation issues
6
Identify TMA Options
Week 7-9
TMA Organization
Options
7
Prepare plans for
Week 9-11
Preliminary plans for
TMA and financing
TMA and financing
8
Prepare plans for
Week 12-14
Preliminary plans for
monitoring/evaluation
monitoring/evaluation
9
Prepare final report
Week 14-16
Final Report
Surfnet Exhibit A
EXHIBIT "B"
Payment Schedule
1. CONSULTANT shall be entitled to a full payment towards the fixed fee set forth
herein in accordance with the following fee schedule:
Total fees shall not exceed Twenty Five Thousand Dollars ($25,000). CONSULTANT agrees to
inform the City when CONSULTANT is at the point of reaching the maximum limit. The
CONSULTANT shall not continue with any work effort over the amount of the maximum limit
unless first authorized in writing by City authorized representative(s). Service fee are specified in
Exhibit B.1.
2. Delivery of work product: A copy of every memorandum, letter, report, calculation
and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate
progress toward completion of tasks. In the event CITY rejects or has comments on any such
product, CITY shall identify specific requirements for satisfactory completion.
3. CONSULTANT shall submit to CITY an invoice for each progress payment due.
Such invoice shall:
1) Reference this Agreement;
2) Describe the services performed;
3) Show the total amount of the payment due;
4) Include a certification by a principal member of CONSULTANT's firm that
the work has been performed in accordance with the provisions of this
Agreement; and
5) For all payments include an estimate of the percentage of work completed.
Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making
satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall
approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the
invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an
invoice, CITY shall notify CONSULTANT in writing of the reasons for non -approval and the
schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the
parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or
until this Agreement has expired or is terminated as provided herein.
5. Any billings for extra work or additional services authorized in advance and in
writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the
information required above, and in addition shall list the hours expended and hourly rate charged for
such time. Such invoices shall be approved by CITY if the work performed is in accordance with the
extra work or additional services requested, and if CITY is satisfied that the statement of hours
worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any
dispute between the parties concerning payment of such an invoice shall be treated as separate and
apart from the ongoing performance of the remainder of this Agreement.
Mr. Darren Sam, P.E
February 23, 2009
Page 7
r--X41r3IT 8<I
Page 1 of 1
Sara, Darren
From: Peter Valk [valk@tms85.com]
Sent: Tuesday, May 12, 2009 1:47 PM
To: Sam, Darren
Subject: RE: TMA Project
Darren — Our CFO initialed page 10 of the Professional Services Contract for the City of Huntington Beach Transportation
Management Association Feasibility Study and the document was faxed to the Public Works Department.
Celebrating Over 20 Years!
Peter Valk
Transportation Management Services
236 N. Chester Ave., Suite 200
Pasadena, CA 91106
626-796-3384 (phone) Ext 238 -- 626-796-2425 (fax) va..I.k.. a@tms85_co..m.... - www.tms85.com
E-mail Disclaimer
This e-mail and any files transmitted with it are confidential and are intended solely for use of the individual or entity to which they are addressed. If you are not the intended recipient or the person
responsible for delivering this e-mail to the intended recipient, be advised that you have received this e-mail in error and that any use, dissemination, forwarding, printing or copying of this e-mail is
t 626 796-3384. strictly, prohibited. If you have received this e-mail in error, _please immediatel�noti� the sender a, (, � _
From: Sam, Darren [mailto:Darren.Sam@surfcity-hb.org]
Sent: Tuesday, May 12, 2009 8:37 AM
To: Peter Valk
Subject: RE: TMA Project
Hello Peter,
I have faxed page 10 of the Professional Services Contract for the City of Huntington Beach Transportation Management
Association Feasibility Study for the additional signature. After signing, please respond to this e-mail that the sheet has
been faxed to Public Works. The fax number is (714) 374-1619.
Darren Sam
City of Huntington Beach, Public Works
(714) 374-1619
Darren.sam@surfcity-hb.org
From: Peter Valk [mailto:valk@tms85.com]
Sent: Monday, May 11, 2009 5:13 PM
To: Sam, Darren
Cc: Christopher Park (chrispark2@verizon.net)
Subject: TMA Project
Darren — Our contract indicated a start date of 5/18. Is this still your expectation? Would it be prudent to schedule a
kickoff meeting for the week of 5/25 or 6/1 so that we get it on participant's calendars?
