HomeMy WebLinkAboutOverland, Pacific & Cutler, Inc. - 2009-10-13 �. CITY OF ]HUNTINGTON BEACH
IOU INTERDEPARTMENTAL COMMUNICATION
TO: Honorable Mayor and City Council Members
VIA: Fred A. Wilson, City Manager
FROM: Travis K. Hopkins, P.E., Director of Public Works
DATE: August 1, 2011
SUBJECT: Supplemental Communication for Item No.14
After further review of the Request for Council Action report for this item, it has been
determined that Item A of the Recommended Action needs to be revised. The motion,
as presented in the RCA, asks that $170,000 be appropriated from the Proposition 42
fund balance to the Atlanta Avenue Widening business unit to provide for City Attorney
salaries ($50,000), consultant services ($100,000) and contingency ($20,000). Since
City Attorney salaries are not normally charged directly to Capital Improvement
Projects, this should be revised to eliminate the appropriation for salaries. Therefore,
the revised motion should read:
Approve an appropriation of$120,000 from Proposition 42 (219) fund balance to
the Atlanta Avenue Widening account 21990002.69365 (Professional Services).
mee*v 0
Agenda Item fNo.
Council/Agency Meeting Held:_ w
Deferred/Continued to:
A roved ❑ C dition I A proved ❑ D i�d i Cl k's Sig ture
Council Meeting Date: August 1, 2011 -d� Depart t ID Number: PW 11-040
CITY OF HUNTINGTON BEACH
REQUEST FOR CITY COUNCIL. ACTION
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A. Wilson, City Manager
PREPARED BY: Travis K. Hopkins, PE, Director of Public Works
SUBJECT: Approve an appropriation from Proposition 42 Fund Balance and an
amendment to the Professional Services Contract with Overland,
Pacific & Cutler, Inc. for the Atlanta Avenue Widening Project, CC-
1319
Statement of Issue: Insufficient funds are currently appropriated to adequately fund City
Attorney salary costs and City's right-of-way/relocation consultant to continue work on the
right-of-way phase of the proposed Atlanta Avenue Widening Project. An amendment to the
existing professional services contract with Overland, Pacific & Cutler, Inc. is requested in
order to adequately address Caltrans' right-of-way acquisition requirements and additional
tasks which were not included within the original scope of services.
Financial Impact: A new budget appropriation of $170,000 from the Proposition 42 (Fund
219) fund balance to Business Unit 21990002 is requested to pay for anticipated additional
costs associated with the Atlanta Avenue Widening Project.
Recommended Action: Motion to: /
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A. Approve an appropriation of $170,000 from Proposition 42 (219) fund balance to the 1
Atlanta Avenue Widening, in accounts 51100 (Permanent Salaries — $50,000) and 69365 J
(Professional Services - $120,000).
B. Approve "Amendment No. 1 to Agreement between the City of Huntington Beach and
Overland, Pacific & Cutler, Inc. for Right of Way, Relocation and Implementation Services" to
increase the contract amount by $50,000.00 to a total contract amount of$150,000.00.
Alternative Action(s): Do not approve the appropriation and contract amendment.
HB -1 g9- Item 14. - 1
REQUEST FOR COUNCIL ACTION
MEETING DATE: 8/1/2011 DEPARTMENT ID NUMBER: PW11-040
Analysis: On January 18, 2005, the City Council adopted Resolution No. 2005-6 approving
the submittal of the Atlanta Avenue Widening Project grant application to the Orange County
Transportation Authority for funding under the Combined Transportation Funding Program.
The City's request for funding was evaluated through this competitive application process,
and on May 25, 2005, OCTA approved the use of Master Plan of Arterial Highways grant
funds for this proposed street widening project.
Due to the use of federal funds, the City was required to obtain authorizations from both the
Federal Highway Administration and Caltrans prior to beginning work on either the
Preliminary Engineering (PE) or Right-of-Way (ROW) phases of this project. On September
22, 2008, the City received authorization to begin the PE phase. After a lengthy
environmental assessment process, the City was able to obtain the Federal and State
environmental approvals required by Caltrans, and on May 2, 2011, the authorization to
proceed with the ROW phase was received.
On October 13, 2009, the City entered into a Professional Services Contract with a right-of
way/relocation consultant, Overland, Pacific & Cutler, Inc. (OPC) to provide real estate
acquisition and relocation assistance services for the proposed street widening project.
OPC's original fee proposal did not anticipate the additional efforts required to document their
right-of-way acquisition/relocation work according to Caltrans' requirements. Accordingly, the
proposed contract amendment is based upon the remaining contract balance along with
OPC's revised fee proposal to address their additional scope of services for this project. It is
important to note that OPC is currently working on appraisals and a Relocation Plan, which
will be brought forward for City Council approval later this year. No property acquisitions are
being made at this time.
Staff is requesting an additional budget appropriation in the amount of $170,000 based on
the following estimate of project-related costs:
Legal $ 50,000 (based on estimate from City Attorney's office)
Consultant $100,000 (based on revised fee proposal from OPC)
Contingency 20,000
Total $170,000
Public Works Commission Action: Not required.
Environmental Status: Not applicable.
Strategic Plan Goal: Maintain, improve and obtain funding for infrastructure and equipment
Item 14. - 2 xB -190-
REQUEST FOR COUNCIL ACTION
MEETING ®ATE: 8/1/2011 DEPARTMENT I® NUMBER: PW11-040
Attachment(s):
® - I a
1. Amendment No. 1 to Agreement between the City of Huntington Beach and Overland,
Pacific & Cutler, Inc. for Right of Way, Relocation and Implementation Services
2. Professional Services Contract between the City of Huntington Beach and Overland, Pacific
& Cutler, Inc. for Right-of-Way, Relocation and Implementation Services (Original
Agreement)
xB -191- Item 14. - 3
ATTACHMENT # 1
Item ,a . 4 HH1 ,.
AMENDMENT NO. 1 TO AGREEMENT BETWEEN THE
CITY OF HUNTINGTON BEACH AND
OVERLAND, PACIFIC &CUTLER,INC. FOR
RIGHT OF WAY, RELOCATION AND IMPLEMENTATION SERVICES
THIS AMENDMENT is made and entered into by and between the CITY OF
HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City',
and OVERLAND, PACIFIC & CUTLER, INC., a California corporation, hereinafter referred to
as"Consultant."
WHEREAS, City and Consultant are parties to that certain agreement, dated October 14,
2009, entitled "Professional Services Contract Between the City of Huntington Beach and
Overland, Pacific & Cutler, Inc. for Right-of-Way, Relocation and Implementation Services"
which agreement shall hereinafter be referred to as the "Original Agreement,"and
Since the execution of the Original Agreement, City has requested additional work from
Consultant and Consultant has agreed to perform such work; and
City and Consultant wish to amend the Original Agreement to reflect the additional work
to be performed by Consultant, and the additional compensation to be paid in consideration
thereof,
NOW, THEREFORE, it is agreed by City and Consultant as follows:
1. ADDITIONAL WORK
Consultant shall provide to City such additional services as required by City in the
attached Exhibit"A,"and incorporated by this reference as though fully set forth herein.
1
1I-2829.001/66299
2. ADDITIONAL COMPENSATION
In consideration of the additional services to be performed hereunder as described
in Exhibit "A," City agrees to pay Consultant an additional sum not to exceed Fifty Thousand
Dollars ($50,000.00). This additional sum shall be added to the Original Agreement sum of One
Hundred Thousand Dollars ($100,000.00) for a new total amount not to exceed One Hundred
Fifty Thousand Dollars($150,000.00).
IN WITNESS WHEREOF, the parties here to have caused this Agreement to be executed
by and through their authorized officers on lii S 7- Q AQ
OVERLAND, IC LER,INC. CITY OF HUNTINGTON BEACH,a
A�
(t municipal corporation of the State of
1 California
6
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print name
ITS: (circle one)Cha' residenU e President ayor
aAND
A
0j/JIAIA�
By: 4,1 k' ff ity Clerk
print name INITIATED AND PROVED:
ITS: (circle one)Secreta C ief Financial
Officer/Asst. Secretary:Treasurer
Director of EconomiCTr6telopment
REVIE APPROVED:
APPROVED AS TO FORM:
Ci Manager \
City Attorney
� . ►4 ►
2
11-2829.001/66299
EX
hibit A
Fee Proposal for Atlanta Avenue Widening Project
City of Huntington Beach
Pro ect Management and Administration* $13,000
Real Estate&Mobile Home Appraisal $15,000 8 $500=$4,000- $19,D00
Real Estate Appraisal Review $3,500 $3,500
Relocation Plan $3,500 $3,500.
Relocation Implementation 8 @$4,250=$34,000 $34,D00
Property Acquisition $5,000 8 @$2,500=$20,000 $25,D00
Reimburseable Title Report* $550 $550
TOTAL FEE $98.550 j
*Includes addition of Caltrans coordination and right of way certification support services,although this
does not include actual preparation and completion of the right of way certification.
**A title report issued by Chicago Title Insurance Company from 2008 exists but must be re-purchased
once the project is re-initiated.
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Scope of Work for Atlanta Avenue Widening Project
Right of Way Program&Project Management Services
1. Prepare a comprehensive project planning worksheet designed to ensure all project elements are
considered and the work plan and client's policies are clearly understood.
2. Conduct comprehensive initial project planning, including policy and budget analysis and
participation in informational meetings with the public and official representatives.
3. Track and manage all budgetary-related aspects of the project associated with OPC's Scope of
Work.
4. Assist with the development of administrative policies, procedures and forms necessary to carry
out the initial program.
5. Provide ongoing general consultation and project coordination with the client, social service
agencies,governmental entities and project team members.
6. Represent the client at public meetings,hearings and litigation related matters.
7. Prepare tracking reports that monitor the completion of project milestones of the various
disciplines involved on the project.
8. Prepare and present a monthly,written status report based on the agreed-upon guidelines on
information to be provided. Confer weekly with client verbally on general status, problem areas,
and progress.
9. Coordinate with federal and state oversight agencies such as Caltrans and FHWA.
10. Provide support services related to the required right of way certification.
11. Subcontract for,and manage,all necessary disciplines needed for the project.
Title Investigation Services
1. Secure vesting deeds,property profile, and tax map for each property.
2. Secure preliminary title reports for each property which will remain valid for a minimum of 6
months or until there is an ownership change.
3. Secure copies of recorded back-up documents as needed.
4. Share preliminary title information with right of way engineer, surveyor, and real estate
appraisers for their use on the project.
5. Prepare list of title exceptions to be cleared; confirm manner of disposition is consistent with
approved project plan.
6. Facilitate changes to preliminary title reports after the preparation of the legal descriptions if
necessary for partial acquisition projects.
Appraisal Services
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1. OPC will mail a notification letter and acquisition policies brochure to the property owner,
requesting permission to conduct an on-site inspection of the property, advising them of their
right to accompany the appraiser at the time of the inspection, and requesting information
regarding the property appraised which could influence the appraised value.
2. Appraiser will review title information pertaining to respective ownerships and will review
drawings and other pertinent information relative to the parcel.
3. Appraiser will inspect each property personally with the owner (if possible) and document the
inspection with photographs for use in the report.
4. Appraiser will inventory all improvements affected by the proposed taking including no-es on
their manner of disposition(i.e.,pay-for and remove vs.move back).
5. Appraiser will perform market research to support the selected appraisal methodologies and will
document and confirm comparable sales information.
6. Appraiser will prepare a narrative appraisal report that conforms to the Uniform Standards of
Professional Appraisal Practice(USPAP).The appraisal study and report are intended to serve as
an acquisition appraisal and will be prepared in a summary format consistent wi-h the
specifications for narrative appraisal reports.
7. Review appraiser will inspect the proposed acquisition and sales comparables used.
8. Review appraiser will evaluate appraiser's valuation findings. and methodology and provide
written letter report stating agreement or disagreement with appraisal report.
9. Fixture and Equipment appraiser will evaluate the fair market value-in-place of each mobilehome
considering improvements such as skirting, steps, patios, storage areas, and other added
improvements.
10. OPC will receive and analyze the completed appraisal reports and will reconcile the real estate
and fixtures and equipment conclusions as necessary.
Acquisition Services—Mobilehome Park Owner and Individual Mobilehome Owners
1. Establish and maintain complete and current ownership files in a form acceptable to the client.
2. Receive and analyze title information, approved appraisal reports and legal descriptions in
sufficient detail to negotiate with property owners and other parties.
3. Prepare all offer letters, summary statements, and lists of compensable items of fixtures and
equipment,in accordance with state or federal regulations and approval of client.
4. Present written purchase offers to owners or their representatives in person, when po>sible.
Secure receipt of delivery of offer as practical and present and secure tenant information
statements,as applicable.
5. Notify relocation agent of initiation of negotiations within 2 business days and provide appraisal
information,occupant contact information,and tenant information as necessary.
6. Follow-up and negotiate with each property owner, as necessary; prepare and submit
recommended settlement justifications to client for review and approval;review any independent
appraisal secured by property owner and coordinate reimbursement of appraisal fees (up to
$5,000) with client. Ongoing negotiations and settlement discussions will continue for 8 weeks
after the initial offer,or until we reach settlement or impasse.
7. Prepare and assemble acquisition contracts,deeds and related acquisition documents required for
the acquisition of necessary property interests. Legal descriptions to accompany easements or to
accompany partial acquisition deeds are not included in this Scope of Work.
8. Maintain a diary report of all contacts made with property owners or representatives and a
summary of the status of negotiations indicating attitude of owners, problem areas, and other
pertinent information.Copies of all applicable written correspondence will be maintained in files.
9. Prepare an impasse letter for any parcel where, after diligent attempts to settle by negotiation, it
appears eminent domain will be needed or prudent to acquire the needed interest.
10. Transmit executed acquisition documents to client. Each transmittal package shall include a fully
executed and properly notarized deed(s), fully executed acquisition contract with attachments,
and a brief settlement memorandum which summarizes the pertinent data relative to the
transaction.
Escrow Coordination or Eminent Domain Coordination Services
If by Negotiated Settlement: Assist the escrow/title company in the following:
1. Open escrow and coordinate execution of closing instructions providing for title insurance
coverage at the settlement amount.
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2. Provide escrow officer with fully executed acquisition contract and notarized deed.
3. Review settlement statement for accuracy.
4. Coordinate deposit of acquisition price and estimated closing costs with escrow.
5. After the closing,review the title insurance policy for accuracy.
6. Prepare and mail a letter to County Assessor requesting cancellation of taxes if appropriate.
If Settlement by Eminent Domain: Assist eminent domain counsel with the following:
7. Prepare a letter for the client signature, to eminent domain counsel requesting proceeding to
condemnation.
8. Provide eminent domain counsel with available right of way maps and legal descriptions,
preliminary title reports and title review documents, and information on how to contact each
owner or interest holder.
4. Provide eminent domain counsel with a duplicate copy of the parcel file,together with a copy of
the appraisal,offer to purchase,correspondence, acquisition contract, and deed as presented.
10. Convert preliminary title reports to litigation guarantees for eminent domain counsels' use, Title
company fees(based of the value of the interest required)are additional.
Relocation Plan Preparation Services
1. Interview all potentially affected occupants to determine relocation needs. The interview queries
household information such as: the number, ages and gender of all occupants, income of the
household, distance to employment and utilized neighborhood services, special needs of the
household, legal presence,etc.
2. Research the marketplace for available replacement dwellings and locations for compiling project
costs.
3. Compile statistics on available, comparable replacement housing.
4. Calculate potential project costs.
5. Present draft relocation plan to client.
6. Distribute plan to project participants and make it available for public inspection.
7. Make any needed revisions brought up during the public inspection period.
8. Participate in adoption presentation meeting.
Relocation Assistance Program Implementation Services
1. Secure basic case information and set up case file; maintain the necessary case documentation
and contact diary throughout the course of our involvement with the claimant.
2. Provide General Information Notice to all project site occupants at time of first written offer,
including proof of service.
3. Conduct initial in-depth field interview with claimant: Document rent, income, family size,
names/ages of occupants, legal presence; determine relocation needs,preferences and special
requirements; provide general information notices and brochure; explain relocation process,
rights and benefits available.
4. Provide on-going advisory assistance to minimize hardships on claimants, including referrals
to and coordination with community service resources, public housing and other public
services as needed.
5. Document rent with rental agreement,receipts,or economic rent if needed.
6. Document/verify income using pay stubs, budget worksheets, tax returns, certification, andor
cash affidavit as necessary.Use rent-to-rent method if income cannot be verified.
7. Assist with the reconciliation of FF&E ownership among owner and tenant.
8. Search for, document and inspect individual comparable dwellings for each claimant: provide
initial referrals and three sets of additional housing referrals every 4-6 weeks,as necessary.
9. Prepare letter of eligibility and entitlement amounts based on most appropriate comparable
replacement dwelling and seek authorization from client.
10. Deliver letter of eligibility to claimant, discuss findings and impacts to occupants' particular
needs.Amend the letter of eligibility one additional time if the economics of the comparable-'s
availability changes over the course of our assignment.
21. Prepare and deliver 90-day notices to vacate no later than 12 weeks after general information
notices have been delivered.
12. Arrange for transportation to view replacement sites if needed; assist claimants with their
selection of a replacement site, with lease offers, with review of rental agreements, and with
move bids or fixed moving payment.
13. Inspect selected site to ensure it meets decent safe, and sanitary requirements.
14. Monitor the replacement site escrow and explain the relocation process to agent and escrow
officer as necessary.
15. Review and discuss claimants' moving plans, build-out specifications and personal property
inventory and coordinate eligibility limitations in advance of physical move.
16. Verify vacation of the displacement site and secure a certificate of abandonment.
17. Determine eligibility for proposed amount of relocation benefits, including actual and
reasonable moving payments, rental/purchase differential payments and fixed payments as
applicable.
18. For residential moves, secure and process an advance claim to assist with the move, and a
second final claim incorporating the moving costs and rental/purchase differential payment
once family has moved to selected replacement site.
19. Each claim will be signed by the claimant supported by appropriate back-up (written bids,
schedules,receipts, etc.), and will be reviewed by OPC's project manager for recommendation
before submitting to client for approval. Each claim check will be delivered to claimant in
person(as feasible)and a receipt of payment will be secured.
Limiting Conditions
The City of Huntington Beach needs to provide a site plan(s)depicting the before and after conditions of
the mobile home park, including traffic circulation, interior road reconstruction/reconfiguration, any
proposed changes to space lay-out of park, etc. The City needs to state whether the work will be
completed as part of a construction contract, or if the park owner will be paid to complete the work
(valuation consideration.)
The City needs to survey, stake and paint the future right of way limit lines and the temporary
construction easement lines to assist the appraiser, negotiator and project occupants with fully
understanding the impacts of the project.
OPC anticipates supporting the City with the required right of way certification process by providing
acquisition and relocation related documents required for the report. However, OPC will not be
coordinating and completing the actual certification or coordinating/handling utility coordination for the
fees proposed above.
If the project is delayed, and the City is unable to issue 90-day vacate notices within 3 months of the
initiation of relocation implementation services, relocation assistance fees may be increased accordingly,
if relocation assistance services are provided for longer than 6 months.
Optional Services Available(not included in stated fees)
Additional Escrow Coordination or Eminent Domain Coordination Services
If by Negotiated Settlement: Assist City staff and/or Eminent Domain counsel with transactional
activities surrounding complex revisions to the standard right of way agreement or conveyance
documents.
If Settlement by Eminent Domain: Assist eminent domain counsel eminent domain preparation
activities, with any settlement item or re-negotiated transactional item outside of OPC's covered
scope.
Title Clearance Services
1. Work in conjunction with escrow officer to facilitate the clearance of title matters as set forth in
the settlement memorandum and escrow instructions.
2. Coordinate payment of taxes due and release of liens.
3. Secure full or partial reconveyance instruments from lien holders of record.
4. Coordinate lost instrument bonds as may be necessary.
5. Coordinate and facilitate recordation of corrective deeds to clear vesting issues.
6. Secure subordination agreements from conflicting easement holders.
Supplemental Relocation Assistance Services
1. Provide support to client for claimant appeals.
2. Provide additional site referrals beyond those that were presented in the Scope of Work.
3. Continue to work with claimant beyond 180 days from general information notice.
4. Administer periodic payments of relocation benefits.
5. Security or dual consultant services which may be necessary in hostile/violent households.
6. Translation services (other than Spanish) if needed by OPC and requested by client or
claimant.
7. Intensive move planning, administration, and physical move coordination services in complex
or hardship cases.
