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08-068 Swinerton SCCP Phase 1A&BAGREEMENT FOR CONSTRUCTION MANAGEMENT SERVICES BETWEEN THE CITY OF CUPERTINO AND SWINERTON MANGEMENT & CONSULTING, INC. THIS AGREEMENT is made and entered into this ~1 day of v1~151, , 2008 by and between the City of Cupertino, a municipal corporation, hereinafter referred to as CITY, and Swinerton Management & Consulting, Inc., hereinafter referred to as CONSULTANT. RECITALS, Project, and Construction Management consultant services for the Stevens Creek Corridor Park -Phase 1 A & 1 B; and WHEREAS, Swinerton Management & Consulting, Inc. has the necessary professional expertise and skill to perform Construction Management services required. NOW, THEREFORE, the purpose of this Agreement is to retain Swinerton Management & Consulting, Inc. as CONSULTANT TO THE CITY to perform those services specified in Exhibit A of this Agreement. THE PARTIES HEREBY AGREE AS FOLLOWS: Section 1. Scope of Services. CONSULTANT shall perform those services specified in detail in Exhibit A, entitled "Scope of Work", which is attached hereto and incorporated herein. Section 2. Term of Agreement. The term of this AGREEMENT shall commence on March 19, 2008, and continue through July 1, 2009, inclusive, subject to the provisions of Exhibit A, of this AGREEMENT. In the event that the services called for under this AGREEMENT are not completed within the time specified above, the City Manager may extend the time for completion. This section does not preclude the recovery of damages for delay by either party. Section 3. Schedule of Performance. The services of CONSULTANT are to be completed according to the schedule set out in Exhibit B, entitled "Schedule of Performance", which is attached hereto and incorporated City of Cupertino Swinerton CM Page 1 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT herein. CONSULTANT is not responsible for delays beyond CONSULTANT'S reasonable control. Section 4. Compensation. The compensation to be paid to CONSULTANT for professional services and reimbursable expenses shall not exceed $575,000.00 (Five Hundred Seventy Five Thousand Dollars) The rate and schedule of payment is set out in Exhibit C, entitled "Compensation", which is attached hereto and incorporated herein. Section 5. Method of Payment. The CONSULTANT shall furnish to the CITY a detailed statement of the work performed for compensation during the term of this Agreement. Consultant may submit monthly invoices for interim progress payments during the course of each phase. Section 6. Independent Contractor. It is understood and agreed that CONSULTANT, in the performance of the work and services agreed to be performed by CONSULTANT, shall act as and be an independent contractor and not an agent or employee of CITY; and as an independent contractor, CONSULTANT shall obtain no rights to retirement benefits or other benefits which accrue to CITY'S employees, and CONSULTANT hereby expressly waives any claim it may have to any such rights. Section 7. No Third Party Rights. CONSULTANT'S services under this agreement are intended for the sole benefit of CITY and shall not create any third party rights or benefits. City of Cupertino Swinerton CM Page 2 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT Section 8. Project Coordination. (a) CITY: The City Manager shall be representative of CITY for all purposes under this agreement. Terry W. Greene, City Architect, is hereby designated as the CITY PROJECT MANAGER for the City Manager, and shall supervise the progress and execution of this agreement. (b) CONSULTANT: CONSULTANT shall assign a single CONSULTANT PROJECT MANAGER to have overall responsibility for the progress and execution of this agreement for CONSULTANT. Tom Loomis is hereby designated as the PROJECT MANAGER for CONSULTANT. Should circumstances or conditions subsequent to the execution of this agreement require a substitute CONSULTANT PROJECT MANAGER for any reason, the CONSULTANT PROJECT MANAGER designee shall be subject to the prior written acceptance and approval of the CITY PROJECT MANAGER. Section 9. Assignability /Sub consultants /Employees. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement or the performance of any obligations hereunder, without the prior written consent of CITY, and any attempt by CONSULTANT to so assign this Agreement or any rights, duties, or obligations arising hereunder shall be void and of no effect. CONSULTANT shall be responsible for employing or engaging all persons necessary to perform the services of CONSULTANT hereunder. No sub consultant of CONSULTANT will be recognized by CITY as such; rather, all sub consultants are deemed to be contractors of CONSULTANT, and it agrees to be responsible for their performance. CONSULTANT shall give its collective professional attention to the fulfillment of the provisions of this agreement by all of its employees and sub consultants, if any, and shall keep the work under its control. If any employee or sub consultant of CONSULTANT fails or refuses to carry out the provisions of this agreement or appears to be incompetent or to act in a disorderly or improper manner, City of Cupertino Swinerton CM Page 3 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT such employee or sub consultant shall be discharged immediately from the work under this agreement