Celebrating Over 20 Years!
Peter Valk
Transportation Management Services
236 N. Chester Ave., Suite 200
Pasadena, CA 91106
626-796-3384 (phone) Ext 238 — 626-796-2425 (fax) v..a..lk a tms85.com. - www.tms85.co_m
E-mail Disclaimer
This e-mail and any files transmitted with it are confidential and are intended solely for use of the individual or entity to which they are addressed. If you are not the intended recipient or the person
responsible for delivering this e-mail to the intended recipient, be advised that you have received this e-mail in error and that any use, dissemination, forwarding, printing or copying of this e-mail is
strictly prohibited. If you have received this e-mail in error, please immediately notify the sender at (626) 796-3384.
5/12/2009
CERTIFICATE ®F LIA ILI INSURANC 4121/MIDD/YY)
t ,u 04121/09
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Dealey, Renton & Associates ONLY AND CONFERS NO RIGHTS UPON .THE CERTIFICATE
P. p. Box 10550 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Santa Ana, CA 92711-0550
714 427-6810 INSURERS AFFORDING COVERAGE
INSURED -� INSURER A: Travelers Property Casualty Co of Am
LG2W8 Engineers, Inc- --------------------__._—._____..__.._._"_�_.___.,.--_.---------._------....--
INSURERB: Travelers Indemnity Co. of Connectic
dba Transportation Management Services --_--------------------------_---._-_---
INSURER c XL Specialty Insurance Co.
1580 Corporate Drive #122 -
INSURER U:
t
Costa Mesa, CA 92626 INSURER E:
-- -------- ------ _.--_--........... _-_-------_-----
.— o
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
�T
INSR
LT
T
TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFECTIVE
DATE M IDD
POLICY EXPIRATION
DATEM D
LIMITS
A
GENERAL LIABILITY
68048471-888
09/01/08
09/01/09
EACHOCCUR_RENCE
$11000,000
FIRE DAMAGE (Any one fire)
$1,000,000
X, COMMERCIAL GENERALLIABILITY
— _ CLAIMS MADE 1:X1 OCCUR
INDP. CONTRACTORS -
MED EXP (Any one person)
$5 000
PERSONAL & ADV INJURY
$1,000,000
X CONTRACTUAL
INCLUDED
X
BFPD,XCU--
GENERAL AGGREGATE_
$2,000,000._._...__..-.
—
GEN'L AGGREGATE LIMITAPPLiES PER:
PRODUCTS -COMP/OP AGG
s2,000, 000
--
POLICY X PRO- LOC
A
AUTOM0131LE
LIABILITY
ANY AUTO
BA4895LO14
09/01/08
09101/09
COMBINED SINGLE LIMIT
(£a accident)
$1,000,000
BODILY INJURY
(Per Parson)
b
_
ALL OWNED AUTOS
SCHEDULED AUTOS
BODILY INJURY
(Peraccident)
--.___._...-------- ------ ------.__--
$
X
X
HIRED AUTOS
NON -OWNED AUTOS
APP VED AS TO
FO
PROPERTY DAMAGE
(Per accident)
$
GARAGE LIABILITY
ANY AUTO
I
ey
y�i���llv7
AUTO ONLY - EA ACCIDENT
S
EA ACC
OTHERTHAN
AUTO ONLY: AGG
$
S
—E
LIABILITY
EACH OCCURRENCE
b--_
AGGREGATE
_EXCESS
OCCUR CLAIMS MADE
DEDUCTIBLE
$
RETENTION s
B
WORKERS COMPENSATION AND
UB7094YO15
09/01108
09/01109
X _TORY WC 5LltdTATi.T.SU- —ER -- _ER__
_.------_-_--_..
EMPLOYERS' LIABILITY
$1,000,000
E.L. DISEASE -EA EMPLOYEE
S1,000,000
E.L. DISEASE - POLICY LIMIT
$1,000,000
C
PY16ER Professional
D 9614442
09/01/08
09/01/09
$1,000,000 per claim
Liability
$2,000,000 anni aggr.