8. Section 8 administration or processing services where OPC aids in the application process on
behalf of claimants or is converting conventional units to Section 8 units.
Right of Way Certification Services
1. Attend certification planning meeting with client's Right of Way Local Assistance Coordinator
and project team.
2. Prepare real estate components of right of way data sheet and provide current and escalated costs
for acquisition and relocation; incorporate engineers' construction and utility information as
provided to OPC.
3. Ensure appraisal maps/right of way maps and legal descriptions are all properly identified and
prepared in conformance with approved right of way numbering system.
4. Oversee utility relocation activities as required for completion of certification form including
compiling utility notices and submittal of hi-low risk utility sheet prepared by engineers for Right
of Way Local Assistance Coordinator review.
5. Ensure that all interests necessary for the project have been secured and all relocation activities
have been performed in compliance with applicable law and regulations.
6. Prepare certification forms in coordination with engineer and client to include the compilation of
all necessary back-up documents required including; deed, final order of condemnation, access
easements,cooperative agreements,permits,right of entries,etc.
7. Attend and coordinate pre and post-audit submittal meetings.
Utility Coordination and Relocation
1. Review design plans and cross sections and conduct a field review to identify potential utility
involvements. Review findings with the project manager/project engineer.
2. Forward.a letter of introduction to utility owners.
3. Contact cities and utility companies to obtain as-builts, utility location maps and other
documentation to identify utility locations.
4. Coordinate potholing to positively identify conflicts.
5. Prepare a Report of Investigation to determine liability for relocation costs.
6. Coordinate and plan with the utility owners and their engineers as needed; to discuss project
design,potential conflicts and relocation alternatives and resolution to conflicts.
7. Obtain detailed scopes of work from the utility companies for relocation, estimated start and
completion dates and proposed cost to perform and complete the job.
8. Work with the project manager and utility owner to ensure the Utility Relocation Plan is
compatible with permit requirements and utility agreements are properly prepared.
9. Assist in obtaining permits, licenses and replacement easements as necessary for utility
relocations.
10. Obtain final drawings and as-builts from the utility owners and confirm that all items of work
have been completed by the utility owner.
11. Prepare utility closeout file for each utility and transfer to local agencies.
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City Of Huntington Beach
2000 Main Street ® Huntington Beach, CA 92648
(714) 536-5227 ® www.huntingtonbeachea.gov!
F J 199g"-°'' Office of the City Clerk
FB,J � �
e Joan L. Flynn, City Clerk
August 9, 2011
Overland, Pacific & Cutler, Inc.
Attn: Amber Costello, Corp. Counsel
100 W. Broadway, Suite 500
Long Beach, CA 90802
Dear Ms. Costello:
Enclosed for your records is a fully executed duplicate original of Amendment No. 1 to the
Professional Services Contract between the City of Huntington Beach and Overland,
Pacific & Cutler, Inc. for Right of Way, Relocation and Implementation Services.
Sincerely,
Joa L. Flynn, CIVIC
City Clerk
JF:pe
Enclosure
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Sister Cities: Anjo,Japan ® Waitakere,New Zealand
ATTACHMENT #2
PROFESSIONAL SERVICES CONTRACT BETWT--EN
THE CITY OF HUNTINGTON BEACH AND
OVERLAND. PACIFIC & CUTLER, INC_
FOR
RIGHT-OF-WAY, RELOCATION AND TMPLEMENFrATION SERVICES
THIS AGREEMENT ("Agreement") is made and entered into by and bettiveen the
City of Huntington Beach, a municipal corporation of the State of California, hereinafter
referred to as "CITY, and Overland,Pacific &Cutler , a corporation �.
Inc.
hereinafter referred to as"CONSULTANT."
WHEREAS, CITY desires to engage the services of a consultant to
provide right—or—way, acquisition,
and relocation services ;and .
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:
I. 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."
Joey Mendoza and/or
CONSULTANT hereby designates Ray Armstrong who shall
represent it and be its sole contact and agent in all consultations with CITY during the
performance of this Agreement.
anreel surfneVprofessicnal Svcs 50 to 100
)2.07 1 of I 1
HB -203- Item 14. - 15
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 (�GZ` �_13 , 20 09 (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 three ( 3 ) years 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.
CONSULTAitiTT 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 "B," which is attached hereto and incorporated by reference into this Agreement,
a fee, including all costs and expenses, not to exceed one hundred thousand
Dollars(S 100 , 000 . 00-----j.
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 work only after receiving written authorization from CITY. Additional
agreel sufnevprofessionai secs 5G to)p0
12-07 2 of I I
Item 14. - 16 HB -204-
Y
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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.
S. 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"villful
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
greet surfnetJprofessional secs 50 to 100
12-07 Of I I
HB -205- Item 14. - 17
apply to all claims and liability regardless of whether any insurance policies are applicable-
The policy limits do not act as limitation upon the amount of indemnification to be
provided by CONSULTANT.
4. 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
(S IO,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 thp-t
agree/surfnevpwflessionsl Svcs 50to?OD
12-07 of I i
Item 14. - 18 xB -206-
insurance has been procured and is in force and paid for; the CITY shall have the right, at
the CITY's election, to forthwith terminate this Agreement. Such termination shall not
effect 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
shalt:
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 farce
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 a.,
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!surrneJprofessiona)Svcs 50 to 100
1=•�? 5 of l l
xB -207- Item 14. - 19
IL 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 writincr, 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 DELEGATION
This Agreement is a personal service contract and the work hereunder shalt
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 a
subcontract is approved, all approved assignees, delegates and subconsultants must satisf±
the insurance requirements as set forth in Sections 9 and 10 hereinabove.
gntel snrfnebprofessiona1 svc5 50 to IOC
12-07 6 of 1 l
Item 14. - 20 xB -208-
14. COPYPJGHTS/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 I
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, tc
the addresses specified below- CITY and CONSULTANT may designate differen-
addresses to which subsequent notices, certificates or other communications will be sent bN
notifying the other party via personal delivery, a reputable overnight carrier or U. S.
certified mad-return receipt requested:
TO CITY- TO CONSULTANT:
City of Huntington Beach Overland, Pacific & Cutler, Inc.
ATTN: Tina Krause, Real Estate Attn: Anbeer Costello, Corp. Counsel.
2000 Main Street 100 W_ BroacTway, Suite 500
Huntington Beach, CA 92648 Long Beach, CA 90802
( 562 ) 304-2C)nf)
aged 5urfnellpmfessional svcs 50 to 100
12-07 7 o f l l
HB -209- Item 14. - 21
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 Ianguage 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 to require the commission.of any act
agreel surfneUprofess ion a]s•cs 50 to 100
12-07, 8 of I I
Item 14. - 22 HB -210-
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. L,EGAL SERVICES SUBCONTRACTING PROHIBITED
CONSULTANT and CITY agree that CITY is not liable for payment of an)
subcontractor work involving legal services, and that such legal services are expressly
outside the scope of services contemplated hereunder. CONSULTANT understands tha.
pursuant to Hvntington 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-r snrfneVprof ssional s,,cs 50 to 100
12.e2 9 of 11
HB -211- Item 14. - 23
24. ATTORNEY'S FEES
In the event suit is brought by either party to construe, interpret and/or
enforce the terms and/or provisions of this Agreement or to secure the performance hereof-
each party shall bear its own attorney's fees, such that the prevailing party shall not be
entitled to recover its attorney's fees from the nonprevailing party_
25. SURVIVAL
Terms and conditions of this Agreement, which by their sense and context.
survive the expiration or termination of this Agreement,shall so survive.
26. GOVERNING LAW
This Agreement shall be governed and construed in accordance with the
laws of the State of California.
27. SIGNATORIES
Each undersigned represents and warrants that its signature hereinbelow has
the power; authority and right to hind their respective parties to each of the terms of this
Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the
event that such authority or power is not, in fact, held by the si Cory or is withdrawn.
CONSULTANT's Initials
28. ENTIRETY
The parties acknowledge and agree that they are entering into this
Agreement freely and voluntarily following extensive arm's length negotiation, and that
each has had the opportunity to consult with legal counsel prior to executing this
Agreement. The parties also acknowledge and agree that no representations, inducements
promises, agreements or warranties, oral or otherwise, have been trade by that party o.
anyone acting on that party's behalf; which are not embodied in this Agreement, and that
agree/surfneVprofessional secs 50 to 100
12-07 10 o f I 1
Item 14. - 24 xB -212-
---------- ------
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
-jpn the date of its approval by the City Attorney. This Agreement shall expire when
terminated as provided herein.
CONSULTANT, CITY OF HUNTINGTON BEACH,
a municipal co oration of the State of
California
COMPANY NAME
By., I'Xity Administrator
INITIATED AND APPROVED:
print name
ITS: (circle one)ChairTnan/Prrsidenv ice—P—le—l-lde-11-I-)
i VeIoLrnerF-Pirectel Chief
AND
By: Ila
APPROVED AS TO FORM:
print name t
ITS: (circle one)Secretary f4, Ci�,Attorney p1 lq)01
Secretary-Treasurer
Date— d9C` 13, 2---)07
a,orcef surfncifprofessional svcs 50 to 100
12-07
HB -213- Item 14. - 25
Exhibit A
Scope of Work—California
State or Locally-Funded Projects
The consultant shall perform the following tasks:
A. Right of Way Program & Project Management Services
1. Prepare a comprehensive project planning worksheet designed to ensure all project
elements are considered and the work plan and client's policies are clearly understood.
2. Conduct comprehensive initial project planning, including policy and budget analysis
and participation in informational meetings with the public and official representatives.
3. Track and manage all budgetary-related aspects of the project associated with OPC's
- I Scope of Work.
4, Assist with the development of administrative policies, procedures and forms necessary
to carry• out the initial program.
5. Provide ongoing general consultation and project coordination with the client, social
service agencies, governmental entities and project team members.
6- Represent the client at public meetings,hearings and litigation related matters.
7- Prepare tracking reports that monitor the completion of project milestones of the various
disciplines involved on the project.
8- Prepare and present a monthly written status report based on the agreed-upon guidelin,,s
on information to be provided- Confer weekly with client verbally on general star s-
problem areas, and progress.
9. Coordinate with federal and state oversight agencies such as Caltrans, HUD, FHWA,
FAA, and FTA.
10. Subcontract for and manage all necessary disciplines needed for the project.
B. Title Investigation Services
I- Secure vesting deeds,property profile, and tax map for each property.
2. Secure preliminary title reports for each property which will remain valid for a MiniMLIn
of 6 months or until there is an ownership change.
3. Secure copies of recorded back-up documents as needed.
4- Share preliminary title information with right of way engineer, sun.-eyor, and real estate
appraisers for their use on the project-
5- Prepare list of title exceptions to be cleared; confirm manner of disposition is consistent
with approved project plan.
6- Facilitate changes to preliminary title reports after the preparation of the legal
descriptions if necessary for partial acquisition projects.
C. Appraisal Services
I- OPC will mail a notification letter and acquisition policies brochure to the property
owner, requesting permission to conduct an on-site 'Inspection of the property, advising
them of their right to accompany the appraiser at the time of the inspection, Fand
requesting Information regarding the property appraised -ahlch could influence she
appraised value.
Item 14. - 26 HB -214-
2. Appraiser will review title information pertaining to respective ownerships and will
review drawings and other pertinent information relative to the parcel.
3. Appraiser will inspect each property personally with the owner (if possible) and
document the inspection with photograpbs for use in the report.
4. Appraiser will inventory all improvements affected by the proposed taking including
notes on their manner of disposition(i.e.,pay-for and remove vs. move back).
5. Appraiser will perform market research to support the selected appraisal methodologies
and will document and confirm comparable sales information.
6. Appraiser will prepare a narrative appraisal report that conforms to the Uniform
Standards of Professional Appraisal Practice(USPAP)_The appraisal study and report ate
intended to serve as an acquisition appraisal and will be prepared in a summary format
consistent with the specifications for narrative appraisal reports.
7. OPC will receive and analyze the completed appraisal reports and will reconcile the real
estate and fixtures and equipment conclusions as necessary.
D_ Acquisition Services—Fee Owner
I. Establish and maintain complete and current ownership files in a form acceptable to the
client_
2. Receive and analyze title information, approved appraisal reports and legal descriptions
in sufficient detail to negotiate with property owners and other parties.
3. Prepare all offer letters, summary statements, and lists of compensable items of fixtures
and equipment, in accordance with state or federal regulations and approval of client.
4. Present written purchase offers to owners or their representatives in person, when
possible_ Secure receipt of delivery of offer as practical and present and secure tenant
information statements, as applicable.
5. Notify relocation agent of initiation of negotiations within 2 business days and provide
appraisal information, occupant contact information, and tenant information as
necessary_
6. Follow-up and negotiate with each property owner, as necessary; prepare and submit
recommended settlement justifications to client for review and approval; review any
independent appraisal secured by property owner and coordinate reimbursement of
appraisal fees(up to$5,000)with client. Ongoing negotiations and settlement discussions
will continue for 8 weeks after the initial offer or until we reach settlement or impasse.
7. Prepare and assemble acquisition contracts, deeds and related acquisition documents
required for the acquisition of necessary property interests. Legal descriptions 'o
accompany easements or to accompany partial acquisition deeds are not included in this
Scope of Work.
8. 1llaintain a diary report of all contacts made with property owners or representatives and
a summary of the status of negotiations indicating attitude of owners, problem areas, and
other pertinent information. Copies of all applicable written correspondence will be
maintained in files.
9. Prepare an impasse letter for any parcel where, after diligent attempts to settle by
negotiation, it appears eminent domain will be needed or prudent to acquire the needed
interest.
10. Transmit executed acquisition documents to client. Each transmittal package shall
include a fully executed and properly notarized deed(s), fully executed acquisition
contract with attachments_ and a brief settlement memorandum which summarizes the
pertinent data relative to the transaction.
xB -215- Item 14. - 27
E. Acquisition Services—Tenant4nterest Owner
I. After the formal offer to purchase is delivered to the underlying property owner,deliver a
"tenant notification letter"notifying tenant of their rights in the transaction and informing
them of needed quitclaims of interests_
2. Secure copy of lease to determine the extent of possessory interest in property to be
acquired_
3. Participate in andlor facilitate discussions between property owner and tenant regarding
apportionment of just compensation, ownership of fixtures and equipment or
improvements, and other elements needed to secure tenants voluntary settlement of rights
and interests.
4. Present unapportioned offer to purchase leasehold interest and fixtures and equipment to
tenant as may be required to facilitate settlement by eminent domain.
5. Prepare purchase agreements and deeds for acquisition of tenants' rights and property.
F_ Escrow Coordination or Eminent Domain Coordination Services
If by Negotiated Settlement: Assist the escrow/title company in the following:
1. Open escrow and coordinate execution of closing instructions providing for title
insurance coverage at the settlement amount.
2. Provide escrow officer with fully executed acquisition contract and notarized deed.
3. Review settlement statement for accuracy_
4. Coordinate deposit of acquisition price and estimated closing costs with escrow.
5. After the closing,review the title insurance policy for accuracy.
6_ Prepare and mail a letter to County Assessor requesting cancellation of taxes if
appropriate.
If Settlement by Eminent Domain. Assist eminent domain counsel with the following:
7. Prepare a letter for the client signature, to eminent domain counsel requesting proceeding
to condemnation.
8_ Provide eminent domain counsel with available right of way maps and legal descriptions,
preliminary title reports and title review documents; and information on how to contact
each owner or interest holder.
9. Provide eminent domain counsel with a duplicate copy of the parcel file, together with a
copy of the appraisal, offer to purchase, correspondence, acquisition contract, and deed as
presented_
10. Convert preliminary title reports to litigation guarantees for eminent domain counsels'
use.Title company fees(based of the value of the interest required)are additional.
G. Title Clearance Services
I_ Work in conjunction with escrow officer to facilitate the clearance of title matters as set
forth in the settlement memorandum and escrow instructions.
2_ Coordinate payment of taxes due and release of liens.
3. Secure full or partial reconveyance instruments from lien holders of record.
Item 14. - 28 HB -216-
4. Coordinate lost instrument bonds as may be necessary.
5. Coordinate and facilitate recordation of corrective deeds to clear vesting issues.
6. Secure subordination agreements from conflicting easement holders.
IL Relocation Plan Preparation Services
1. Interview all potentially affected occupants to determine relocation needs. The interview
queries business needs, special licensing or zoning needs,needed permits, information an
trade areas, special moving requirements, etc. The interview also queries household
information such as: the number, ages and gender of all occupants, income of tre
household, distance to employment and utilized neighborhood services, special needs of
the household, etc.
2. Research the marketplace for available replacement locations and/or establish rent
schedules for compiling project costs.
3. Compile statistics on available housing and business replacement sites_
4. Calculate potential project costs.
5. Present draft relocation plan to client.
6. Distribute plan to project participants and make it available for public inspection.
7. Flake any needed revisions brought up during the public inspection period.
8. Participate in adoption presentation meeting.
1. Relocation Assistance Program Implementation Services
I. Secure basic case information and set up case file; maintain the necessary case
documentation and contact diary throughout the course of our involvement with the
claimant.
2. Conduct initial in-depth field interview with claimant: Document rent, income, family
size,names/ages of occupants and determine relocation needs, preferences and special
requirements; provide general information notices and brochure: explain relocation
process,rights and benefits available.
3. Provide on-going advisory assistance to minimize hardships on claimants, including
referrals to and coordination with community service resources, public housing and
other public services as needed.
4. Document rent with rental agreement, receipts, or economic rent if needed.
5. Document/verify income using pay stubs, budget worksheets, tax returns;
certification, and/or cash affidavit as necessary. Use rent-to-rent method if income
cannot be verified.
6. Assist with the reconciliation of FF&E ovvnersbip among owner and tenant.
7. Create rent schedule for project as appropriate and if authorized by client.
8. Search for and document comparables for each claimant: provide initial referrals and
three sets of additional housing referrals every 4-6 weeks, as necessary; search for
available non-residential sites until OPC recommends at least one appropriate site or
determines that no such site exists. Provide with any referral, an evaluation form
which requests feedback as to the suitability of the site referral, and attempt to secure
response from claimant.
9. Prepare letter of eligibility based on most appropriate comparable or rent schedule,
and seek authorization of client.
1113 -21 7- Item 14. - 29
-----------------
10. Deliver letter of eligibility to claimant, discuss findings and impacts to occupants'
particular needs. Amend the letter of eligibility one additional time if the economics
of the comparable's availability changes over the course of our assignment.
]L Prepare and deliver 90-day notices to vacate no later than 12 weeks after general
information notices have been delivered.
12.. Ayrange for transportation to view replacement sites if needed; assist claimants with
their selection of a replacement site, with lease offers, with review of rental
agre ements,and with move bids or fixed moving payment.
13. Inspect selected site to ensure it meets decent, safe, and sanitary requirements,.
14. Monitor the replacement site escrow and explain the relocation process to agent and
escrow officer as necessary.
15. Review and discuss claimants' moving plans, build-out specifications and personal
property inventory and coordinate eligibility limitations in advance of physical move.
16. Verify vacation of the displacement site and secure a certificate of abandonment-
17. Determine eligibility for proposed amount of relocation benefits, including actual and
reasonable moving payments, rental/purchase differential payments, re-establishment
payments,and fixed payments as applicable.
18. For residential moves, secure and process an advance claim to assist with the move,
and a second final claim incorporating the moving costs and rental/purchase
differential payment once family has moved to selected displacement site. For non-
residential moves, secure and process moving assistance, re-establishment, in-lieu, or
settlement claims ensuring that no item was duplicated in the acquisition process.
19- Each claim will be signed by the claimant, supported by appropriate back-up (written
bids, schedules, receipts, etc.), and will be reviewed by OPC's project manager for
recommendation before submitting to client for approval. Each claim check will be
delivered to claimant in person (as feasible) and a receipt of payment will be secured.
J. Supplemental Relocation Assistance SeiNices (optional service)
I. Provide support to client for claimant appeals.
2. Provide additional site referrals beyond that which was presented in Scope of Work
3. Continue to work with claimant beyond 180 days from general information rfonce-
4. Aid eminent domain counsel with loss of business goodwill defense, preparation of
support necessary to justify all-inclusive settlement for relocation and loss of business
goodwill,and preparation of settlement agreements.
5. Administer periodic payments of relocation benefits.
6. Security or dual consultant services which may be necessary in hostile/violent
households.
7. Translation services (other than Spanish) if needed by OPC and requested by client or
claimant.