on demand of the PROJECT MANAGER. Section 10. Indemnification. CONSULTANT shall defend, indemnify, and hold harmless CITY, its officers, agents and employees of any and all claims, suits, demands, loss, or liability and expenses, including reasonable attorney's fees, accruing or arising out of or resulting, in any way, from the work performed under this Agreement to the extent due to the negligent acts (active or passive) or omissions by CONSULTANT'S officers, employees, or agents. The acceptance of said services and duties by CITY should not operate as a waiver of such right of indemnification. This provision of Section 9 shall survive the term of the AGREEMENT. Section 11. Insurance Requirements. CONSULTANT shall furnish to the CITY within 15 days following the execution of this Agreement, the required certificates and endorsements to provide the City satisfactory proof that Consultant has taken out for the entire period required by this Agreement, as further described below, the following insurance and endorsements, in a form satisfactory to City and with an insurance carrier satisfactory to City, authorized to do business in California and rated by A. M. Best & Company "A" or better, financial category size FSC Class VII or better or that is otherwise acceptable to the City, which will protect those described below from claims described below which arise or are alleged to have arisen out of or result from the acts or omissions of Consultant for which Consultant may be legally liable, whether performed by Consultant, or by those employed directly or indirectly by it, or by anyone for whose acts Consultant maybe liable: A. Workers' Compensation and Employer's Liability Insurance: Workers' compensation insurance indicating compliance with State's workers' compensation laws and employer's liability insurance with a minimum of one million dollars ($1,000,000.00) per accident for injury, death or disease to any employee. The policy shall contain an endorsement waiving all rights of subrogation against the City, its officers, officials, employees or volunteers. In City of Cupertino Swinerton CM Page 4 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT the event Consultant is self-insured, it shall furnish Certificate of Permission to Self-Insure signed by Department of Industrial Relations Administration of Self- Insurance, State of California. B. Professional Liability, General Liability and Automobile Liability Coverage: 1. Automobile Liability Insurance shall include coverage for bodily injury and property damage for owned (if any), hired and non-owned vehicles and shall not be less than two million dollars ($2,000,000.00), combined single limit for any one occurrence. 2. Comprehensive or Commercial General Liability Insurance shall include coverage for bodily injury, property damage and personal injury for premises operations, product/completed operations and contractual liability. The amount of the insurance shall not be less than one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000.00) aggregate, combined single limit. (Claims made policies are not acceptable.) Consultant shall also provide aggregate limits endorsement and primary insurance endorsement. 3. Professional liability Insurance (including Contractual Liability) shall include coverage for claims for professional acts, errors or omissions and shall not be less than one million dollars ($1,000,000.00) per claim, and two million dollars ($2,000,000.00) in the aggregate. This coverage shall be maintained for a period of 5 years after completion of the agreement. C. Additional Insurance Provisions 1. The CITY shall have the right to inspect or obtain a copy of the original policies of insurance. 2. On Consultant's Commercial General Liability policy and Automobile Liability Policy, City of Cupertino and their affiliates, directors, officers, officials, partners, representatives, employees, consultants, sub consultants and agents, shall be named as additional insured, but only with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts or equipment furnished in connection with such work or operations. General liability coverage can be provided in City of Cupertino Swinerton CM Page 5 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1A & 1 B BASIC AGREEMENT the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 37 07 04 or CG 20 10 11 85), as a separate Owner's and Contractor's Protective Liability Policy, or on the Entity's own form. 3. The general, auto, and professional liability policies shall be endorsed to provide primary insurance coverage for all claims related to the services provided under this contract. 