$10,000 Deductible
DESCRIPTION OF OPERATI A nONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS
-Genera-Vabili policy excludes claims arising out of the performance of professional
services
Re- 7-0908751 Huntington Beach Transportation Management Association
Feasibility Study
(See Attached Descriptions)
City of Huntington Beach
Darren Sam
2000 Main Street
Huntington Beach, CA 92648
ACORD 25-3 (7197)1 of 2 #S2517721M251771
SHOULD ANYOF TH E ABOVE D ESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30—._DAYSWRITTEN
NOTICE TOTHE CERTIFICATE HOLDERNAM ED TOTH E LEFT, BUTFAILURE TO DOSO SH ALL
IMPOSE NO OB LIGATION OR LIABILITY OF ANY KIND UPON THE INSURERJTS AGENTS OR
RLL O ACORD CORK
I DESCRIPTIONS (Continued from Page 1) 1
City of Huntington Beach, it officers, elected or appointed officials,
employees, agents, and volunteers are additional insured as respects to
General and Auto Liability as required by written contract. Primary and Non
Contributing coverage to GL as required by written contract.
AMS 25.3 (07197) 2 of 2 #S2517721M251771
POLICY NUMBER: BA4895LO14
COMMERCIAL AUTO
CA 20 48 02 99
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
BUSINESS AUTO COVERAGE FORM
GARAGE COVERAGE FORM
MOTOR CARRIER COVERAGE FORM
TRUCKERS COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified
by this endorsement.
This endorsement identifies person(s) or organization(s) who are "insureds" under the Who is An Insured Provision of
the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form.
This endorsement changes the policy effective on the inception date of the policy unless another date is indicated
below.
Endorsement effective
04/21/09
Named Insured
LG2WB Engineers, Inc.
Name of Person(s) or Organization(s):
City of Huntington Beach
Darren Sam
2000 Main Street
Huntington Beach, CA 92648
SCHEDULE
Name of Person or Organization:
City of Huntington Beach, it
officers, elected or appointed
officials, employees, agents, and
volunteers
(If no entry appears above, information required to complete this endorsement will be shown in the Declarations as
applicable to the endorsement.)
Each person or organization shown in the Schedule is an "insured" for Liability Coverage, but only to the extent that
person or organization qualifies as an "insured" under the Who is An Insured Provision contained in Section it of the
Coverage Form
CA 20 48 02 99 Copyright, Insurance Services Office, Inc., 1998 Page 1 of 1
POLICY NUMBER: 6 8 04 84 7L8 8 8
COMMERCIAL GENERAL LIABILITY
ISSUE DATE: 04/21/09
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULL
ADDITIONAL INSURED
(ARCHITECTS, AND SURVEYORS)
f ,
This endorsement modifies insurance provided under the following:
COMMERCIAL_ GENERAL LIABILITY COVERAGE PART
SCHEDULE
NAME OF PERSON(S) OR ORGANtZATION(S):
City of Huntington Beach
Darren Sam
2000 Main Street
Huntington Beach, CA 92648
PROJECT/LOCATION OF COVERED OPERATIONS:
All Operations of the Named Insured
1. WHO IS AN INSURED (Section 11) is amended to
include the person or organization shown in the
Schedule above as an additional insured on this
Coverage Part, but:
This endorsement does not increase the lim-
its of insurance stated in the LIMITS OF IN-
SURANCE (Section 111) for the Coverage
Part.
a. Only with respect to liability for "bodily injury", 3. The following is added to Paragraph a. of 4.
"property damage" or "personal injury'; and Other Insurance in COMMERCIAL GENERAL
LIABILITY CONDITIONS (Section IV):
b. If the injury or damage arises out of the per-
formance by you or your subcontractor, of
"your work" on or for the project, or at the lo-
cation, shown in the Schedule above. Such
person or organization does not qualify as an
additional insured with respect to their inde-
pendent acts or for "bodily injury", "property
damage" or "personal injury" for which that
person or organization has assumed liability
in a contract or agreement
2. The insurance provided to the additional insured
by this endorsement is limited as follows:
a. This insurance does not apply to the render-
ing of or failure to render any 'professional
services".