8. Intensive move planning, administration, and physical move coordination services in
complex or hardship cases.
9. Section 8 administration or processing services where OPC aids in the application
process on behalf of claimants or is converting conventional units to Section 8 units.
Item 14. - 30 HB -218-
---------------------------
K_ Right of Way Certification Services
1. Attend certification planning meeting with client's Right of Way Local Assistance
Coordinator and project team.
2. Prepare real estate components of right of way data sheet and provide current and
escalated costs for acquisition and relocation; incorporate engineers' construction and
tv
utility information as provided to OPC.
3 Ensure appraisal maps/right of way maps and legal descriptions are all properly identifi.-d
and prepared in conformance with approved right of way numbering system.
4. Oversee utility relocation activities as required for completion of certification form
including compiling utility notices and submittal of hi-low risk utility sheet prepared by
engineers for Right of Way Local Assistance Coordinator review-
5. Ensure that all interests necessary for the project have been secured and all relocation
activities have been performed in compliance with applicable law.and regulations.
6. Prepare certification forms in coordination with engineer and client to include the
compilation of all necessary back-up documents required including; deed,.final order of
condemnation, access easements, cooperative agreements,pen-nits, right of entries, etc.
7. Attend and coordinate pre and post-audit submittal meetings.
L. Utility Coordination and Relocation
1. Review design plans, cross sections and conduct a field review to identify potential utility
involvements. Review findings with the project manager/project engineer.
2. Forward a letter of introduction to utility owners-
3. Contact cities and utility companies to obtain as-builts, utility location maps and other
documentation to identify utility locations.
4. Coordinate potholing to positively identify conflicts.
S. Prep-are a Report of Investigation to determine liability for relocation costs.
6. Coordinate and plan with the utility owners and their designers as needed to discuss
- project design, potential conflicts and relocation alternatives and resolution to conflicts.
7. Obtain detailed scopes of work from the utility companies for relocation, -estimated start
and completion dates, and proposed cost to perform and complete the job.
8. Work with the project manager and utility owner to ensure the Utility Relocation Plan is
compatible with pen-nit requirements and utility agreements are properly prepared.
9. Assist in obtaining permits, licenses and replacement easements as necessary for utility
relocations.
10. Obtain final drawings and as-builts from the utility owners and confirm that all items of
work have been completed by the utility owner.
11- Prepare utility closeout file for each utility and transfer to local agencies.
HB -219- Item 14. - 31
EXHIBIT "B"
Payment Schedule(Hourly Payment)
A_ Hourly Rate
CONSULTANT'S fees for such services shall be based upon the folloNN7ng hourly rate and
cost schedule:
a a a 14
1
Principal $166.50
Principal Consultant/Director $148.50
Senior Project Manager $126.00
Project Manager $120.00
Staff Services- Mike Green I $105.00
Senior Acquisition/Relocation Consultant { $103.50
Acquisition/Relocation Consultant/AnaIyst $94.50
Real Estate Technician/Escrow Officer/Project Support $65.70
Secretarial/Clerical $40.50
a
Principal $185.00 per hour
Principal Consultant I Director $165.00 per hour
Senior Project Manager $140.00 per hour
Project Manager $130.00 per hour
Senior AcquisitionlRelocation Consultant $115.00 per hour
Acquisition/Relocation Consultant/Analyst $ 105.00 per hour
Real Estate Technician/Escrow Officer/Project Support S 73.00 per Tour
f Secretarial/Clerical $ 45.00 per hour
Overland, Pacific & Cutler, Inc. considers photocopying, first class postage, telephone, facsimile
and cellular communication charges as a normal part of doing business. Outside exhibit
preparation, requested overnight courier, registered or certified mailings, and specialty
reproduction will be charged at cost for administration, coordination and handling.
`:-fnet Exhibit$hourly I
Item 14. - 32 HB -220-
In the event Overland, Pacific & Cutler, Inc. is required to perform services in relation to
litigation arising out of any project of client, such services shall be invoiced at two times the
hourly rates.
B. Travel.
Reimbursable mileage will be billed at the current allowable IRS rate on pre-approved
travel.
C. Billin
1. All billing shall be done monthly in fifteen (15) minute increments and matched to
an appropriate breakdown of the time that was taken to perform that work and who
performed it.
2. Each month's bill should include a total to date. That total should provide, at a
glance;the total fees and costs incurred to date for the project.
3. A copy of memoranda, letters; reports, calculations and other documentation
prepared by CONSULTANT may be required to 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.
4. CONSULTANT shall submit to CITY an invoice for each monthly payment due.
Such invoice shall.-
A) Reference this Agreement;
B) Describe the services performed;
C) Show the total amount of the payment due;
D) 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
E) For all payments include an estimate of the percentage ofwork 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.
$urfne!Exhibit B hourly 2
1113 -221- Item 14. - 33
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 expepded
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 concezning payment of such an invoice shall be treated
as separate and apart from the ongoing performance of the remainder of this
Agreement.
Surfnet Exhibit B hourly 3
Item 14. - 34 HB -222-
CONTRACTS SUB ITT�L `T
CITY CLERK'S OF
{ ra,PgI5 4,110: 51
4i t1 a I
To: JOAN FLYNN, City Clerk
Name of Contractor: Overland, Pacific & Cutler, Inc.
Purpose of Contract: For Example:Audit Services or Water Quality Testing Huntington Lake—Huntington Central Park
Right-of-Way, Relocation and Implementation Services
Amount of Contract: $100,000.00
Copy of contract distributed to: The original insurance certificate/waiver distributed
❑
Initiating Dept. ❑ to Risk Management
Finance Dept. ❑ ORIGINAL bonds sent to Treasurer ❑
N me Extensi
City Attorney's Office
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6.AttvMisc/Cuntracl Forins/City Clcrk ll;insmitlal
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
OVERLAND, PACIFIC & CUTLER, INC.
FOR
RIGHT-OF-WAY, RELOCATION AND IMPLEMENTATION SERVICES
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 as "CITY, and Overland,Pacific &Cutler , a corporation
Inc.
hereinafter referred to as "CONSULTANT."
WHEREAS, CITY desires to engage the services of a consultant to
provide right-of-way,, acquisition,
and relocation services ; and
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."
Joey Mendoza and/or
CONSULTANT hereby designates Ray Armstronq who shall
represent it and be its sole contact and agent in all consultations with CITY during the
performance of this Agreement.
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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 tPC-f K3 , 20 0 9 (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 three ( 3 ) years 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 "B," which is attached hereto and incorporated by reference into this Agreement,
a fee, including all costs and expenses, not to exceed one hundred thousand
Dollars ($ 100 , 000 . 00-----).
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 work only after receiving written authorization from CITY. Additional
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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
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apply to all claims and liability regardless of whether any insurance policies are 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
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insurance has been procured and is in force and paid for, the CITY shall have the right, at
the CITY's election, to forthwith terminate this Agreement. Such termination shall not
effect 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.
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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 DELEGATION
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.
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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: TO CONSULTANT:
City of Huntington Beach Overland, Pacific & Cutler, Inc.
ATTN: Tina Krause, Real Estate Attn: Amber Costello, Corp. Counsel
2000 Main Street 100 W. Broadway, Suite 500
Huntington Beach, CA 92648 Long Beach, CA 90802
( 56i2 ) -04-20n0
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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 to require the commission.of any act
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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.
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24. ATTORNEY'S FEES
In the event suit is brought by either party to construe, interpret and/or
enforce the terms and/or provisions of this Agreement or to secure the performance hereof,
each party shall bear its own attorney's fees, such that the prevailing party shall not be
entitled to recover its attorney's fees from the nonprevailing party.
25. SURVIVAL
Terms and conditions of this Agreement, which by their sense and context
survive the expiration or termination of this Agreement, shall so survive.
26. GOVERNING LAW
This Agreement shall be governed and construed in accordance with the
laws of the State of California.
27. SIGNATORIES
Each undersigned represents and warrants that its signature hereinbelow has
the power, authority and right to bind their respective parties to each of the terms of this
Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the
event that such authority or power is not, in fact, held by the signatory or is withdrawn.
CONSULTANT's Initials
28. ENTIRETY
The parties acknowledge and agree that they are entering into this
Agreement freely and voluntarily following extensive arm's length negotiation, and that
each has had the opportunity to consult with legal counsel prior to executing this
Agreement. 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 behalf, which are not embodied in this Agreement, and that
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that parry 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, CITY OF HUNTINGTON BEACH,
a municipal corporation of the State of
M-Xd w ���� California
COMPANY NAME
By: /City Administrator
INITIATED AND APPROVED:
print name
ITS: (circle one)Chairman/Presi den tNi�ce President
o rd- irecto Chief
AND --
By:
APPROVED AS TO FORM:
print name 13 0
ITS: (circle one)Secretary/Chief Financial Officer/Asst. CityAttorney �J)m
Secretary—Treasurer
Date ( Gq �. t �Q
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i
Exhibit
Scope of Work--California
State or Locally-Funded Projects
The consultant shall perform the following tasks:
A. Right of Way Program &Project Management Services
1. Prepare a comprehensive project planning worksheet designed to ensure all project
elements are considered and the work plan and client's policies are clearly understood.
2. Conduct comprehensive initial project planning, including policy and budget analysis
and participation in informational meetings with the public and official representatives.
3. Track and manage all budgetary-related aspects of the project associated with OPC's
Scope of Work.
4. Assist with the development of administrative policies, procedures and forms necessary
to carry out the initial program.
5. Provide ongoing general consultation and project coordination with the client, social
service agencies, governmental entities and project team members.
6. Represent the client at public meetings, hearings and litigation related matters.
7. Prepare tracking reports that monitor the completion of project milestones of the various
disciplines involved on the project.
8. Prepare and present a monthly written status report based on the agreed-upon guidelines
on information to be provided. Confer weekly with client verbally on general status,
problem areas,and progress.
9. Coordinate with federal and state oversight agencies such as Caltrans, HUD, FHWA,
FAA, and FTA.
10. Subcontract for and manage all necessary disciplines needed for the project.
B. Title Investigation Services
1. Secure vesting deeds,property profile, and tax map for each property.
2. Secure preliminary title reports for each property which will remain valid for a minimum
of 6 months or until there is an ownership change.
3. Secure copies of recorded back-up documents as needed.
4. Share preliminary title information with right of way engineer, surveyor, and real estate
appraisers for their use on the project.
5. Prepare list of title exceptions to be cleared; confirm manner of disposition is consistent
with approved project plan.
6. Facilitate changes to preliminary title reports after the preparation of the legal
descriptions if necessary for partial acquisition projects.
C. Appraisal Services
1. OPC will mail a notification letter and acquisition policies brochure to the property
owner, requesting permission to conduct an on-site inspection of the property, advising
them of their right to accompany the appraiser at the time of the inspection, and
requesting information regarding the property appraised which could influence the
appraised value.
2. Appraiser will review title information pertaining to respective ownerships and will
review drawings and other pertinent information relative to the parcel.
3. Appraiser will inspect each property personally with the owner (if possible) and
document the inspection with photographs for use in the report.
4. Appraiser will inventory all improvements affected by the proposed taking including
notes on their manner of disposition(i.e., pay-for and remove vs.move back).
5. Appraiser will perform market research to support the selected appraisal methodologies
and will document and confirm comparable sales information.
6. Appraiser will prepare a narrative appraisal report that conforms to the Uniform
Standards of Professional Appraisal Practice(USPAP). The appraisal study and report are
intended to serve as an acquisition appraisal and will be prepared in a summary format
consistent with the specifications for narrative appraisal reports.
7. OPC will receive and analyze the completed appraisal reports and will reconcile the real
estate and fixtures and equipment conclusions as necessary.
D. Acquisition Services—Fee Owner
1. Establish and maintain complete and current ownership files in a form acceptable to the
client.
2. Receive and analyze title information, approved appraisal reports and legal descriptions
in sufficient detail to negotiate with property owners and other parties.
3. Prepare all offer letters, summary statements, and lists of compensable items of fixtures
and equipment, in accordance with state or federal regulations and approval of client.
4. Present written purchase offers to owners or their representatives in person, when
possible. Secure receipt of delivery of offer as practical and present and secure tenant
information statements, as applicable.
5. Notify relocation agent of initiation of negotiations within 2 business days and provide
appraisal information, occupant contact information, and tenant information as
necessary.
6. Follow-up and negotiate with each property owner, as necessary; prepare and submit
recommended settlement justifications to client for review and approval; review any
independent appraisal secured by property owner and coordinate reimbursement of
appraisal fees(up to $5,000)with client. Ongoing negotiations and settlement discussions
will continue for 8 weeks after the initial offer or until we reach settlement or impasse.
7. Prepare and assemble acquisition contracts, deeds and related acquisition documents
required for the acquisition of necessary property interests. Legal descriptions to
accompany easements or to accompany partial acquisition deeds are not included in this
Scope of Work.
8. Maintain a diary report of all contacts made with property owners or representatives and
a summary of the status of negotiations indicating attitude of owners, problem areas, and
other pertinent information. Copies of all applicable written correspondence will be
maintained in files.
9. Prepare an impasse letter for any parcel where, after diligent attempts to settle by
negotiation, it appears eminent domain will be needed or prudent to acquire the needed
interest.
10. Transmit executed acquisition documents to client. Each transmittal package shall
include a fully executed and properly notarized deed(s), fully executed acquisition
contract with attachments, and a brief settlement memorandum which summarizes the
pertinent data relative to the transaction.
E. Acquisition Services—Tenant-Interest Owner
1. After the formal offer to purchase is delivered to the underlying property owner, deliver a
"tenant notification letter"notifying tenant of their rights in the transaction and informing
them of needed quitclaims of interests.
2. Secure copy of lease to determine the extent of possessory interest in property to be
acquired.
3. Participate in and/or facilitate discussions between property owner and tenant regarding
apportionment of just compensation, ownership of fixtures and equipment or
improvements,and other elements needed to secure tenants voluntary settlement of rights
and interests.
4. Present unapportioned offer to purchase leasehold interest and fixtures and equipment to
tenant as may be required to facilitate settlement by eminent domain.
5. Prepare purchase agreements and deeds for acquisition of tenants' rights and property.
F. Escrow Coordination or Eminent Domain Coordination Services
If by Negotiated Settlement: Assist the escrow/title company in the following:
1. Open escrow and coordinate execution of closing instructions providing for title
insurance coverage at the settlement amount.
2. Provide escrow officer with fully executed acquisition contract and notarized deed.
3. Review settlement statement for accuracy.
4. Coordinate deposit of acquisition price and estimated closing costs with escrow.
5. After the closing,review the title insurance policy for accuracy.
6. Prepare and mail a letter to County Assessor requesting cancellation of taxes if
appropriate.
If Settlement by Eminent Domain: Assist eminent domain counsel with the following:
7. Prepare a letter for the client signature, to eminent domain counsel requesting proceeding
to condemnation.
8. Provide eminent domain counsel with available right of way maps and legal descriptions,
preliminary title reports and title review documents, and information on how to contact
each owner or interest holder.
9. Provide eminent domain counsel with a duplicate copy of the parcel file, together with a
copy of the appraisal, offer to purchase, correspondence, acquisition contract, and deed as
presented.
10. Convert preliminary title reports to litigation guarantees for eminent domain counsels'
use. Title company fees(based of the value of the interest required)are additional.
G. Title Clearance Services
1. Work in conjunction with escrow officer to facilitate the clearance of title matters as set
forth in the settlement memorandum and escrow instructions.
2. Coordinate payment of taxes due and release of liens.
3. Secure full or partial reconveyance instruments from lien holders of record.
4. Coordinate lost instrument bonds as may be necessary.
5. Coordinate and facilitate recordation of corrective deeds to clear vesting issues.
6. Secure subordination agreements from conflicting easement holders.
H. Relocation flan Preparation Services
1. Interview all potentially affected occupants to determine relocation needs. The interview
queries business needs, special licensing or zoning needs, needed permits, information on
trade areas, special moving requirements, etc. The interview also queries household
information such as: the number, ages and gender of all occupants, income of the
household, distance to employment and utilized neighborhood services, special needs of
the household, etc.
2. Research the marketplace for available replacement locations and/or establish rent
schedules for compiling project costs.
3. Compile statistics on available housing and business replacement sites.
4. Calculate potential project costs.
5. Present draft relocation plan to client.
6. Distribute plan to project participants and make it available for public inspection.
7. Make any needed revisions brought up during the public inspection period.
8. Participate in adoption presentation meeting.
I. Relocation Assistance Program Implementation Services
1. Secure basic case information and set up case file; maintain the necessary case
documentation and contact diary throughout the course of our involvement with the
claimant.
2. Conduct initial in-depth field interview with claimant: Document rent, income, family
size, names/ages of occupants and determine relocation needs, preferences and special
requirements; provide general information notices and brochure; explain relocation
process,rights and benefits available.
3. Provide on-going advisory assistance to minimize hardships on claimants, including
referrals to and coordination with community service resources, public housing and
other public services as needed.
4. Document rent with rental agreement,receipts,or economic rent if needed.
5. Document/verify income using pay stubs, budget worksheets, tax returns,
certification, and/or cash affidavit as necessary. Use rent-to-rent method if income
cannot be verified.
6. Assist with the reconciliation of FF&E ownership among owner and tenant.
7. Create rent schedule for project as appropriate and if authorized by client.
8. Search for and document comparables for each claimant: provide initial referrals and
three sets of additional housing referrals every 4-6 weeks, as necessary; search for
available non-residential sites until OPC recommends at least one appropriate site or
determines that no such site exists. Provide with any referral, an evaluation form
which requests feedback as to the suitability of the site referral, and attempt to secure
response from claimant.
9. Prepare letter of eligibility based on most appropriate comparable or rent schedule,
and seek authorization of client.
10. Deliver letter of eligibility to claimant, discuss findings and impacts to occupants'
particular needs. Amend the letter of eligibility one additional time if the economics
of the comparable's availability changes over the course of our assignment.
11. Prepare and deliver 90-day notices to vacate no later than 12 weeks after general
information notices have been delivered.
12. Arrange for transportation to view replacement sites if needed; assist claimants with
their selection of a replacement site, with lease offers, with review of rental
agreements, and with move bids or fixed moving payment.
13. Inspect selected site to ensure it meets decent, safe, and sanitary requirements.
14. Monitor the replacement site escrow and explain the relocation process to agent and
escrow officer as necessary.
15. Review and discuss claimants' moving plans, build-out specifications and personal
property inventory and coordinate eligibility limitations in advance of physical move.
16. Verify vacation of the displacement site and secure a certificate of abandonment.
17. Determine eligibility for proposed amount of relocation benefits, including actual and
reasonable moving payments, rental/purchase differential payments, re-establishment
payments, and fixed payments as applicable.
18. For residential moves, secure and process an advance claim to assist with the move,
and a second final claim incorporating the moving costs and rental/purchase
differential payment once family has moved to selected displacement site. For non-
residential moves, secure and process moving assistance, re-establishment, in-lieu, or
settlement claims ensuring that no item was duplicated in the acquisition process.
19. Each claim will be signed by the claimant, supported by appropriate back-up (written
bids, schedules, receipts, etc.), and will be reviewed by OPC's project manager for
recommendation before submitting to client for approval. Each claim check will be
delivered to claimant in person(as feasible)and a receipt of payment will be secured.
J. Supplemental Relocation Assistance Services(optional service)
1. Provide support to client for claimant appeals.
2. Provide additional site referrals beyond that which was presented in Scope of Work.
3. Continue to work with claimant beyond 180 days from general information notice.
4. Aid eminent domain counsel with loss of business goodwill defense, preparation of
support necessary to justify all-inclusive settlement for relocation and loss of business
goodwill,and preparation of settlement agreements.
5. Administer periodic payments of relocation benefits.
6. Security or dual consultant services which may be necessary in hostile/violent
households.
7. Translation services (other than Spanish) if needed by OPC and requested by client or
claimant.
8. Intensive move planning, administration, and physical move coordination services in
complex or hardship cases.
9. Section 8 administration or processing services where OPC aids in the application
process on behalf of claimants or is converting conventional units to Section 8 units.
K. Right of Way Certification Services
1. Attend certification planning meeting with client's Right of Way Local Assistance
Coordinator and project team.
2. Prepare real estate components of right of way data sheet and provide current and
escalated costs for acquisition and relocation; incorporate engineers' construction and
utility information as provided to OPC.
3. Ensure appraisal maps/right of way maps and legal descriptions are all properly identified
and prepared in conformance with approved right of way numbering system.
4. Oversee utility relocation activities as required for completion of certification form
including compiling utility notices and submittal of hi-low risk utility sheet prepared by
engineers for Right of Way Local Assistance Coordinator review.
5. Ensure that all interests necessary for the project have been secured and all relocation
activities have been performed in compliance with applicable law and regulations.
6. Prepare certification forms in coordination with engineer and client to include the
compilation of all necessary back-up documents required including; deed, final order of
condemnation, access easements, cooperative agreements,permits,right of entries, etc.
7. Attend and coordinate pre and post-audit submittal meetings.
L. Utility Coordination and Relocation
1. Review design plans, cross sections and conduct a field review to identify potential utility
involvements. Review findings with the project manager/project engineer.
2. Forward a letter of introduction to utility owners.
3. Contact cities and utility companies to obtain as-builts, utility location maps and other
documentation to identify utility locations.
4. Coordinate potholing to positively identify conflicts.
5. Prepare a Report of Investigation to determine liability for relocation costs.
6. Coordinate and plan with the utility owners and their designers as needed to discuss
project design,potential conflicts and relocation alternatives and resolution to conflicts.
7. Obtain detailed scopes of work from the utility companies for relocation, estimated start
and completion dates, and proposed cost to perform and complete the job.
8. Work with the project manager and utility owner to ensure the Utility Relocation Plan is
compatible with permit requirements and utility agreements are properly prepared.
9. Assist in obtaining permits, licenses and replacement easements as necessary for utility
relocations.
10. Obtain final drawings and as-builts from the utility owners and confirm that all items of
work have been completed by the utility owner.
11. Prepare utility closeout file for each utility and transfer to local agencies.
EXHIBIT "B"
Payment Schedule (Hourly Payment)
A. Hourly
CONSULTANT'S fees for such services shall be based upon the following hourly rate and
cost schedule:
o 1
Overland,fteirit& Cutler, Inc.
Principal $166.50
Principal Consultant/Director $148.50
Senior Project Manager $126.00
Project Manager $120.00
Staff Services- Mike Green $105.00
Senior Acquisition/Relocation Consultant $103.50
Acquisition/Relocation Consultant/Analyst $94.50
Real Estate Technician/Escrow Officer/Project Support $65.70
Secretarial/Clerical $40.50
Schedule of'Rourlv'Rates
a of i °
Ovefland, '
Principal $185.00 per hour
Principal Consultant/Director $165.00 per hour
Senior Project Manager $140.00 per hour
Project Manager $130.00 per hour
Senior Acquisition/Relocation Consultant $115.00 per hour
Acquisition/Relocation Consultant/Analyst $ 105.00 per hour
Real Estate Technician/Escrow Officer/Project Support $ 73.00 per hour
Secretarial/Clerical $ 45.00 per hour
Overland, Pacific & Cutler, Inc. considers photocopying, first class postage, telephone, facsimile
and cellular communication charges as a normal part of doing business. Outside exhibit
preparation, requested overnight courier, registered or certified mailings, and specialty
reproduction will be charged at cost for administration, coordination and handling.
Surfnet Exhibit B hourly I
In the event Overland, Pacific & Cutler, Inc. is required to perform services in relation to
litigation arising out of any project of client, such services shall be invoiced at two times the
hourly rates.
B. Travel.
Reimbursable mileage will be billed at the current allowable IRS rate on pre-approved
travel.
C. Billing
1. All billing shall be done monthly in fifteen (15) minute increments and matched to
an appropriate breakdown of the time that was taken to perform that work and who
performed it.
2. Each month's bill should include a total to date. That total should provide, at a
glance, the total fees and costs incurred to date for the project.
3. A copy of memoranda, letters, reports, calculations and other documentation
prepared by CONSULTANT may be required to 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.
4. CONSULTANT shall submit to CITY an invoice for each monthly payment due.
Such invoice shall:
A) Reference this Agreement;
B) Describe the services performed;
C) Show the total amount of the payment due;
D) 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
E) 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.
Surfnet Exhibit B hourly 2
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.
Surfnet Exhibit B hourly 3
CITY OF HUNTINGTON BEACH
Professional Service Contracts
f8yp9p� . Purchasing Certification
1. Date: 9/15/2009 2. Contract Number: ECD 62a 673,� 00
3. Department: Economic Development 4. Requested by: Tina Krause
S. Name of consultant: Overland, Pacific& Cutler, Inc.
6. Attach the written statement of the specification, conditions, and other requirements for the requested
services provided to solicited consultants.
See attached contract.
7. Amount of the contract: $100,000
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: 10080501.69300 and 20690002
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 forma written proposals requested from at least three available qualified consultants?
Yes [ti]' a
15. Attach list of consultants from whom proposals were requested (including a contact telephone number).
This is a request via the Interagency Contract Process. OPC went through a bid process for the
attached OCTA contract which was executed on October 6, 2008.
16. Attach proposed scope of work.
See Exhibit A in attached contract.
17. Attach proposed payment schedule.
See Exhibit B in attached contract.
® /
Department Hea Si nature RI AR AMAD I
Central Services M Manager
er
"If the answer to this question is"NO," the contract will require approval from the City Council
1
SO�6
-I,- INSURANCE AND INDEMNIFICATION WAIVER
IL-21
MODIFICATION REQUEST
R E (` 7- � `! 7-
1 Requested by: Tina Krause/Economic Development AUG 3 1 2009
2. Date: August 27, 2009 G.1,
v
3. Name of contractor/permittee: Overland. Pacific, and Cutler Inc..
4. Description of work to be performed: Professional Services contract
5. Value and length of contract: Three year term
6. Waiver/modification request: PL Ded. of $50,000,GL Ded. of $10,000 & Par. 8 rev. see
attac.
7. Reason for request and why it should be granted: unable to comply w/requirements
B. Identify the risks to the City in approving this waiver/modification: None-See attached
Financial Statements. OPC is capable of paying the deductible in the event of a claim.
8/27/09
Depardnent Head Signature Date:
APPROVALS
Approvals must be obtained in the order listed on this form. Two approvals are required
for a request to be granted. Approval from the City Admqppe W?s Office
Office is nnly required if
c9t s_ r
Risk Management and the City Atto a
_
I Risk Management
Approved F-1 Denied
77 igriat,5,
Is re Date
2, Pity Attorney's Office
proved El Denied T�
Signature Date
3. City Administrator's Office
❑ Approved 11 Denied Signature Date
If approved,
the completed waiver/modification request is to be submitted to the
City Attorney's Office along with the contract for approval. Once the contract has been approved,
this form is to be filed with the Risk Management Division of Administrative Services
opc waiver 8.09 8/27/2009 2:35:00 PM
b
Paragraph S. Bold Ilarmless
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)negligegperformance of this Agreement or its (Deleted (o II gcdne�i,hun)
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 counselor d will not withhold such approval unreasonabiv. This
indemnity shall apply to all claims and liability regardless of whether any insurance
policies are applicable. The policy limits do not act as limitation upon the amount of
indemnification to be provided by CONSULTANT.
DATE(M2WDOVYYYY)
A.CORDM CERTIFICATE OF LIABILITY INSURANCE 6/1/2009
PRODUCER (818)598-8900 FAX: (818)598-8910 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Venbrook Insurance Services CA Lic OD80832 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
6320 Canoga Avenue ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
12th Floor
Woodland Hills CA 91367 INSURERS AFFORDING COVERAGE NAIC#
INSURED INSURERA.Hartford Fire Insurance 19682
Overland Pacific & Cutler Inc. INSURERB:The Hartford
100 West Broadway Suite 500 INSURER c Westchester Fire
INSURER D
Long Beach CA 90802 INSURERE:
OVERAGES
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,
AG ATE LIMITS H WN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR ADDINSR TYPE OF INSURANCE POLICY NUMBER POLICY
YMNVFDDIYYE PDAITE EXPIRATION
LIMITS
GENERAL LIABILITY EACH LRRENCE S 1,000,000
X COMMERCIAL GENERAL LIABILITY DAMAGE
MTO e oca£v n S 300,000
A X CLAIMS MADE aOCCUR 72WNTR7859 6/1/2009 6/l/2010 MED EXP(Anyone son) S 10,000
X $10,000 BI&PD Ded. PERSONAL&ADV NJURY S 1,000,000
Per Claim GENERAL AGGREGATE S 2,000,000
GENL AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP S 2,000,000
17 POLICYFil Jp 4 - LOC
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT
X ANYAUTO (Ea accident) S 1,000,000
A ALL OIANED AUTOS 72UUNTR7859 6/l/2009 6/1/2010 BODILY INJURY
X SCHEDULED AUTOS
(Per person) S
X HIREDAUTOS BODILY INJURY S
X NON-OWNEDAUTOS - (Per accident)
X Comp Ded. $1,000 PROPER7YDAMAG£ S
X Coll Ded. 1,000 r: . (Peraccident)
GARAGE LIABILITY RNE AUTO ONLY-EA ACCIDENT S
ANYAUTO OTHER THAN EA ACC S
AUTO ONLY: A G S
EXCESSIUMBRELLA LIABILITY FAQH OCCURRENCE $ 2,000,000
X OCCUR CLAIMS MADE AGGREGATE S 2,000,000
S
B DEDUCTIBLE 72RHUTR7849 6/1/2009 6/1/2010 S
RETENTION S
B WORKERS COMPENSATION AND XWC I
y LAB T OTH-
EMPLOYERS'LIABILITY
ER
ANY PROPRIE70RIPARTNERIEXECUTNE E L.EACH ACCIDENT S, 1,000,000
OFFICERIMEMBER EXCLUDED? 72WETQ9133 6/1/2009 6/1/2010
E.L.DISEASE-ER EMPLOI£E S 1,000,000
It yes,desenbe unde
SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT S 1,000,000
C OTHER professional Liab- G24412763002 6/l/2009 6/1/2010 Ea. Claim $ 2,000,000
Claims Made Aggregate $ 2,000,000
Deductible $ 50,000
DESCRIPTION OF OPERA710NSILOCATIONSIVEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
RE; In-House Consulting Services
The City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers included
as additional insured per attached endorsement #CG20260704. Subject to policy terms, conditions, and exclusions.
*10 DAY NOTICE OF CANCELLATION FOR NON-PAYMENT OF PREMIUM
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
The City of Huntington Beach EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL
2000 Main Street 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT
Huntington Beach, CA 92 618 FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE
INSURER,ITS AGENTS OR REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
Chastity Harry/CH �F4t iI ry
ACORD 25(2001108) o-ACORD CORPORATION 1988
INS025(oiw).o8a Page I of 2
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this
certificate does not confer rights to the certificate holder in lieu of such endorsement($).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an
endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such
endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing
insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively
amend,extend or alter the coverage afforded by the policies listed thereon.
ACQRD 25(2001108)
IN5025(01w).08a Page 2 of 2
POLICYNUMBER: '22 UUN TR7859 COMMERCIAL GENERAL LIABILITY
CG 20 26 07 04
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - DESIGNATED
PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Persons) Or Organization(s)
CITY OF HL'NT:r'NGTON BEACH
2000 MAIN STREET
FUNTINGTON BEACH, CA 92618
THE CITY OF HUNTINGTON BEACH, ITS OFFICERS, ELECTED OR APPOINTEE) OFFICIALS,
EMPLOYEES, AGENTS AND VOLUNTEER'S
IN-H0[)1"ZE CONS[)LTINC= SERVICES
Information required to complete this Schedule,if not shown above,will be shown in the Declarations.
section Il — Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only with
respect to liability for "bodily injury", "property
damage" or"personal and advertising injury" caused,
in whole or in part, by your acts or omissions or the
acts or omissions of those acting on your behalf:
A. In the performance of your ongoing operations;or
B. In connection with your premises owned by or
rented to you.
CC 20 26 07 04 U ISO Properties, Inc., 2004 Page 1 of 1
OVERLAND,PACIFIC&CUTLER,INC.AND S;JBSIDIARIES
CONSOLIDATED COMPARATIVE FINANCIAL STATEMENTS
SHORT REPORT
FOR THE YEARS ENDED
DECEMBER 31,2008 AND 2007
GAXTAN & LEEVAN, LLP
11400 WEST OLYMPIC BOULEVARD
16TH FLOOR
Los AW5ELES,CA 90064
310 477 5252
FAx 310 478 5535
www.goytcinleevoncpa.com
To the Board of Directors
OVERLAND, PACIFIC& CUTLER, INC.
I have compiled the accompanying consolidated balance sheets of Overland, Pacific & Cutler, Inc.
(an S Corporation) as of December 31, 2008 and 2007, and the related consolidated statements of
income and retained earnings for the years then ended, in accordance with the standards
established by the American Institute of Certified Public Accountants.
A compilation is limited to presenting in the form of financial statements information that is the
representation of management. I have not audited or reviewed the accompanying consolidated
financial statement and, accordingly, do not express an opinion or any other form of assurance on
them.
Management has elected omit substantially all of the disclosures and the statements of cash flows
required by generally accepted accounting principles. If the omitted disclosures and the statements
of cash flows were included in the consolidated financial statements, they might influence the
user's conclusion bout the Company's financial position, results of operations, and cash flows.
Accordingly, these consolidated financial statements are not designed for those who are not
informed about such matters.
February 15, 2009
,
MLr<I:?-AMERICAN INSTITUTE OF
Cl-v]IFIED PUBLIC ACCOUNTANTS
AND CALIFORNIA$OC:£tY OF
CERTIFIED PUBLIC ACCOUNTANTS
OVERLAND,PACIFIC& CUTLER,INC. AND SUBSIDIARIES
CONSOLIDATED COMPARATIVE BALANCE SHEETS
ASSETS
December 31,
2008 2007
Current assets:
Cash and equivalents $379,442 $ 59,584
Accounts receivable and retentions 4,425,395 4,097,089
Note receivable from sale of partnership interest - 377,000
Un-reimbursed project costs 8,803 10,743
Prepaid state income taxes 5,163 -
Total current assets 4,818,803 4,544,4I6
Property:
Furniture, fixtures,and equipment 298,358 623,780
Leasehold improvements 91,682 91,682
Transportation equipment 63,300 63,299
453,340 778,761
Less: Accumulated depreciation (317,916) (643,624)
Property—net 135,424 135,137
Other assets:
Cash surrender value of officers' Life insurance 456,677 659,645
Loans to employees, lease deposits and other assets 100,007 100,521
556,684 760,166
Total assets $5,510,911 $ 5,439,719
See Accountant's Compilation Report
2
OVERLAND, PACIFIC& CUTLER,INC. AND SUBSIDIARIES
CONSOLIDATED COMPARATIVE BALANCE SHEETS
LIABILITIES AND SHAREHOLDER'S EQUITY
December 31,
2008 2007
Current liabilities:
Accounts payable $ 174,524 $ 18I,036
Subcontract payables 937,186 830,667
Bank line of credit. 1,900,000 1,800,000
Accrued payroll and related taxes 248,089 203,356
Current portion of long term debt - 13,225
Pension plan payable 204,560 179,510
Total current liabilities 3,464,359 3,207,794
Long-term liabilities:
Long term debt, net of current portion - 301,828
Total long term liabilities - 301,828
Total liabilities 3,464,359 3,509,622
Stockholders' equity:
Common stock,$1.00 par value, authorized
100,000 shares,outstanding 8,000 shares 8,000 8,000
Additional paid in capital 967,508 967,508
Retained earnings 1,071,044 954,589
Total stockholders' equity 2,046,552 1,930,097
Total liabilities and Stockholders' equity $ 5,510,911 $ 5,439,719
gE
See Accountant's Compilation Report
3
OVERLAND,PACIFIC&CUTLER,INC. AND SUBSIDIARIES
COSOLIDATED COMPARATIVE STATEMENTS
OF INCOME AND RETAINED EARNINGS
Year Ended
December 31,
2008 2007
Total revenue $ 17,354,596 $ 16,631,604
Operating expenses 16,781,748 15,731,147
Operating income 572,848 900,457
Other income/(expense)
Interest expense (153,266) (220,638)
Pension plan contributions (301,087) (263,863)
Minority interest in earnings
of subsidiaries - (108,804)
Income(loss) before provision
for income taxes 118,495 307,152
Provision for income taxes 2,837 1,600
Net income(loss) 115,658 305,552
Retained earnings—
Beginning of the year 955,386 649,037
Retained earnings—
End of the year $ 1.071 044 W $954,589
See Accountant's Compilation Report.
4
I)isiriuuted: /C1�,�U�C��
ACCOUnting
L.. Hunter
1 AGREEMENT NO. C-8-0822 ;1.�t.
2 BETWEEN
3 ORANGE COUNTY TRANSPORTATION AUTHORITY
4 AND
5 OVERLAND,PACIFIC AND CUTLER, INC.
6 THIS AGREEMENT is effective as of thisCK day of 001ot or 2008, by
7 and between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184,
8 Orange, CA 92863-1584, a public corporation of the state of California (hereinafter referred to as
g "AUTHORITY"), and Overland, Pacific and Cutler, Inc., 10 Highes, Suite A-207, Irvine, CA 90618
10 (hereinafter referred to as"CONSULTANT").
11 WITNESSETH:
12 WHEREAS, AUTHORITY requires assistance from CONSULTANT to provide as-needed right
13 of way services for real estate acquisition and negotiation, relocation assistance, utility relocation, and
14 other right of way services;and
15 WHEREAS, said work cannot be performed by the regular employees of AUTHORITY; and
16 WHEREAS, CONSULTANT has represented that it has the requisite personnel and experience,
17 and is capable of performing such services; and
18 WHEREAS, CONSULTANT wishes to perform these services;and
19 WHEREAS, the AUTHORITY's Board of Directors has reviewed and approved the selection of
20 CONSULTANT on August 25,2008.
21 NOW,THEREFORE, it is mutually understood and agreed by AUTHORITY and CONSULTANT
22 as follows:
23 ARTICLE 1. COMPLETE AGREEMENT
24 A. This Agreement, including all exhibits and documents incorporated herein and made
25 applicable by reference, constitutes the complete and exclusive statement of the terms and conditions
26 of the agreement between AUTHORITY and CONSULTANT and it supersedes all prior
Page 1 of 31
L:\Camm\CLERICAL\CLERICAL\WORDPROC\AGREE\agBOB22
1 representations, understandings and communications. The invalidity in whole or in part of any term or
2 condition of this Agreement shall not affect the validity of other terms or conditions.
3 B. AUTHORITY's failure to insist in any one or more instances upon the performance of any
4 terms or conditions of this Agreement shall not be construed as a waiver or relinquishment of
5 AUTHORITY's right to such performance by CONSULTANT or to future performance of such terms or
6 conditions, and CONSULTANT's obligation in respect thereto shall continue in full force and effect.
7 Changes to any portion of this Agreement shall not be binding upon AUTHORITY except when
g specifically confirmed in writing by an authorized representative of AUTHORITY by way of a written
g Amendment to this Agreement and issued in accordance with the provisions of this Agreement.
10 ARTICLE 2. AUTHORITY DESIGNEE
11 The Chief Executive Officer of AUTHORITY, or designee, shall have the authority to act for and
12 exercise any of the rights of AUTHORITY as set forth in this Agreement.
13 ARTICLE 3. SCOPE OF WORK
14 A. CONSULTANT shall perform the necessary work in a manner satisfactory to AUTHORITY
15 the services set forth in Exhibit A, entitled "Scope of Work," which is attached to this Agreement, is
16 incorporated, and made a part of this Agreement. All services shall be provided at the times and places
17 designated by AUTHORITY.
18 B. CONSULTANT shall provide the personnel listed below to perform the above-specified
19 services,which persons are hereby designated as key personnel under this Agreement.
20 Names Functions
21 Ray Armstrong, SR/WA Project Manager, Negotiations
22 Joey Mendoza, SR/WA Stregtegist, QA/QC,Compliance
23 Daniela Borbe Assistant Project Manager, Negotiations
24 Michele Folk, SR/WA Manager of Relocation Assistance
25 /
26 /
Page 2 of 31
L:\Camm\CLERICAL\CLERICAL\WORDPROCWGREE-\ag8O822
1 C. No person named in paragraph B of this Article, or his/her successor approved by
2 AUTHORITY, shall be removed or replaced by CONSULTANT, nor shall his/her agreed-upon function
3 or level of commitment hereunder be changed, without the prior written consent of AUTHORITY.