b. The limits of insurance afforded to the addi-
tional insured shall be the limits which you
agreed to provide in a "contract or agreement
requiring insurance" for that additional in-
sured, or the limits shown in the Declarations
for this Coverage Part, whichever are less
However, if you specifically agree in a "contract or
agreement requiring insurance" that, for addi-
tional insured shown in the Schedule, the insur-
ance provided to that additional insured under this
Coverage Part must apply on a primary basis, or
a primary and non-contributory basis, this insur-
ance is primary to other insurance that is avail-
able to such additional insured which covers such
additional insured as a named insured, and we
will not share with the other insurance, provided
that:
(1) The "bodily injury" or "property damage" for
which coverage is sought occurs; and
(2) The "personal injury" for which coverage is
sought arises out of an offense committed;
after you have entered into that "contract or
agreement requiring insurance" for such addi-
tional insured. But this insurance still is excess
over valid and collectible other insurance,
whether primary, excess, contingent or on any
CG 03 82 09 08 2000,'rhe St, Paul Travelers insurance Companies, Inc. Page 1 of 2
Includes copyrighted material of Insurance Services Offices, Inc, with its permission
COMMERCIAL GENERAL LIABILITY
other basis, that is available to the additional in-
sured when the additional insured is also an addi-
tional insured under any other insurance.
4. The following is added to Paragraph 8. Transfer
Of Rights Of Recovery Against Others To Us
in COMMERCIAL GENERAL LIABILITY CON-
DITIONS (Section IV):
We waive any rights of recovery we may have
against the additional insured shown in the
Schedule above because of payments we make
for "bodily injury"," property damage" or "personal
injury" arising out of "your work" on or for the pro-
ject, or at the location, shown in the Schedule
above, performed by you, or on your behalf, un-
der a "contract or agreement requiring insurance"
with that additional insured. We waive these
rights only where you have agreed to do so as
part of the "contract or agreement requiring insur-
ance" with that additional insured entered into by
you before, and in effect when, the "bodily injury"
or "property damage" occurs, or the "personal in-
jury" offense is committed.
5. As respects the insurance provided to the addi-
tional insured by this endorsement, the following
definition is added to DEFINITIONS (Section V):
"contract or agreement requiring insurance"
means that part of any contract or agreement un-
der which you are required to include the person
or organization shown in the Schedule as an ad-
ditional insured on this Coverage Part, provided
that the "bodily injury" and "property damage" oc-
curs, and the "personal injury" is caused by an of-
fense committed:
a. After you have entered into that contract or
agreement;
b. While that part of the contract or agreement is
in effect; and
c. Before the end of the policy period.
All other terms of your policy remain the same.
Name of Person or Organization: City of Huntington Beach, it
officers, elected or appointed officials, employees, agents, and
volunteers
Page 2 of 2 2006. The St. Paul Travelers Insurance Companies, Inc. CG Q3 82 09 06
Includes copyrighted material of Insurance Services Office, Inc, with its permission.
1. Date: 5/12/2009
a�% 1
Purchasing Certification
2. Contract Number: PWK-&& F ACO 069
3. Department: Public Works 4. Requested by: Darren Sam
5. Name of consultant: LG2WB Engineers, Inc. dba Transportation Management Services
6. Attach the written statement of the specification, conditions, and other requirements for the requested
services provided to solicited consultants.
See Exhibit A
7. Amount of the contract: $25,000.00
8. Are sufficient funds available to fund this contract?' ® Yes ❑ No
9. Is this contract generally described on the list of professional service contracts approved by the City
Council?' ® Yes ❑ No
10. Business Unit and Object Code where funds are budgeted: 20185201.69365
11. Is this contract less than $50,000? ® Yes ❑ No
12. Does this contract fall within $50,000 and $100,000? ❑ Yes ® No
13. Is this contract over $100,000? ❑ Yes ® No
(Note: Contracts requiring City Council Approval need to be signed by the Mayor and City Clerk. Make
sure the appropriate signature page is attached to contract.)
14. Were formal written proposals requested from at least three available qualified consultants?
Yes X To
15. Attach list of consultants from whom proposals were requested (including a contact telephone number).
The Consultant is exempt from the bid process per HBMC 303.080 (c).
16. Attach proposed scope of work.
See Exhibit A
17. Attach proposed payment schedule.
See Exhibit B
Department ead Signature
�—
-, V, -, V
RIC D ' ADRIL
Central Services Manager
1. If the answer to this question is "No," the contract will require approval from the City Council.