4 Should the services of any key person become no longer available to CONSULTANT, the resume and
5 qualifications of the proposed replacement shall be submitted to AUTHORITY for approval as soon as
6 possible, but in no event later than thirty (30) calendar days prior to the departure of the key person,
7 unless CONSULTANT is not provided with such notice by the departing employee. AUTHORITY shall
g respond to CONSULTANT within seven (7) calendar days following receipt of these qualifications
g concerning acceptance of the candidate for replacement.
10 D. The AUTHORITY reserves the right to request replacement of any Consultant or
11 subconsultant staff assigned to the services of this Agreement,should the performance of such be
12 unsatisfactory. The Consultant shall submit the resume and qualifications of a proposed replacement
13 to AUTHORITY for approval as soon as possible, but in no event later than thirty(30) calendar days
14 prior to AUTHORITY's request for replacement. AUTHORITY shall respond to CONSULTANT within
15 seven (7) calendar days following receipt of the resume and qualifications of a proposed replacement
16 ARTICLE 4. TERM OF AGREEMENT
17 A. This Agreement shall commence upon written Notice to Proceed (NTP), and shall continue
18 in full force and effect through August 31, 2010, ("Initial Term") unless earlier terminated or extended as
19 provided in this Agreement.
20 B. AUTHORITY, at its sole discretion, may elect to extend the term of this Agreement up to an
21 additional twelve (12) months, commencing September 1, 2010 and continuing through August 31,
22 2011 ("Option Term 1"), and thereupon require CONSULTANT to continue to provide services, and
23 otherwise perform, in accordance with Exhibit A, entitled"Scope of Work", and Exhibit B, entitled"Price
24 Summary Sheet".
25 C. AUTHORITY, at its sole discretion, may elect to extend the term of this Agreement up to an
26 additional twelve (12) months, commencing September 1, 2011, and continuing through August 31,
Page 3 of 31
L:\Camm\CLERICAL\CLERICAL\WORDPROC\AGREE\ag8O822
1 2012 ("Option Term 2"), and thereupon require CONTRACTOR to continue to provide services, and
2 otherwise perform, in accordance with Exhibit A, entitled "Scope of Work", and Exhibit B, entitled"Price
3 Summary Sheet".
4 D. AUTHORITY's election to extend the Agreement beyond the Initial Term shall not diminish
5 its right to terminate the Agreement for AUTHORITY's convenience or CONSULTANT's default as
6 provided elsewhere in this Agreement. The "maximum term" of this Agreement shall be from the
7 issuance of NTP through September 30, 2012,which period encompasses the Initial Term and the two
g Option Terms.
g ARTICLE 5. PAYMENT
10 A. For CONSULTANT's full and complete performance of its obligations under this Agreement
11 and subject to the maximum cumulative payment obligation provisions set forth in Article 6,
12 AUTHORITY shall pay CONSULTANT on a time and expense basis in accordance with provisions of
13 this Article and Exhibit B, entitled "Schedule of Fees, " which is attached to, incorporated, and made
14 part of this Agreement. Exhibit B supersedes all prior pricing or fee schedules.
15 B. For each full hour of labor satisfactorily performed by CONSULTANT's personnel under this
16 Agreement,AUTHORITY shall pay CONSULTANT at the rates specified in Exhibit B. These rates shall
17 include Consultant's direct labor costs, indirect costs and profit, and may be adjusted annually in
18 accordance with provisions set forth in Exhibit B. Furthermore, AUTHORITY shall reimburse
19 CONSULTANT for the exact amount of other direct costs as shown in Exhibit B, which are directly
20 incurred by CONSULTANT's personnel in performance of work under this Agreement.
21 C. CONSULTANT shall invoice AUTHORITY on a monthly basis for payments corresponding
22 to the work actually completed by CONSULTANT. Work completed shall be documented in a monthly
23 progress report prepared by CONSULTANT, which report shall accompany each invoice submitted by
24 CONSULTANT. CONSULTANT shall also furnish such other information as may be requested by
25 AUTHORITY to substantiate the validity of an invoice. At its sole discretion, AUTHORITY may decline
26 to make full payment for any task listed in Exhibit A, or sub-task derived from any such listed task, until
Page 4 of 31
L:\Camm\CLERICAL\CLERICAL\WORDPROCIAGREE\ag80822
1'
1 such time as CONSULTANT has documented to AUTHORITY's satisfaction, that CONSULTANT has
2 fully completed all work required under the task. AUTHORITY's payment in full for any task completed
3 shall not constitute AUTHORITY's final acceptance of CONSULTANT's work under such task; final
4 acceptance shall occur only when AUTHORITY's release of the retention described in paragraph D.
5 D. As partial security against CONSULTANT's failure to satisfactorily fulfill all of its obligations
6 under this Agreement, AUTHORITY shall retain ten percent (10%) of the amount of each invoice
7 submitted for payment by CONSULTANT. The AUTHORITY will release retained funds associated
8 with an Exhibit A task, derivative sub-task, or agreed project milestone upon the AUTHORITY's final
9 acceptance of deliverables for completed Exhibit A tasks,derivative sub-tasks,or AUTHORITY's written
10 acknowledgement that an agreed project milestone has been achieved. All retained funds shall be
11 released by AUTHORITY and shall be paid to CONSULTANT within sixty (60) calendar days of
12 payment of final invoice for this Agreement, unless AUTHORITY elects to audit CONSULTANT's
13 records in accordance with Article 16 of this Agreement. If AUTHORITY elects to audit, retained funds
14 shall be paid to CONSULTANT within thirty(30)calendar days of completion of such audit in an amount
15 reflecting any adjustment required by such audit.
16 E. Invoices shall be submitted by CONSULTANT on a monthly basis and shall be submitted in
17 duplicate to AUTHORITY's Accounts Payable office. Each invoice shall be accompanied by the
18 monthly progress report specified in paragraph C of this Article. AUTHORITY shall remit payment
19 within thirty (30) calendar days of the receipt and approval of each invoice. Each invoice shall include
20 the following information:
21 1. Agreement No. C-8-0822;
22 2. Specify the task for which payment is being requested;
23 3. The time period covered by the invoice;
24 4. Name,title, hours and hourly rate of personnel covered by the invoice;
25 5. Total monthly invoice(including project-to-date cumulative invoice amount); and
26 6. Such other information as requested by AUTHORITY.
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1 ARTICLE 6. MAXIMUM OBLIGATION
2 Notwithstanding any provisions of this Agreement to the contrary, AUTHORITY and
3 CONSULTANT mutually agree that AUTHORITY's maximum cumulative payment obligation (including
4 obligation for CONSULTANT's profit) shall be Nine hundred and forty-nine thousand dollars
5 ($949,000.00) which shall include all amounts payable to CONSULTANT for its subcontracts, leases,
6 materials and costs arising from, or due to termination of,this Agreement.
7 ARTICLE 7. NOTICES
8 All notices hereunder and communications regarding the interpretation of the terms of this
g Agreement, or changes thereto, shall be effected by delivery of said notices in person or by depositing
10 said notices in the U.S. mail, registered or certified mail, return receipt requested, postage prepaid and
11 addressed as follows:
12 To CONSULTANT: To AUTHORITY:
13 Overland, Pacific and Cutler, Inc. Orange County Transportation Authority
14 10 Hughes, Suite A207 550 South Main Street
15 Irvine, CA 90618 P.O. Box 14184
16 Orange, CA 92863-1584
17 ATTENTION: Ray Armstrong, Principal and ATTENTION: Robert Sechler, Senior Contract
18 Vice-President Administrator
19 949-951-5263 rrmstrong@opcservices.com (714)560-5568 rsechler@octa.net
20 ARTICLE 8. INDEPENDENT CONTRACTOR
21 CONSULTANT's relationship to AUTHORITY in the performance of this Agreement is that of an
22 independent contractor. CONSULTANT's personnel performing services under this Agreement shall at
23 all times be under CONSULTANT's exclusive direction and control and shall be employees of
24 CONSULTANT and not employees of AUTHORITY. CONSULTANT shall pay all wages, salaries and
25 other amounts due its employees in connection with this Agreement and shall be responsible for all
26
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1 reports and obligations respecting them, such as social security, income tax withholding, unemployment
2 compensation,workers'compensation and similar matters.
3 ARTICLE 9. INSURANCE
4 A. CONSULTANT shall procure and maintain insurance coverage during the entire term of this
5 Agreement. Coverage shall be full coverage and not subject to self-insurance provisions.
6 CONSULTANT shall provide the following insurance coverage:
7 1. Commercial General Liability, to include Products/Completed Operations,
8 Independent Contractors', Contractual Liability, and Personal Injury Liability with a minimum limit of
g $1,000,000.00 per occurrence and $2,000,000.00 general aggregate.
10 2. Automobile Liability Insurance to include owned, hired and non-owned autos with a
11 combined single limit of$500,000.00 each accident;
12 3. Workers' Compensation with limits as required by the State of California including a
13 waiver of subrogation in favor of AUTHORITY, its officers,directors, employees or agents;
14 4. Employers' Liability with minimum limits of$1,000,000,00; and
15 5. Professional Liability with minimum limits of$1,000,000.00 per claim.
16 B. Proof of such coverage, in the form of an insurance company issued policy endorsement
17 and a broker-issued insurance certificate, must be received by AUTHORITY prior to commencement of
18 any work. Proof of insurance coverage must be received by AUTHORITY within ten(10)calendar days
19 from the effective date of this Agreement with the AUTHORITY, its officers, directors, employees and
20 agents designated as additional insureds on the general and automobile liability. Such insurance shall
21 be primary and non-contributive to any insurance or self-insurance maintained by the AUTHORITY.
22 C. CONSULTANT shall include on the face of the Certificate of Insurance the Agreement
23 Number C-8-0822; and, the Procurement Administrator's Name, Robert Sechler, Senior Contract
24 Administrator.
25 /
26 /
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1 D. CONSULTANT shall also include in each subcontract the stipulation that subcontractors
2 shall maintain insurance coverage in the amounts required from CONSULTANT as provided in this
3 Agreement.
4 ARTICLE 10. ORDER OF PRECEDENCE
5 Conflicting provisions hereof, if any, shall prevail in the following descending order of
6 precedence: (1) the provisions of this Agreement, including all exhibits; (2) the provisions of RFP 8-
7 0822; (3) CONSULTANT's proposal dated June 25, 2008; and (4) all other documents, if any, cited
8 herein or incorporated by reference.
g ARTICLE 11. CHANGES
10 By written notice or order, AUTHORITY may, from time to time, order work suspension and/or
11 make changes in the general scope of this Agreement, including, but not limited to, the services
12 furnished to AUTHORITY by CONSULTANT as described in the Scope of Work. If any such work
13 suspension or change causes an increase or decrease in the price of this Agreement, or in the time
14 required for its performance, CONSULTANT shall promptly notify AUTHORITY thereof and assert its
15 claim for adjustment within ten (10) calendar days after the change or work suspension is ordered, and
16 an equitable adjustment shall be negotiated. However, nothing in this clause shall excuse
17 CONSULTANT from proceeding immediately with the agreement as changed.
18 ARTICLE 12. DISPUTES
19 A. Except as otherwise provided in this Agreement, any dispute concerning a question of fact
20 arising under this Agreement which is not disposed of by supplemental agreement shall be decided by
21 AUTHORITY's Manager, Contracts Administration and Materials Management, who shall reduce the
22 decision to writing and mail or otherwise furnish a copy thereof to CONSULTANT. The decision of the
23 Manager, Contracts Administration and Materials Management, shall be final and conclusive.
24 B. The provisions of this Article shall not be pleaded in any suit involving a question of fact
25 arising under this Agreement as limiting judicial review of any such decision to cases where fraud by
26 such official or his representative or board is alleged, provided, however, that any such decision shall
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1 be final and conclusive unless the same is fraudulent or capricious or arbitrary or to grossly erroneous
2 as necessarily to imply bad faith or is not supported by substantial evidence. In connection with any
3 appeal proceeding under this Article, CONSULTANT shall be afforded an opportunity to be heard and
4 to offer evidence in support of its appeal.
5 C. Pending final decision of a dispute hereunder, CONSULTANT shall proceed diligently with
6 the performance of this Agreement and in accordance with the decision of AUTHORITY's Manager,
7 Contracts Administration and Materials Management. This Disputes clause does not preclude
g consideration of questions of law in connection with decisions provided for above. Nothing in this
g Agreement, however, shall be construed as making final the decision of any AUTHORITY official or
10 representative on a question of law,which questions shall be settled in accordance with the laws of the
11 state of California.
12 ARTICLE 13. TERMINATION
13 A. AUTHORITY may terminate this Agreement for its convenience at any time, in whole or
14 part, by giving CONSULTANT written notice thereof. Upon said notice, AUTHORITY shall pay
15 CONSULTANT its allowable costs incurred to date of termination and those allowable costs determined
16 by AUTHORITY to be reasonably necessary to effect such termination. Thereafter, CONSULTANT
17 shall have no further claims against AUTHORITY under this Agreement.
18 S. AUTHORITY may terminate this Agreement for CONSULTANT's default if a federal or state
19 proceeding for the relief of debtors is undertaken by or against CONSULTANT, or if CONSULTANT
20 makes an assignment for the benefit of creditors, or if CONSULTANT breaches any term(s) or violates
21 any provision(s) of this Agreement and does not cure such breach or violation within ten (10) calendar
22 days after written notice thereof by AUTHORITY. CONSULTANT shall be liable for any and all
23 reasonable costs incurred by AUTHORITY as a result of such default including, but not limited to,
24 reprocurement costs of the same or similar services defaulted by CONSULTANT under this Agreement.
25 1
26
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1 ARTICLE 14. INDEMNIFICATION
2 CONSULTANT shall indemnify, defend and hold harmless AUTHORITY, its officers, directors,
3 employees and agents from and against any and all claims (including attorneys' fees and reasonable
4 expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, damage
5 to or loss of use of property caused by the negligent acts, omissions or willful misconduct by
6 CONSULTANT, its officers, directors, employees, agents, subcontractors or suppliers in connection
7 with or arising out of the performance of this Agreement.
g ARTICLE 15. ASSIGNMENTS AND SUBCONTRACTS
g A. Neither this Agreement nor any interest herein nor claim hereunder may be assigned by
10 CONSULTANT either voluntarily or by operation of law, nor may all or any part of this Agreement be
11 subcontracted by CONSULTANT, without the prior written consent of AUTHORITY. Consent by
12 AUTHORITY shall not be deemed to relieve CONSULTANT of its obligations to comply fully with all
13 terms and conditions of this Agreement:
14 B. AUTHORITY hereby consents to CONSULTANTs subcontracting portions of the Scope of
15 Work to the parties identified in for the functions described in CONSULTANT's proposal.
16 CONSULTANT shall include in the subcontract agreement the stipulation that CONSULTANT, not
17 AUTHORITY, is solely responsible for payment to the subcontractor for the amounts owing and that the
18 subcontractor shall have no claim, and shall take no action, against AUTHORITY, its officers, directors,
19 employees or sureties for nonpayment by CONSULTANT.
20 C. Subconsultants approved by the AUTHORITY are shown in the following table.
21
22 1
23
24
25
26
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1 Subconsultant Name Address Function
TEC Management Consultants, Inc 400 Goddard Street Utility Coordination
2 Irvine,CA 92618
Hennessey & Hennesey, Inc. 17300 Seventeenth, Suite J-251 Real property appraisal+
3 Tustin,CA 92780 review
4 Lidgard and Associates, Inc. 2808 East Katella Ave., Ste 107 Real property appraisal+
Orange, CA 92867 review
5 The Kiley Company 2681 Dow Avenue, Ste. E Real property appraisal+
Tustin,CA 92780 review
6 Donahue Appraisal Associates 27001 La Paz Road, Ste 406E Real property appraisal+
Mission Viejo, CA 92691 review
7 Desmond, Marcello&Amster 6060 Center Drive Business goodwill
(DM&A) Los Angeles,CA 90045 valuations,fixtures and
8 e ui ment appraisals
Psomas 3187 Red Hill Avenue,Ste. 250 Right-of-way surveying,pre-
9 Costa Mesa, CA 92626 construction surveying and
staking, records of survey,
10 right-of-way exhibits
SCS Engineering 3711 Long Beach Blvd., 9 Floor Environmental inspection
11 Long Beach,CA 90807 and reporting;transaction
screenings
12 Leighton Group, Inc. 17781 Cowen Environmental inspection
13 Irvine,CA 92614 and reporting;transaction
screenings
14 North American Title Company 2100 S. E. Main Street, Ste.450 Preliminary title reports,title
Irvine,CA 92614 insurance, litigation
15 guarantees,and escrow.
Stewart Title of California 2010 Main Street,Ste.250 Preliminary title reports,title
16 Irvine,CA 92614 insurance, litigation
guarantees,and escrow
17 Quality Services 263 E. 18 1h Street Structural and Yard Improve-
Carson, CA 90746 ment; landscape and
18 irrigation retrofit;installation
and repair;handyman
19 services
20 Real Estate Consulting and 635 East First Street,#418 Structural and Yard Improve-
Services, Inc. Tustin, CA 92780 ment; landscape and
21 irrigation retrofit;installation
and repair; handyman
22 services
Reliable Board-up P. O. Box 863 Board-ups, barriers and
23 La Mirada, CA 90638 fencing
Guardian Fence 1050 E. Spring Street Board-ups, barriers and
24 Long Beach, CA 90806 fencing
West Coast Land Clearing P.O. Box 90126, Demolition and site
25 Long Beach, CA 90809-0126 clearance
Aztec Engineering 3175 E. Sedona Court, Ste.#7 Potholing
26 Ontario, CA 91764
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1 C. The Authority reserves the right, at its sole discretion, to approve and remove all sub-
2 consultants from the Consultant's list of sub-consultants. The Consultant shall submit its list of sub-
s consultants to the Authority for approval. If for any reason, the Authority directs a sub-consultant to be
4 removed, the Consultant shall act diligently and in a timely manner to replace the removed sub-
5 consultant with one that is acceptable to the Authority.
6 ARTICLE 16. AUDIT AND INSPECTION OF RECORDS
7 CONSULTANT shall provide AUTHORITY, the U.S. Department of Transportation (DOT), the
g Comptroller General of the United States, or other agents of AUTHORITY, such access to
9 CONSULTANT's accounting books, records, payroll documents and facilities of the CONSULTANT
10 which are directly pertinent to this Agreement for the purposes of examining, auditing and inspecting all
11 accounting books, records, work data, documents and activities related hereto. CONSULTANT shall
12 maintain such books, records, data and documents in accordance with generally accepted accounting
13 principles and shall clearly identify and make such items readily accessible to such parties during
14 CONSULTANT's performance hereunder and for a period of four (4) years from the date of final
15 payment by AUTHORITY. AUTHORITY's right to audit books and records directly related to this
16 Agreement shall also extend to all first-tier subcontractors identified in ARTICLE 15, ASSIGNMENTS
17 AND SUBCONTRACTS of this Agreement. CONSULTANT shall permit any of the foregoing parties to
18 reproduce documents by any means whatsoever or to copy excerpts and transcriptions as reasonably
19 necessary.
20 ARTICLE 17. FEDERAL, STATE AND LOCAL LAWS
21 CONSULTANT warrants that in the performance of this Agreement, it shall comply with all
22 applicable federal, state and local laws, statutes and ordinances and all lawful orders, rules and
23 regulations promulgated thereunder.
24 ARTICLE 18. EQUAL EMPLOYMENT OPPORTUNITY
25 In connection with its performance under this Agreement, CONSULTANT shall not discriminate
26 against any employee or applicant for employment because of race, religion, color, sex, age or national
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1 origin. CONSULTANT shall take affirmative action to ensure that applicants are employed, and that
2 employees are treated during their employment, without regard to their race, religion, color, sex, age or
3 national origin. Such actions shall include, but not be limited to,the following: employment, upgrading,
4 demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other
5 forms of compensation; and selection for training, including apprenticeship.
6 ARTICLE 19. CIVIL RIGHTS ASSURANCE
7 During the performance of this Agreement, CONSULTANT, for itself, its assignees and
g successors in interest agree as follows:
g A. Compliance with Regulations: CONSULTANT shall comply with the Regulations relative to
10 nondiscrimination in federally assisted programs of the Department of Transportation (hereinafter,
11 "DOT") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time,
12 (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a
13 part of this Agreement.
14 B. Nondiscrimination: CONSULTANT, with regard to the work performed by it during the
15 Agreement, shall not discriminate on the grounds of race, color, or national origin in the selection and
16 retention of subcontractors, including procurements of materials and leases of equipment. The
17 CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by
18 Section 21.5 of the Regulations, including employment practices when the Agreement covers a
19 program set forth in Appendix B of the Regulations.
20 C. Solicitations for Subcontracts Including Procurement of Materials and Equipment: In all
21 solicitations either by competitive bidding or negotiation made by the CONSULTANT for work to be
22 performed under a subcontract,, including procurements of materials or leases of equipment, each
23 potential subcontractor or supplier shall be notified by the CONSULTANT of the CONSULTANT's
24 obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of
25 race,color,or national origin.
26
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1 D. Information and Reports: CONSULTANT shall provide all information and reports required
2 by the Regulations or directives issued pursuant thereto, and shall permit access to its books, records,
3 accounts, other sources of information, and its facilities as may be determined by the AUTHORITY to
4 be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any
5 information required of a CONSULTANT is in the exclusive possession of another who fails or refuses
6 to furnish this information the CONSULTANT shall so certify to the AUTHORITY as appropriate, and
7 shall set forth what efforts it has made to obtain the information.
8 E. Sanctions for Noncompliance: In the event of the CONSULTANT's noncompliance with
9 nondiscrimination provisions of this Agreement,the AUTHORITY shall impose Agreement sanctions as
10 it may determine to be appropriate, including, but not limited to:
11 1. Withholding of payments to the CONSULTANT under the Agreement until the
12 CONSULTANT complies; and/or
13 2. Cancellation, termination,or suspension of the Agreement,in whole or in part.
14 F. Incorporation of Provisions: CONSULTANT shall include the provisions of paragraphs (A)
15 through (F) in every subcontract, including procurements of materials and leases of equipment, unless
16 exempt by the Regulations, or directives issued pursuant thereto. The CONSULTANT shall take such
17 action with respect to any subcontract or procurement as the AUTHORITY may direct as a means of
18 enforcing such provisions including sanctions for noncompliance. Provided, however, that in the event
19 a CONSULTANT becomes involved in, or is threatened with, litigation with a subcontractor or supplier
20 as a result of such direction, the CONSULTANT may request the AUTHORITY to enter into such
Z1 litigation to protect the interests of the AUTHORITY, and, in addition, the CONSULTANT may request
22 the United States to enter into such litigation to protect the interests of the United States.
23 ARTICLE 20. RACE NEUTRAL DBE PARTICIPATION
24 A. At the time of contract execution, CONSULTANT has committed to use its reasonable best
25 efforts to utilize DBE(s) in the performance of this DOT-assisted contract, and further agrees to ensure
26 (to the extent reasonably possible) that DBE subcontractors, if any, listed on the "DBE Race-Neutral
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1 Bidders List", Exhibit D-3, which is attached herein, to perform work and/or supply materials in
2 accordance with original commitments, unless otherwise directed and/or approved by the AUTHORITY
3 prior to the CONSULTANT effectuating any changes to its race-neutral DBE participation
4 commitment(s).
5 B. In accordance with federal financial assistance agreements with the U.S. Department of
6 Transportation (U.S. DOT), AUTHORITY has adopted a Disadvantaged Business Enterprise (DBE)
7 Policy and Program, in conformance with Title 49 CFR Part 26, "Participation by Disadvantaged
g Business Enterprises in Department of Transportation Programs". This project is subject to these
g stipulated regulations. In order to ensure that the AUTHORITY achieves its overall DBE Program goals
10 and objectives, the AUTHORITY encourages the participation of DBEs as defined in 49 CFR 26 in the
11 performance of contracts financed in whole or in part with U.S. DOT funds. Pursuant to the intent of
12 these Regulations, it is also the policy of the AUTHORITY to:
13 1. Fulfill the spirit and intent of the Federal DBE Program regulations published under U.S.
14 DOT Title 49 CFR, Part 26, by ensuring that DBEs have equitable access to participate in all of
15 AUTHORITY's DOT-assisted contracting opportunities.
16 2. Ensure that DBEs can fairly compete for and perform on all DOT-assisted contracts and
17 subcontracts.
18 3. Ensure non-discrimination in the award and administration of AUTHORITY's DOT-
1 g assisted contracts.
20 4. Create a level playing field on which DBEs can compete fairly for DOT-assisted
21 contracts.
22 5. Ensure that only firms that fully meet 49 CFR, Part 26 eligibility standards are permitted
23 to participate as DBEs.
24 6. Help remove barriers to the participation of DBEs in DOT-assisted contracts.
25 7. Assist in the development of firms that can compete successfully in the marketplace
26 outside the DBE Program.
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1 8. CONSULTANT shall not discriminate on the basis of race, color, national origin, or sex
2 in the award and performance of subcontracts.
3 C. Any terms used in this section that is defined in 49 CFR Part 26, or elsewhere in the
4 Regulations, shall have the meaning set forth in the Regulations. In the event of any conflicts or
5 inconsistencies between the Regulations and the AUTHORITY's DBE Program with respect to DOT-
6 assisted contracts, the Regulations shall prevail.
7 D. AUTHORITY's new Race-Neutral DBE Policy Implementation Directives: Pursuant to
8 recently released Race-Neutral DBE policy directives issued by the U.S. DOT in response to the Ninth
g Circuit U.S. Court of Appeals decision in Western States Paving Co. v. Washington State Department
10 of Transportation, AUTHORITY has implemented a wholly Race-Neutral DBE Program. A Race-
11 Neutral DBE Program is one that, while benefiting DBEs, is not solely focused on DBE firms.
12 Therefore, under a Race-Neutral DBE Program, AUTHORITY does not establish numeric race-
13 conscious DBE participation goals on its DOT-assisted contracts. CONSULTANT shall not be required
14 to achieve a specific level of DBE participation as a condition of contract compliance in the performance
15 of this DOT-assisted contract. However, CONSULTANT shall adhere to race-neutral DBE participation
16 commitment(s) made at the time of contract award.
17 E. Definitions-The following definitions apply to the terms as used in these provisions:
18 1. "Disadvantaged Business Enterprise(DBE)" means a small business concern: (a)which
19 is at least 51 percent owned by one or more socially and economically disadvantaged individuals or, in
20 the case of any publicly-owned business, at least 51 percent of the stock of which is owned by one or
21 more socially and economically disadvantaged individuals; and (b) whose management and daily
22 business operations are controlled by one or more of the socially and economically disadvantaged
23 individuals who own it.
24 2. "Small Business Concern" means a small business as defined pursuant to Section 3 of
25 the Small Business Act and relevant regulations promulgated pursuant thereto, except that a small
26 business concern shall not include any concern or group of concerns controlled by the same socially
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1 and economically disadvantaged individual or individuals which has annual average gross receipts in
2 excess of$19.57 million over the previous three fiscal years.
3 3. "Socially and Economically Disadvantaged Individuals" means those individuals who are
4 citizens of the United States (or lawfully admitted permanent residents) and who are Black Americans,
5 Hispanic Americans, Native Americans, Asian-Pacific Americans, or Asian-Indian Americans, women
g and any other minorities or individuals found to be disadvantaged by the Small Business Administration
7 pursuant to Section 8(a) of the Small Business Act, or by AUTHORITY pursuant to 49 CFR part 26.65.
8 Members of the following groups are presumed to be socially and economically disadvantaged:
9 a. 'Black Americans,"which includes persons having origins in any of the Black racial
10 groups of Africa;
11 b. "Hispanic Americans," which includes persons of Mexican, Puerto Rican, Cuban,
12 Central or South American,or other Spanish or Portuguese culture or origin,
13 regardless of race;
14 c. "Native Americans," which includes persons who are American Indians, Eskimos,
15 Aleuts, or Native Hawaiians;
16 d. "Asian-Pacific Americans," which includes persons whose origins are from Japan,
17 China, Taiwan, Korea, Vietnam, Laos, Cambodia, the Philippines, Samoa, Guam,
18 the U.S.Trust Territories of the Pacific, and the Northern Marianas;
19 e. "Asian-Indian Americans," which includes persons whose origins are from India,
20 Pakistan, and Bangladesh;and
21 f. Women, regardless of ethnicity or race.
22 4. "Owned and Controlled" means a business: (a) which is at least 51 percent owned by
23 one or more "Socially and Economically Disadvantaged Individuals" or, in the case of a publicly-owned
24 business, at least 51 percent of the stock of which is owned by one or more "Socially and Economically
25 Disadvantaged Individuals"; and (b) whose management and daily business operations are controlled
26 by one or more such individuals.
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1 5. "Manufacturer" means a firm that operates or maintains a factory or establishment that
2 produces an the premises the materials or supplies obtained by the CONSULTANT.
3 6. "Regular Dealer" means a firm that owns, operates or maintains a store, warehouse, or
4 other establishment in which the materials or supplies required for the performance of the contract are
5 bought, kept in stock, and regularly sold to the public in the usual course of business. The firm must
6 engage in, as its principal business, and in its own name, the purchase and sale of the product in
7 question. A regular dealer in such bulk items as steel, cement, gravel, stone and petroleum products
8 need not keep such products in stock if it owns or operates distribution equipment.
g 7. "Other Socially and Economically Disadvantaged Individuals" means those individuals
10 who are citizens of the United States(or lawfully admitted permanent residents)and who, on a case-by-
11 case basis, are determined by Small Business Administration or the AUTHORITY to meet the social
12 and economic disadvantage criteria described below.
13 a. Social Disadvantage- (i)The individual's social disadvantage must stem from
14 his/her color, national origin, gender, physical handicap, long-term residence in an environment isolated
15 from the mainstream of American society, or other similar cause beyond the individual's control. (ii)The
16 individual must demonstrate that he/she has personally suffered social disadvantage. (iii) The
17 individual's social disadvantage must be rooted in treatment, which he/she has experienced in
18 American society, not in other countries. (iv) The individual's social disadvantage must be chronic,
19 longstanding and substantial, not fleeting or insignificant. (v) The individual's social disadvantage must
20 have negatively affected his/her entry into and/or advancement in the business world. A determination
21 of social disadvantage must be made before proceeding to make a determination of economic
22 disadvantage.
23 b. Economic Disadvantage — (i) The individual's ability to compete in the free
24 enterprise system has been impaired due to diminished capital and credit opportunities, as compared to
25 others in the same line of business and competitive market area that are not socially disadvantaged. (ii)
26 The following criteria will be considered when determining the degree of diminished credit and capital
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1 opportunities of a person claiming social and economic disadvantage: With respect to the individual:
2 availability of financing; bonding capability; availability of outside equity capital; and available markets.
3 With respect to the individual and the business concern: personal and business assets; personal and
4 business net worth; and personal and business income and profits.
5 8. Race-Neutral DBE Submission and Ongoing Reporting Requirements (Post-Award).
6 CONSULTANT shall complete and submit the following DBE exhibits (forms) at the times specified:
7 a. "Monthly Race-Neutral DBE Subcontractors Paid Report Summary and Payment
8 Verification"(Form 103).
g b. If CONSULTANT is a DBE firm and/or has proposed to utilize DBE firms,
10 CONSULTANT will be required to complete and submit Form 103 to the AUTHORITY by the 101" of
11 each month until completion of the contract to facilitate reporting of race-neutral DBE participation,
12 following the first month of contract activity. CONSULTANT shall report the total dollar value paid to
13 DBEs for the applicable reporting period. CONSULTANT shall also report the DBE's Scope of Work
14 and the total subcontract value of commitment for each DBE reported.
15 C. CONSULTANT is advised not to report the participation of DBEs toward the
16 CONSULTANT's race-neutral DBE attainment until the amount being counted has been paid to the
17 DBE.
18 d. Upon completion of the contract, CONSULTANT will be required to prepare and
19 submit to the AUTHORITY Form 103 clearly marked "Final" to facilitate reporting and capturing actual
20 DBE race-neutral attainments.
21 e. CONSULTANT shall complete and submit a Final Form 103 whether or not
22 DBEs were utilized in the performance of the contract.
23 F. A DBE must be a small business concern as defined pursuant to Section 3 of the U.S.
24 Small Business Act and relevant regulations promulgated pursuant thereto.
25 1. A DBE may participate as a prime CONSULTANT, subcontractor, joint venture
26 partner with a prime or.subcontractor,vendor of material or supplies, or as a trucking company.
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1 2. A DBE joint venture partner must be responsible for specific contract items of work,
2 or clearly defined portions thereof. Responsibility means actually performing, managing and
3 supervising the work with its own forces. The DBE joint venture partner must share in the capital
4 contribution, control, management, risks and profits of the joint venture commensurate with its
5 ownership interest.
6 3. A DBE must perform a commercially useful function in accordance with 49 CFR
7 26.55 (i.e., must be responsible for the execution of a distinct element of the work and must carry out its
8 responsibility by actually performing, managing and supervising the work). A DBE should perform at
g least thirty percent (30%) of the total cost of its contract with its own workforce to presume it is
10 performing a commercially useful function.
11 4. DBEs must be certified by the California Unified Certification Program (CUCP).
12 Listings of DBEs certified by the CUCP are available from the following sources: .(a)_The CUCP web
13 site, which can be accessed at http://www.californiaucR.com; or the Caltrans "Civil Rights"web site at
14 http://www.dot.ca. oq v/hq/bep. (b) The CUCP DBE Directory, which may be obtained from the
15 Department of Transportation, Material Operations Branch, Publication Distribution Unit, 1900 Royal
16 Oaks Drive,Sacramento,California 95815;Telephone: (916)445-3520.
17 G. DBE Crediting Provisions: When a DBE is proposed to participate in the contract, either
18 as a prime CONSULTANT or subcontractor, only the value of the work proposed to be performed by
19 the DBE with its own forces may be counted towards race-neutral DBE participation. If a DBE
20 intends to subcontract part of the work of its subcontract to a lower tier subcontractor, the value of
21 the subcontracted work may be counted toward race-neutral DBE participation only if the DBE
22 subcontractor is a certified DBE and actually performs the work with their own forces. Services
23 subcontracted to a non-DBE firm may not be credited toward the prime CONSULTANT's race-
24 neutral DBE attainment.
25 1. CONSULTANT is to calculate and credit participation by eligible DBE vendors of
26 equipment, materials, and suppliers toward race-neutral DBE attainment, as follows: (a) Sixty
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I percent (60%) of expenditure(s) for equipment, materials and supplies required under the Contract,
2 obtained from a regular dealer; or(b) One hundred percent (100%) of expenditure(s) for equipment,
3 materials and supplies required under the contract, obtained from a DBE manufacturer (c) Brokers,
4 and Packagers may be credited towards CONSULTANT's race-neutral DBE attainment, provided
5 that the fee or commission is reasonable, and not excessive, as compared with fees or commissions
g customarily allowed for similar work, including fees and commissions charged for providing bona fide
7 professional or technical services, or procurement of essential personnel, facilities, equipment,
8 materials, or supplies required in the performance of the contract. Fees charged for delivery of
9 material and supplies (excluding the cost of materials or supplies themselves) when the licensed
10 hauler, trucker, or delivery service is not also the manufacturer of, or a regular dealer in, the material
11 and supplies. Fees and commissions charged for providing any insurance specifically required in
12 the performance of the contract.
13 2. CONSULTANT may count the participation of DBE trucking companies toward
14 race-neutral DBE attainment, as follows: the DBE must be responsible for the management and
15 supervision of the entire trucking operation for which it is responsible,on a particular contract; the
16 DBE must itself own and operate at least one fully licensed, insured, and operational truck used on
17 the contract; the DBE receives credit for the total value of the transportation services it provides on
18 the contract using trucks it owns, insures, and operates using drivers it employs; DBE may lease
19 trucks from another DBE firm, including an owner-operator who is certified as a DBE; the DBE who
20 leases trucks from another DBE.receives credit for the total value of the transportation services the
21 lessee DBE provides on the contract. The DBE may also lease trucks from a non-DBE firm,
22 including an owner-operator. The DBE who leases trucks from a non-DBE is entitled to credit only
23 for the fee or commission it receives as a result of the lease arrangement. The DBE does not
24 receive credit for the total value of the transportation services provided by the lessee, since these
25 services are not provided by a DBE.
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1 3. For purposes of this paragraph, a lease must indicate that the DBE has exclusive
2 use of and control over the truck. This does not preclude the leased truck from working for others
3 during the term of the lease with the consent of the DBE, so long as the lease gives the DBE
4 absolute priority for use of the leased truck. Leased trucks must display the name and identification
5 number of the DBE.
6 4. If CONSULTANT listed a non-certified DBE 1s` tier subcontractor to perform work
7 on this contract, and the non-certified DBE subcontractor subcontracts a part of its work or
g purchases materials and/or supplies from a lower tier DBE certified subcontractor or vendor, the
9 value of work performed by the lower tier DBE firm's own forces can be counted toward race-neutral
10 DBE participation on the contract.
11 H. DBE subcontractors listed by the CONSULTANT in its "DBE Race-Neutral Participation
12 Listing" (Exhibit D-2) submitted at the time of proposal submission shall perform the work and supply
13 the materials for which they are listed, unless the CONSULTANT has received prior written
14 authorization from the AUTHORITY to perform the work with other forces or to obtain the materials from
15 other sources. CONSULTANT shall provide written notification to AUTHORITY in a timely manner of
16 any changes to its anticipated DBE participation. This notice should be provided prior to the
17 commencement of that portion of the work.
18 I. In the event CONSULTANT identifies additional DBE subcontractors or suppliers not
19 previously identified by CONSULTANT for race-neutral DBE participation under the contract,
Z0 CONSULTANT shall notify AUTHORITY by submitting "Request for Additional DBE Firm" form.
21 CONSULTANT shall also submit, for each DBE identified after contract execution, a written
22 confirmation from the DBE acknowledging that it is participating in the contract for a specified value,
23 including the corresponding Scope of Work(a subcontract agreement can serve in lieu of the written
24 confirmation).
25 J. DBE Certification Status- If a listed DBE subcontractor is decertified during the life of the
26 project, the decertified subcontractor shall notify CONSULTANT in writing with the date of
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1 decertification. If a non-DBE subcontractor becomes a certified DBE during the life of the project,
2 the DBE subcontractor shall notify CONSULTANT in writing with the date of certification.
3 CONSULTANT shall furnish the written documentation to AUTHORITY in a timely manner.
4 K. In compliance with State and Federal anti-discrimination laws, CONSULTANT shall affirm
5 that they will not exclude or discriminate on the basis of race, color, national origin, or sex in
6 consideration of contract award opportunities. Further, CONSULTANT shall affirm that they will
7 consider, and utilize subcontractors and vendors, in a manner consistent with non-discrimination
8 objectives.
g ARTICLE 21. EQUAL EMPLOYMENT OPPORTUNITY
10 In connection with its performance under this Agreement, CONSULTANT shall not discriminate
11 against any employee or applicant for employment because of race, religion, color, sex, age or national
12 origin. CONSULTANT shall take affirmative action to ensure that applicants are employed, and that
13 employees are treated during their employment,without regard to their race, religion, color, sex, age or
14 national origin. Such actions shall include, but not be limited to, the following: employment, upgrading,
15 demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other
16 forms of compensation; and selection for training, including apprenticeship.
17 ARTICLE 22. PROHIBITED INTERESTS
18 CONSULTANT covenants that, for the term of this Agreement, no director, member, officer or
19 employee of AUTHORITY during his/her tenure in office or for one (1) year thereafter shall have any
20 interest, direct or indirect, in this Agreement or the proceeds thereof.
21 ARTICLE 23. OWNERSHIP OF REPORTS AND DOCUMENTS
22 A. The originals of all letters, documents, reports and other products and data produced under
23 this Agreement shall be delivered to, and become the property of AUTHORITY. Copies may be made
24 for CONSULTANT's records but shall not be furnished to others without written authorization from
25 AUTHORITY. Such deliverables shall be deemed works made for hire and all rights in copyright therein
26 shall be retained by AUTHORITY.
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1 B. All ideas, memoranda, specifications, plans, manufacturing, procedures, drawings,
2 descriptions, and all other written information submitted to CONSULTANT in connection with the
3 performance of this Agreement shall not,without prior written approval of AUTHORITY, be used for any
4 purposes other than the performance under this Agreement, nor be disclosed to an entity not connected
5 with the performance of the project. CONSULTANT shall comply with AUTHORITY's policies regarding
6 such material. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or
7 becomes generally known to the related industry shall be deemed confidential.CONSULTANT shall not
g use AUTHORITY's name, photographs of the project, or any other publicity pertaining to the project in
9 any professional publication, magazine, trade paper, newspaper, seminar or other medium without the
10 express written consent of AUTHORITY.
11 C. No copies, sketches, computer graphics or graphs, including graphic artwork, are to be
12 released by CONSULTANT to any other person or agency except after prior written approval by
13 AUTHORITY, except as necessary for the performance of services under this Agreement. All press
14 releases, including graphic display information to be published in newspapers, magazines, etc., are to
15 be handled only by AUTHORITY unless otherwise agreed to by CONSULTANT and AUTHORITY.
16 ARTICLE 24. PATENT AND COPYRIGHT INFRINGEMENT
17 A. In lieu of any other warranty by AUTHORITY or CONSULTANT against patent or copyright
18 infringement, statutory or otherwise, it is agreed that CONSULTANT shall defend at its expense any
19 claim or suit against AUTHORITY on account of any allegation that any item furnished under this
20 Agreement or the normal use or sale thereof arising out of the performance of this Agreement, infringes
21 upon any presently existing U. S. letters patent or copyright and CONSULTANT shall pay all costs and
22 damages finally awarded in any such suit or claim, provided that CONSULTANT is promptly notified in
23 writing of the suit or claim and given authority, information and assistance at CONSULTANT's expense
24 for the defense of same. However, CONSULTANT will not indemnify AUTHORITY if the suit or claim
25 results from: (1)AUTHORITY's alteration of a deliverable, such that said deliverable in its altered form
26 infringes upon any presently existing U.S. letters patent or copyright; or(2) the use of a deliverable in
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1 combination with other material not provided by CONSULTANT when such use in combination infringes
2 upon an existing U.S. letters patent or copyright.
3 B. CONSULTANT shall have sole control of the defense of any such claim or suit and all
4 negotiations for settlement thereof. CONSULTANT shall not be obligated to indemnify AUTHORITY
5 under any settlement made without CONSULTANT's consent or in the event AUTHORITY fails to
6 cooperate fully in the defense of any suit or claim, provided, however, that said defense shall be at
7 CONSULTANT's expense. If the use or sale of said item is enjoined as a result of such suit or claim,
a CONSULTANT, at no expense to AUTHORITY, shall obtain for AUTHORITY the right to use and sell
g said item, or shall substitute an equivalent item acceptable to AUTHORITY and extend this patent and
10 copyright indemnity thereto.
11 ARTICLE 25. FINISHED AND PRELIMINARY DATA
12 A. All of CONSULTANT's finished technical data, including but not limited to illustrations,
13 photographs, tapes, software, software design documents, including without limitation source code,
14 binary code,all media, technical documentation and user documentation, photoprints and other graphic
15 information required to be furnished under this Agreement, shall be AUTHORITY's property upon
16 payment and shall be furnished with unlimited rights and, as such, shall be free from proprietary
17 restriction except as elsewhere authorized in this Agreement. CONSULTANT further agrees that it
18 shall have no interest or claim to such finished, AUTHORITY-owned, technical data; furthermore, said
19 data is subject to the provisions of the Freedom of Information Act, 5 USC 552,
20 B. It is expressly understood that any title to preliminary technical data is not passed to
21 AUTHORITY but is retained by CONSULTANT. Preliminary data includes roughs, visualizations,
22 software design documents, layouts and comprehensives prepared by CONSULTANT solely for the
23 purpose of demonstrating an idea or message for AUTHORITY's acceptance before approval is given
24 for preparation of finished artwork. Preliminary data title and right thereto shall be made available to
25 AUTHORITY if CONSULTANT causes AUTHORITY to exercise ARTICLE 11 CHANGES,and a price
26 shall be negotiated for all preliminary data.
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1 ARTICLE 26. FORCE MAJEURE
2 Either party shall be excused from performing its obligations under this Agreement during the
3 time and to the extent that it is prevented from performing by an unforeseeable cause beyond its
4 control, including but not limited to: any incidence of fire, flood; acts of God;commandeering of material,
5 products, plants or facilities by the federal, state or local government; national fuel shortage; or a
6 material act or omission by the other party; when satisfactory evidence of such cause is presented to
7 the other party; and provided further that such nonperformance is unforeseeable, beyond the control
g and is not due to the fault or negligence of the party not performing.
g ARTICLE 27. ALCOHOL AND DRUG POLICY
10 A. CONSULTANT agrees to establish and implement an alcohol and drug program that
11 complies with 49 Code of Federal Regulations Part 655, produce any documentation necessary to
12 establish its compliance with Part 655, and permit any authorized representative of the United States
13 Department of Transportation or its operating administrations,the State Oversight Agency of California,
14 or AUTHORITY, to inspect the facilities and records associated with the implementation of the alcohol
15 and drug testing program as required under 49 CFR Part 655 and review the testing process.
16 B. CONSULTANT agrees further to certify annually its compliance with Part 655 before
17 January 9, 2009, and to submit the Management Information System reports to, and when requested
18 by,AUTHORITY's Project Manager and AUTHORITY's Alcohol and Drug Program Manager. To certify
19 compliance CONSULTANT shall use the "Substance Abuse Certifications" and the "Annual List of
20 Certifications and Assurances for Federal Transit Administration (FTA) Grants and Cooperative
21 Agreements,"which is published annually in the Federal Register.
22 C. On an annual basis, and no later than February 15 of each year, CONSULTANT shall
23 submit to AUTHORITY's Human Resources Division annual drug and alcohol testing data using the
24 appropriate FTA prescribed forms. The report shall cover testing conducted during the previous
25 calendar year. It shall be addressed as follows:
26
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1 OCTA Human Resources
2 Attn:Alcohol and Drug Program Manager
3 550 S. Main Street
4 P. O. Box 14184
5 Orange, CA 92863-1584
6 D. Using the EZ format prescribed by the FTA for the annual report, CONSULTANT shall send
7 a quarterly drug and alcohol testing report to the Project Manager, with a copy to the Alcohol and Drug
8 Program Manager in Human Resources. The quarterly report must be submitted no later than the 15'h
g of the month following the close of each quarter(April, July, October,January).
10 E. CONSULTANT agrees further to submit upon request a copy of the Policy Statement
11 developed to implement its alcohol and drug testing program.
12 F. Failure to comply with this Article may result in nonpayment or termination of this
13 Agreement.
14 ARTICLE 28. PRIVACY ACT
15 CONSULTANT shall comply with, and assures the compliance of its employees with, the
16 information restrictions and other applicable requirements of the Privacy Act of 1974, 5 U.S.C. §552a.
17 Among other things, CONSULTANT agrees to obtain the express consent of the Federal Government
18 before the CONSULTANT or its employees operate a system of records on behalf of the Federal
19 Government. CONSULTANT understands that the requirements of the Privacy Act, including the civil
20 and criminal penalties for violation of that Act, apply to those individuals involved, and that failure to
21 comply with the terms of the Privacy Act may result in termination of the underlying Agreement.
22 ARTICLE 29. INCORPORATION OF FHWA TERMS
23 All contractual provisions required by U.S. Department of Transportation (USDOT), whether or
24 not expressly set forth in this document, as amended, are hereby incorporated by reference. Anything
25 to the contrary herein notwithstanding, all Federal Highway Administration (FHWA) mandated terms
26 shall be deemed to control in the event of a conflict with other provisions contained in this Agreement.
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1 CONSULTANT shall not perform any act, fail to perform any act, or refuse to comply with any requests,
2 which would cause AUTHORITY to be in violation of the FHWA terms and conditions.
3 ARTICLE 30. FEDERAL CHANGES
4 CONSULTANT shall at all times comply with all applicable FTA regulations, policies, procedures
5 and directives, including without limitation those listed directly or by reference in the agreement
6 between the AUTHORITY and FTA , as they may be amended or promulgated from time to time during
7 this Agreement. CONSULTANT's failure to comply shall constitute a material breach of contract.
8 ARTICLE 31. NO GOVERNMENT OBLIGATION TO THIRD PARTIES
g AUTHORITY and CONSULTANT acknowledge and agree that, notwithstanding any
10 concurrence by the Federal Government in or approval of the solicitation or award of the underlying
11 Agreement, absent the express written consent by the Federal Government,the Federal Government is
12 not a party to this Agreement and shall not be subject to any obligations or liabilities to the
13 AUTHORITY, CONSULTANT, or any other party (whether or not a party to this Agreement) pertaining
14 to any matter resulting from the underlying Agreement. CONSULTANT agrees to include these
15 requirements in all of its subcontracts.
16 ARTICLE 32. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND
17 RELATED ACTS
18 A. CONSULTANT acknowledges that the provisions of the Program Fraud Civil Remedies Act
19 of 1986, as amended, 31 U.S.C. §§3801 et seq. and U.S. DOT regulations, "Program Fraud Civil
20 Remedies,"49 C.F.R. Part 31, apply to its actions pertaining to this project. Accordingly, by signing this
21 Agreement, CONSULTANT certifies or affirms the truthfulness and accuracy of any statement it has
22 made, it makes, it may make, or causes to be made, pertaining to the underlying Agreement of the FTA
23 assisted project for which this Agreement's work is being performed. CONSULTANT also
24 acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement,
25 submission, or certification,the Federal Government reserves the right to impose penalties of the
26
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1 Program Fraud Civil Remedies Act of 1986 on the CONSULTANT to the extent the Federal
2 Government deems appropriate.
3 B. CONSULTANT also acknowledges that if it makes, or causes to be made, a false,fictitious,
4 or fraudulent claim, statement, submission, or certification to the Federal Government under an
5 agreement connected with a project that is financed in whole or part with Federal assistance awarded
6 by FTA under the authority of 49 U.S.C. §5307 et seq., the Government reserves the right to impose
7 the penalties of 18 U.S.C. §1001 and 49 U.S.C. §5307(n) (1) et seq. on the CONSULTANT, to the
8 extent the Federal Government deems appropriate. CONSULTANT agrees to include this requirement
g in all of its subcontracts.
10 ARTICLE 33. RECYCLED PRODUCTS
11 CONSULTANT shall comply with all the requirements of Section 6002 of the Resource
12 Conservation and Recovery Act(RCRA), as amended (42 U.S.C.6962), including but not limited to the
13 regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the
14 procurement of the items designated in subpart B of 40 CFR Part 247. CONSULTANT agrees to
15 include this requirement in all of its subcontracts.
16 ARTICLE 34. ENERGY CONSERVATION REQUIREMENTS
17 CONSULTANT shall comply with mandatory standards and policies relating to energy efficiency
18 which are contained in the state energy conservation plan issued in compliance with the Energy Policy
19 Conservation Act.
20 ARTICLE 35. CLEAN AIR
21 CONSULTANT shall comply with all applicable standards, orders or regulations issued pursuant
22 to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq. CONSULTANT shall report each violation
23 to AUTHORITY, who will in turn, report each violation as required to assure notification to FTA and the
24 appropriate EPA Regional Office. CONSULTANT agrees to include this requirement in all of its
25 subcontracts.
26
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I ARTICLE 36. CLEAN WATER REQUIREMENTS
2 CONSULTANT shall comply with all applicable standards, orders or regulations issued pursuant
3 to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. CONSULTANT shall
4 report each violation to AUTHORITY and understands and agrees that the AUTHORITY who will in
5 turn, report each violation as required to assure notification to FTA and appropriate EPA Regional
6 Office. CONSULTANT agrees to include this requirement in all of its subcontracts.
7 ARTICLE 37. FORCE MAJEURE
8 Either party shall be excused from performing its obligations under this Agreement during the
g time and to the extent that it is prevented from performing by an unforeseeable cause beyond its
10 control, including but not limited to:any incidence of fire, flood; acts of God; commandeering of material,
11 products, plants or facilities by the federal, state or local government; national fuel shortage; or a
12 material act or omission by the other party; when satisfactory evidence of such cause is presented to
13 the other party, and provided further that such nonperformance is unforeseeable, beyond the control
14 and is not due to the fault or negligence of the party r1bt performing.
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1 This Agreement shall be made effective upon execution by both parties.
2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-8-0822 to be
3 executed on thedate first above written.
4 OVERLA CIF UTLER, INC. ORANGE COUNTY TRANSPORTATION AUTHORITY
5 By By G.
Ray A strong, SR/W Arthur T. Leahy
6 Principal and Vice-President Chief Executive Officer
741
8 APPROVED AS FORM:',
9 By
Ke and R. Sm rt, Jr.
10 eneral Counsel
11
12 APP
13 ay
Kia Mortazavi
14 Director, Strategic l ning
15 Date lO— 4- UO
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OCTA Contract No. C-8-0822 EXHIBIT A
Right-of-Way Services for West County Connector Project
SCOPE OF WORK
The Orange County Transportation Authority (Authority), in conjunction with the State of
California, Department of Transportation (Caltrans), is proposing to improve the
1-405/1-605 and 1-405/SR-22 Connectors. This project will involve acquisition of property
for rights of way.
The Authority, is seeking the assistance of a right of way consulting firm (Consultant) to
provide right of way project delivery services, including acquisition and negotiation,
relocation assistance, utility relocation, appraisal and appraisal review, title and escrow,
environmental inspection and reporting and other right of way services for State-owned
freeways and related facilities. Services will be required for a period of two years with
two (2) one-year option terms, A description of the services follows.
1. Acquisition and Negotiation
Acquisition and negotiation services conducted by the Consultant on behalf, of the
Authority may include, but are not limited to, the following:
Prepare a Relocation Plan if necessary.
At the initiation of the acquisition and negotiation assignment or program, the
Consultant shall meet with Authority staff regarding the Authority's requirements for a
scope of the specific assignment or program. The Consultant shall -
1) As necessary, prepare and revise Right of Way Data Sheet, Certification and
Authorization to acquire right of way. The Consultant shall coordinate with and
support the Authority's on-call consultant firms for services normally associated
with the delivery of right of way and the construction of freeway related facilities.
2) Prepare, in a format acceptable to Authority, a monthly status report and submit
the report to the Project Manager with a copy to be included with the monthly
billing.
3) Prepare and develop the Informational Letter and Offer Letter and deliver those
letters to property owners upon review and approval of the Authority.
4) Study and familiarize itself with the Authority's Plans, Specifications and
Engineering documents of each project when assigned.
5) Meet personally with each property owner to inform him or her of the Authority's
Right of Way Acquisition process.
C-8-0822 Scope of Work Page 1
Should Consultant discover facts, which were not recognized in the Offer of Just
Compensation, the Consultant shall immediately notify Authority staff who will
evaluate and give full consideration to those items prior to continuation of
negotiations.
The Consultant will not be authorized to negotiate for the Authority, but shall
maintain a Record of Negotiations documenting that all elements of the
acquisition process and transactions were performed in accordance with
applicable federal, state and local laws and regulations.
6) Prepare all applicable forms, secure grantor's approval and signature and submit
the forms to Authority for review and acceptance.
7) Establish and maintain an acquisition file for each property owner or property
interest acquired and maintain a file checklist pursuant to Authority specifications.
8) As directed by the Authority, meet with Authority staff and/or other consultants
regarding proposed projects to identify acquisition issues, budget and schedules.
9) As directed by the Authority, attend meetings, make public presentations to
individuals and organizations and represent the Authority in presentations and
public hearings on all matters pertaining to the acquisition process.
10)As may be necessary, secure Right of Entry Agreements; Licenses or Permits
from property owners for purposes of performing hazardous waste, archeological
and other inspections.
11)Develop and maintain an escrow schedule; deliver documents and checks to
escrow companies; review all documents for submission and delivery to escrow
companies; review title and escrow documents; ensure the Authority is acquiring
good title and/or the property rights needed for the completion of the project, free
and clear of any and all encumbrances that may affect or hinder the development
of future construction; coordinate escrow closings and file all applicable forms
and documents with the County Assessor's office.
12)Upon completion of the acquisition process for each property or property interest,
or at project completion, provide the Authority with the original acquisition file for
future audit purposes. Consultant is to be available on an "as-needed" basis for
audit purposes.
13)Perform any other normal procedures and processes to implement the
acquisition assignment and shall provide any other supporting information and/or
correspondence required by the Authority.
14)Provide written and verbal multi-lingual services as needed for the acquisition .
program.
C-8-0822 Scope of Work Page 2
15)As requested by the Authority, provide expert witness testimony in any court or
administrative proceeding. Legal services will be provided for under a separate
contract.
Consultant and all sub-consultants must have the required licenses and/or
certificates as required by State of California including but not limited to Real Estate
sales license and/or broker license for the acquisition of Real Property.
2. Relocation Assistance
The Consultant shall -
6) Perform all relocation assistance services in accordance with the Uniform
Relocation and Real Property Acquisition Act; the California Relocation
Assistance and Real Property Acquisition Guidelines; the Authority Policies and
Procedures and any other applicable regulations.
7) Should relocation assistance be required, meet with Authority staff regarding the
specific relocation assignment or work program.
8) Meet personally with each prospective displacee to ascertain the nature and
scope of relocation assistance required, to inform the displacees of their rights,
and to explain the relocation process.
9) Determine each displacee's eligibility for relocation assistance; prepare an
estimated timeline for relocation, and prepare an estimate of the amount of
relocation benefits to which each displacee is eligible.
10)Prepare all applicable claim forms, secure claimant's signatures on claim forms,
and submit forms to the Authority for review, acceptance and payment.
11)Conduct appropriate searches for relocation replacement sites and provide
relocation site referrals to displacees.
12)Personally inspect replacement dwellings and/or buildings and sites to determine
if they meet decent, safe and sanitary regulatory requirements.
13)Where appropriate, advise displacees of available economic assistance and
social services; and provide displacees with referrals to organizations,-' social
service agencies and community organizations.
14)Provide displacees with ongoing advisory services to minimize hardship due to
relocation.
C-8-0822 Scope of Work Page 3
15)Perform any other normal procedures and processes to implement the relocation
assignment and shall provide any other supporting information and
correspondence required by the Authority.
3. Utility Relocation
The Consultant shall -
1) Assist in the development and processing of Notices to Owner and utility
relocation agreements.
2) Assist in the coordination with utility owners, cities, Caltrans, Metrolink or other
agencies with jurisdiction.
4. Appraisal and Appraisal Review
The Consultant shall -
1) Maintain a list of sub-consultant appraisers and review appraisers who are
qualified, by experience and legally required license or certification, to prepare
appraisals and appraisal reviews. The Consultant shall have sub-consultant
appraisers and review appraisers sufficiently large in number to deliver
assignments in time to meet the overall project delivery schedule. The
Consultant will be responsible for managing and monitoring the appraisers to
ensure timely delivery.
2) Meet with Authority staff to determine the scope of the assignment.
3) Meet with the appraisers and review appraisers to ensure they understand the
appraisal assignment.
The Consultant shall exercise reasonable diligence in obtaining cost-effective
appraisals and review appraisals. The Consultant shall bid the appraisal and
appraisal reviews, or use other means in order to provide the Authority with cost-
effective products.
The Consultant shall ensure that the appraisals and appraisal reviews meet all
appropriate state and federal laws, regulations, rules and other requirements.
4) Based on the information provided by the appraisal and appraisal review, shall
prepare a Determination of Just Compensation, or similar document, for the
Authority to sign.
C-8-0822 Scope of Work Page 4
5. Title and Escrow
The Consultant shall -
1) Maintain a list of title and escrow companies to provide title and escrow services
necessary for the acquisition of real property. The Consultant shall provide a
schedule of costs for these services, which include, but are not limited to,
preliminary title reports, litigation guarantees, policies of title, title searches,
document searches, document preparation, estimates of closing costs, escrow
instructions, and other documents.
2) Deliver all necessary documents to the title and escrow companies and shall be
responsible for the preparation and completion of said documents.
The Consultant will be responsible for managing and monitoring the title and
escrow companies to ensure timely delivery.
6. Environmental Inspection and Reporting
The Consultant shall -
1) Maintain a list of sub-consultant environmental consultants who are qualified, by
experience and legally required license or certification, to prepare and perform
inspections and reports related to determination of hazardous materials or other
environmental contaminants affecting property to be acquired by the Authority.
The Consultant shall have sub-consultant environmental consultants sufficiently
large in number to deliver assignments in time to meet the overall project delivery
schedule. The Consultant will be responsible for managing and monitoring the
environmental consultant to ensure timely delivery.
2) Meet with Authority staff to determine the scope of the assignments. The
Consultant will meet with the environmental consultants to ensure they
understand the scope of the assignment. Assignments may include field
inspections and surveys, Phase I and Phase II reports, field testing and
sampling, estimate of clean ups, and similar environmental work.
3) Exercise reasonable diligence in obtaining cost-effective investigations and
reports. The Consultant shall bid the assignments, or use other means in order
to provide the Authority with cost-effective products.
4) Ensure that the delivered assignments meet all appropriate local, state and
federal laws, regulations, rules and other requirements.
C-8-0822 Scope of Work Page 5
7. Other Right of Way Services
The consultant shall perform, either by its own staff, or through qualified sub-
consultants, all activities necessary for timely right of way project delivery. These duties
may include, but are not limited to, translations services, cost estimating, demolition and
clearance, minor improvement construction, installation and repair, etc.
8. Regulatory Approval or Certification
The Consultant shall prepare and submit any approval, certification or other similar
document that any jurisdictional agency may require, and obtain approval/acceptance
from said jurisdictional agency,
C-8-0822 Scope of Work Page 6
OCTA Contract No.C-8-0822, Right-of-Way Services for West County Connector Project
EXHIBIT B SCHEDULE OF FEES PAGE 1
SCHEDULE I --HOURLY RATES
OVERLAND,PACIFIC AND CUTLER KEY PERSONNEL
x .
'Loaded'W illy,
V
t- tiiClassificationear.2
Ray Armstrong, SRAIVA Principal Project Manager, 2008-09 $ 185.00
Negotiations 2009-10 $ 188.70
2010-11 $ 192.47
Joey Mendoza, SR/WA Sr. Project Manager Strategist,CA/QC, 2008-09 $ 135.00
Compliance 2009-10 $ 137.70
2010-11 $ 140,45
Daniela Borbe Sr.Consultant Asst. Project Manager. 2008-09 $ 115.00
Negotiations 2009-10 $ 117.30
010-11 $ 119.65
Michele Folk, SR/WA Sr. Project Manager Manager of Relocation 2008-09 $ 185.00
Assistance 2009-10 $ 188.70
2010-11 1 $ 192.47
*Rates are escalated at 2 percent for each fiscal year for the fiscal years shown and for any subsequent fiscal year.
OVERLAND, PACIFIC AND CUTLER OTHER PERSONNEL
Putt V:-oa 0' u
'ClaWe Job Functlorr 00
Laura Kane Sr. Consultant Negotiations,relocation 2008-09 $ 115.00
2009-10 $ 117.30
2010-11 $ 119.65
Daniel Mercado Sr. Consultant Negotiations, relocation 2008-09 $ 115.00
2009-10 $ 117.30
2010-11 $ 119.65
Natasa Lenic Analyst Relocation plans 2008-09 $ 105.00
2009-10 $ 107.10
2010-11 $ 109.24
Susan Hebert Project Support Documents. closings 2008-09 $ 74.00
2009-10 $ 75.48
2010-11 $ 77.00
*Rates are escalated at 2 percent for each fiscal year for the fiscal years shown and for any subsequent fiscal year.
TEC MANAGEMENT CONSULTANTS-KEY PERSONNEL
"' � -6ur Full H -iy,,'9ke
Y,
t
ni:f- Jobfti
Of iift, iolfi�",�'-'_"14"Me,
Wendell Taylor Utility Relocations 2008 $ 184.05
2009 $ 187.73
2010 $ 191.49
2010 $ 195.32
2012 $ 199.22
*Rates are escalated at 2 percent for each calendar year for the calendar years shown.
PSOMAS ENGINEERING-KEY PERSONNEL
r'P 'W 5z :' a : Full Loaded Houel Rate**
'40 'Y
""u
IM "14
Lee Whitley Senior Project Manager] Surveyor 2008 $ 200 nn
**Rates subject to escalation in accordance with collective bargaining labor agreement
PSOMAS ENGINEERING-OTHER PERSONNEL
'd Full Loaded ourly,-k a
0
Peter Firzpatrick Senior Project Manager 2008 $ 175.00
"Rates subject to escalation in accordance with collective bargaining labor agreement
OCTA Contract No. C-8-0822,Right-of-Way Services for West County Connector Project
EXHIBIT B SCHEDULE OF FEES PAGE 2
SCHEDULE I --HOURLY RATES(Continued)
SCS ENGINEERING-KEY PERSONNEL
t -6 Full b
airnq Classification, Function_'.tkil t Y MQL!n
o '
Kevin Green, PG, REA Project Director Environmental 2008-09 $ 195.00
***Rates may be escalated at 2 percent for each subsequent fiscal year
LEIGHTON &ASSOCIATES-KEY PERSONNEL
FUJI'l Loaded.
Y
assi k
on; une kpil Ci fi,icai Kristin Stout, REA_ Project Scientist Environmental 2008-09 $ 160.00
***Rates may be escalated at 2 percent for each subsequent fiscal year
LIDGARD AND ASSOCIATES-KEY PERSONNEL
V awed 6M�,Rdte��
OL �H
-;Classification
WE (00
Scott Lid aid, MAI Review Appraisals 2008-09 $ 225,00
***Rates may be escalated at 2 percent for each subsequent fiscal year
LIDGARD AND ASSOCIATES-OTHER PERSONNEL
Full Loaded Hourl
c Function;., 3- ,Staff Appraisal Assistant Appraisal preparation 2008-09 $ 100.00
I
***Rates may be escalated at 2 percent for each subsequent fiscal year
THE KILEY COMPANY-KEY PERSONNEL
Y" did"
Classification 01110n f, on;
Elizabeth M. Kiley, MAI Appraiser Appraisal preparation 2008-09 $ 17500
***Rates may be escalated at 2 percent for each subsequent fiscal year
THE KILEY COMPANY-OTHER PERSONNEL
o 11 d kur� fli.
Ft
al a ow r, .
Staff Appraisal Assistant Appraisal preparation 2008-09 $ 90.00
***Rates may be escalated at 2 percent for each subsequent fiscal year
HENNESSEY&HENNESSEY -KEY PERSONNEL
Hourl =Rate:.._,.
Name,
on, n
Sharon Hennessey, MAI Appraiser A raisal Preparation 2008-09 $ 200.00
'**Rates may be escalated at 2 percent for each subsequent fiscal year
HENNESSEY&HENNESSEY -OTHER PERSONNEL
Full y:.Loaded V Y;kiti,,
Staff Appraisal Assistant Appraisal preparation 2008-09 $ 65.00
Staff Staff Administration 2008-09 $ 60.00
"*Rates may be escalated at 2 percent for each subsequent fiscal year
DONAHUE APPRAISAL ASSOCIATES-.KEY PERSONNEL
Full Loaded HourlY,
Nartne T;
-Z 4
5 21,, ,"; w a Om 6 n don Y
Kevin Donahue,MAI Appraiser I Appraisal preparation 2008-09 $ 250.00
***Rates may be escalated at 2 percent for each subsequent fiscal year
OCTA Contract No.C-8-0822,Right-of-Way Services for West County Connector Project
EXHIBIT B SCHEDULE OF FEES PAGE 3
SCHEDULE I --HOURLY RATES(Continued)
DONAHUE APPRAISAL ASSOCIATES-OTHER PERSONNEL
' I ",T6
�undtlldrf,`,"° u
4Jo�'6'F
"N C
Staff Staff Administration 2008-09 $ 100.00
***Rates may be escalated at 2 percent for each subsequent fiscal year
DIVI&A-KEY PERSONNEL
'F Aitk o
NamesV
CIA"ifI6atI6tV',:,.Mr. Richard Hodges Appraiser F&E Appraisal 2008-09 $ 200.00
***Rates may be escalated at 2 percent for each subsequent fiscal year
DIVI&A-OTHER PERSONNEL
y `6 d6`A6 rlj�gite!*!8 U
Name.: Classification:: -"J.6b1F.unCti6h'_.r
Staff Manager Review/Administration 2008-09 $ 170.00
Staff Appraiser Appraisals 2008-09 $ 135.00
Staff Staff Administration 2008-09 $ 100.00
***Rates may be escalated at 2 percent for each subsequent fiscal year
REAL ESTATE CONSULTING AND SERVICES-KEY PERSONNEL
Y.,
Name "Sifl MotinG
Paul Strader Sr. Project Manager Construction Services 2008-09 1 $ 85001
REAL ESTATE CONSULTING AND SERVICES-OTHER PERSONNEL
"`Rates—:kw
eaf.,,
�as on:. unctibm.
.,.AqPrne�;. liftiti Mount,
Principal 2008-09 $ 95,00
Project Manager 2008-09 $ 73.00
Plumber 2008-09 $ 89.00
Electrician 2008-09 $ 78.00
Staff General labor/Board-up Construction Services 2008-09 $ 69.00
Landscaper 2008-09 $ 39.00
Landscaper Irrigation 2008-09 $ 62.00
Carpenter 2008-09 $ 89.00 1
Equipment Operator I �2008-0�91 $ 97.0-0]
***Rates may be escalated at 2 percent for each subsequent fiscal year
SCHEDULE 11 --OTHER'DIRECT COSTS
T'� U It,
7
-Uni oflVilea y.
1. Fencing Rentals Actual charges on a$/LF/month basis Market at time of service
2, Board-ups Actual charges on a"per-opening"basis Market at time of service
3, Potholing(Aztek) Actual charges $750 each
4, Prelimiary Title Report Actual charge $450-$750
(additional)
5, Litigation Guarantee Actual charge $360-$400
6, CLTA Policy of Title Actual charge $360-$400
Insurance
7. Escrow Fee(both sides) JActual charge J$600-$800 1
OCTA RFP 8-0822(Reissued by Addendum No.2)
Right of Way Services for West County Connector Project
EXHIBIT D-3
BIDDERS LIST
Offeror: Overland, Pacific & Cutler. Inc. RFP No.: OCTA RFP B-0822
The Department of Transportation requires the AUTHORITY to create and maintain a"Bidders List"containing
information about all firms(DBE and Non-DBE)that bid, propose or quote on the Authority's DOT-assisted
contracts,in accordance with 49 CFR Part 26.11.The"Bidders List'is intended to be a count of all firms that are
participating, or attempting to participate, on DOT-assisted contracts,whether successful or unsuccessful in their
attempt to obtain a contract.
The Bidder/Offeror is to complete all requested information on Form D-5: "Bidders List" for every firm who
submitted a bid, proposal or quote, including the primary Bidder/Offeror, and submit this information at the time of
bid submission. However, if not elected to do so at the time of bid submission, Bidders/Offerors must submit such
information at the request of the Authority within the prescribed timeline set forth in the solicitation. The
AUTHORITY will utilize this information to assist in the AUTHORITY's overall annual DBE goal-setting process.
The `Bidders List"content will not be considered in evaluating the bid/proposal or determining award of
any contract.
Name of Prime's Firm: 4. Phone: 562.304.2000
Overland,Pacific&Cutler, Inc. 6. Fax: 562,304.2020
5. Firm Address: Type of work/services/materials provided:
100 W.Broadway,Suite 500 Right of way acquisition, relocation and related real
Long Beach,CA 90802 estate services
Number of years in business: 28
Contact Person: Ray Armstrong, SRIWA Title: Vice President
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ❑ Yes ® No receipts last year:
Less than$1 million
Less than$5 million
Less than $10 million
® Less than$15 million
❑ More than$15 million
OCTA RFP 8-0822(Reissued by Addendum No.2)
Right of Way Services for West County Connector Project
° o a e o o non,� a e o
prop
O or qp6tq on,this e@ , project, o D e
Firm Name: 8. Phone: 949.450,8200
TEC Management Consultants, Inc. 10. Fax: 949.450.8210
9. Firm Address: Type of work/services/materials provided:
400 Goddard Construction Management
Irvine, CA 92618
Number of years in business: 20
Contact Person: Wendell Taylor Title: Consultant
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ® Yes ❑ No receipts last year:
Less than $1 million
® Less than$5 million
❑ Less than $10 million
❑ Less than$15 million
❑ More than$15 million
0 o e e e e e e S s o 9 o e o e o
,Prop or.q1pote 6n4his DOT-assisted pa e e
ao ,
Firm Name: 12. Phone: 714.730.0744
Hennessey& Hennessey LLC 14. Fax: 714.730.0221
13. Firm Address: Type of work/services/materials provided:
17300 Seventeenth Street, Ste.J-251 Real Estate Appraisal
Tustin, CA
Number of years in business: 24
Contact Person: Sharon A. Hennessey Title: Owner(Member/Manager)
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ❑ Yes ® No receipts last year:
® Less than $1 million
❑ Less than$5 miilion
❑ Less than$10 million
❑ Less than$15 million
❑ More than $15 million
®CTA RFP 8-0822(Reissued by Addendum No.2)
Right of Way Services for West County Connector Project
i
,he her's
0 0 1 0 • • • 0 D® 0 0 • • + 0
t-
61taift,a contract-.
Firm Narne: 16. Phone: 714.633.8441
Lidgard and Associates, Inc. 18, Fax: 714.633.8449
17. Firm Address: Type of work/services/materials provided:
2808 E. Katella Avenue#107 Real Estate Appraisal
Orange, CA 92867
Number of years in business: 12
Contact Person: Scott Lidgard Title: President
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ❑ Yes ® No receipts last year:
Less than$1 million
® Less than$5 million
Less than$10 million
❑ Less than$15 million
More than$15 million
°to i,e the following e o 1 0
• o/► e • o • D• • l o • + +
00 0
Firm Name: 20. Phone: 714.665.6515
Kiley Company 22. Fax: 714.665.6514
21. Firm Address: Type of work/services/materials provided:
2681 Dow Avenue,Suite E Real Estate Appraisal
Tustin, CA 92780
Number of years in business: 18
Contact Person: Elizabeth M.Kiley Title: President
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ® Yes ❑ No receipts last year:
® Less than$1 million
❑ Less than$5 million
❑ Less than $10 million
❑ Less than $15 million
More than $15 million
OCTA RFP 8-0822(Reissued by Addendum No,2)
Right of Way Services for West County Connector Project
i
Provide e • o • • orevetyfifrn. IC o • 18 a •• e e
0 0 o a e e • 1 O • o • • o 0
• e •
Firm Narne: 24. Phone: 949.716.3481
Donahue Appraisal Associates 26. Fax: 949.716.2712
25. Firm Address: Type of work/services/materials provided:
27001 La Paz Road,Ste 406B Real Estate Appraisal,Real Estate Appraisal Review
Mission Vie'o CA 92691
Number of years in business: 4
Contact Person: Kevin J. Donahue Title: Owner
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ❑ Yes ® No receipts last year:
Less than$1 million
Less than$5 million
Less than$10 million
Less than$15 million
Ej More than$15 million
e e o 0 0 inf6rmak ni • (DBE oWd 0 16E), at sutip • o e
o • e o a quote on, DOT-assisted project, Or e e
o e o
Firm Name: 28. Phone: 310.216.1400
DM&A 30, Fax: 310.216.0800
29. Firm Address: Type of work/services/materials provided:
6060 Center Drive#825 Appraisal Services
Los Angeles, CA 90045
Number of years in business: 30+
Contact Person: Rich Hodges Title: Senior Manager
Is the firm currently certified as a DBE under 49 CFR Check the box below for your fiirm's annual gross
Part 26? ❑ Yes ® No receipts last year:
❑ Less than$1 million
® Less than$5 million
❑ Less than$10 million
❑ Less than$15 million
❑ More than$15 million
OCTA RFP 8-0822(Reissued by Addendum No. 2)
Right of Way Services for West County Connector Project
e e e
Finn Name: 32. Phone: 714.761.7373
Psomas 34, Fax: 714,545.8883
33, Firm Address: Type of worklservices/materials provided:
3187 Red Hill Avenue, Suite 250 Survey and mapping
Costa Mesa,CA 92626
Number of years in business: 62
Contact Person: Lee Whiteley,PLS Title: Vice President
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ❑ Yes ® No receipts last year:
❑Less than $1 million
Less than$5 million
Less than$10 million
❑Less than$15 million
Mors than$15 million
° e o • o o ! o 0 o A:, o o D® • o o 0
• • eo o ! o Oh" ®® a ♦ o o e e
o t •
Firm Name: 36, Phone: 562,426,9544
SCS Engineers 38. Fax: 562.427.0805
37. Firm Address: Type of work/services/materials provided:
3900 Kilroy Airport Way#100 Environmental Consulting Services
Long Beach,CA 90806
Number of years in business: 38
Contact Person: Kevin Green Title: Vice President
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ❑ Yes ® No receipts last year:
❑ Less than$1 million
❑ Less than$5 million
❑ Less than$10 million
❑ Less than$15 million
® More than$15 million
OCTA RFP 8-0822(Reissued by Addendum No.2)
Right of Way Services for West County Connector Project
' e e e { a e a a D> a e Do a a ;bid
1 4posa or quote 0 ® { { 0 { e 0
11Contra0.1
Firm Name: 40. Phone: 949.250.1421
Leighton Consulting, Inc. 42. Fax: 949.250.1114
41, Firm Address: Type of worklservices/materials provided:
17781 Cowan Geotechnical and Environmental Consulting, Materials
Irvine, CA 92614 Testing and Inspections Services
Number of years in business: 47
Contact Person: Kris Lutton Title: Senior Vice President
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ❑ Yes ® No receipts last year:
Less than$1 million
❑ Less than$5 million
❑ Less than$10 million
❑ Less than$15 million
® More than$15 million
r
{ /• { { e { e e I C { a $o o •• / e
e leo e e { e 1® •e / e a / e
e 1 e
Firm Name: 44. Phone: 714,571.0175
Real Estate Consulting and Services, Inc. 46. Fax: 714.542.4666
45. Firm Address: Type of work/services/materials provided:
635 E. First Street,#418 Real Estate Management,Maintenance, Construction
Tustin, CA 92780 and Demolition
Number of years in business: 5
Contact Person: Paul B. Strader Title: President
Is the firm currently certified as a DBE under 49 CFR Check the box below for your firm's annual gross
Part 26? ❑ Yes ® No (Is an SBE) receipts last year:
❑ Less than$1 million
® Less than$5 million
❑ Less than$10 million
❑ Less than$15 million
❑ More than$15 million
--- -- ------------------------------------------------------------------------------------------
Rtq.By: SIMIN YAZDAN OCTA PROD
Run on: 08/07/08 at: 16:06:18
***** PURCHASE REQUISITION REPRINT ***** ,,,,� ,a
------------------------------------------------- �-
---------------------- ----------------- - DOA 51
6.
Date Date Material Related -------
Req.No Requested By: 0000004069 Priority: Entered Required Group W/H Req. By
004516 SIMIN YAZDAN 03/12/08 03/19/06 0000001
Delivery instruction:
Suggested Supplier:
Purchasing Question Purchasing Answer
Purchase Question 1
Purchase Question 2
Purchase Question 3 11�
Purchase Question 4 It
------------------ -----
Default Costing Details------------------------- -
Equipment Reference Project/Work Order Account Code
0010F7200N1C7514 50. 00
001OF721 1 514 50.00
Proforma/ Lead
Item Quantity UOM Est . Price Description/Mnemonic and Part Number Order No. Supplier Time
1 0 .00 EA 1000000.00 Issue RFP for right of way services
for West County Connector project. l 043192
Status: Not Ordered FY 09 cash flow $500, 000. budget # 173• 1 ----------- --------- ------
100% CMAQ, 0010-6045-F7200-
�,u
------ -----------------------------------------------------------------------------------------------------------------------------
Req.By: LINDA HUNTER OCTA PROD Page: 2
-Run on: 08/08/08 at: 15:33:48 Report: 14SR23CA
***** PURCHASE REQUISITION REPRINT ***** Version: 5.2.37.AA9
------------------------------------------------------------------------------------------------------------------------------------
Date Date Material RAblated ---------Authorised -----------
Req.No Requested By: 0000004069 Priority: Entered Required Group W/H Req. By Date value
004516 SIMIN YAZDAN 03/12/08 03/19/08 0000001255 03/19/08 1000000.00
Delivery Instruction:
Suggested Supplier:
Purchasing Question Purchasing Answer
Purchase Question 1
Purchase Question 2
Purchase Question 3
Purchase Question 4
------------------Default Costing Details------------------------------
Equipment Reference Project/Work Order Account Code
001OF7200N1C7514 50.00
001OF7210N10514 50.00
Proforma/ Lead
Item Quantity UOM Sat. Price Description/Mnemonic and Part Number Order No. Supplier Time Frt Dlv Act. Price
1 0.00 EA 1000000.00 Issue RFP for right of way se Connector rvices
Status: Not Ordered FYr09W cash est Cf owy$SOO,000. budgets# 173. l--_________I_-a43192-I------I-07-I-00-I---------0_00�
100% CMAQ, 0010-6045-F7200-%8B
I