4. The certificate of insurance shall state the policy will not be cancelled without thirty (30) days written notice to the CITY. 5. All policies, endorsements, certificates, and/or binders shall be subject to approval by the City Manager of the City of Cupertino as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager. 6. If Consultant fails to maintain any required insurance, City may take out such insurance, and deduct and retain amount of premium from any sums due Consultant under this Agreement. Section 12. Nondiscrimination. CONSULTANT shall not discriminate, in any way, against any person on the basis of race, sex, color, age, religion, sexual orientation, disability, ethnicity, or national origin in connection with or related to the performance of this Agreement. Section 13. Termination. A. CITY or CONSULTANT shall have the right to terminate this Agreement without cause, by giving not less than thirty (30) days written notice of termination. B. If CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, CITY may City of Cupertino Swinerton CM Page 6 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT terminate this Agreement upon thirty (30) days written notice if consultant fails to take steps to correct such failure within the notice period. C. CITY'S City Manager is empowered to terminate this Agreement on behalf of CITY. D. In the event of termination, CONSULTANT shall deliver to CITY, copies of all reports, documents, and other work performed by CONSULTANT under this Agreement, and upon receipt thereof, CITY shall pay CONSULTANT for services performed and reimbursable expenses incurred to the date of termination. Section 14. Governing Law. CITY and CONSULTANT agree that the law governing this Agreement shall be that of the State of California. f Section 15. Compliance With Laws. Consistent with its professional standard of care, CONSULTANT shall comply with all applicable laws, ordinances, codes and regulations of the federal, state, and local governments. Section 16. Confidential Information. All data, documents, discussions, or other information developed or received by or for CONSULTANT in performance of this Agreement are confidential and not to be disclosed to any person except as authorized by the CITY, or as required by law. Section 17. Ownership of Materials. All reports, documents, or other material developed or discovered by CONSULTANT or any other person engaged directly or indirectly by CONSULTANT to perform the services required hereunder shall be and remain the property of CITY to be used solely for this PROJECT. Hard copies of consultants work product shall constitute the project deliverables. Electronic documents, if any, shall be provided as a courtesy only without any warranty or guarantee. The CITY holds CONSULTANT harmless for any reuse of or modification to the documents. City of Cupertino Swinerton CM Page 7 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT Section 18. Waiver. CONSULTANT agrees that waiver by CITY of any breach or violation of any term or condition of this Agreement shall not be deemed to be a waiver of any other term or condition contained herein or a waiver of any subsequent breach or violation of the same or any other term or condition. The acceptance by CITY of the performance of any work or services by CONSULTANT shall not be deemed to be a waiver of any term or condition of this Agreement. Section 19. Consultant's Books and Records. A. CONSULTANT shall maintain any and all ledgers, books of accounts, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to CITY for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to CONSULTANT pursuant to this Agreement. B. CONSULTANT shall maintain all documents and records which demonstrate performance under this Agreement for a minimum period of three (3) years, or for any longer period required by law, from the date of termination or completion of this Agreement. C. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at any time during regular business hours, upon written request by the City Attorney, City Manager, or a designated representative of any of these officers. Copies of such documents shall be provided to CITY for inspection at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at CONSULTANT'S address indicted for receipt of notice in this Agreement. D. Where CITY has reason to believe that such records or documents maybe lost or discarded due to dissolution, disbandment, or termination of CONSULTANT'S business, CITY may, by written request by any of the above-named officers, require that custody of the records be given to CITY and that the records and City of Cupertino Swinerton CM Page 8 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT documents be maintained in City Hall. Access to such records and documents shall be granted to any party authorized by CONSULTANT, CONSULTANT'S representatives, or CONSULTANT'S successor-in-interest. E. Due to state funding on this project, the City and Consultant and all sub consultants shall comply with the Uniform Administrative Requirements for State and Local Governments set forth in the Code of Federal Regulations (CFR), Title 49, Part 18. In addition, the City and Consultant agree to comply with the cost principles and procedures set forth in Office of Management and Budget Circular A-87. The City and Consultant agree that a reference to either Office of Management and Budget (OMB) Circular A-87 of the code of Federal Regulations, Title 49, Chapter 1, Part 31, whichever is applicable, and the Code of Federal Regulations, Title 49, Part 18, will be included in any subcontracts entered into as a result of this agreement. Section 20. Interest of Consultant. CONSULTANT covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services hereunder. CONSULTANT further covenants that, in the performance of this agreement, no sub consultant or person having such an interest shall be employed. CONSULTANT certifies that no one who has or will have any financial interest under this agreement is an officer or employee of CITY. It is expressly agreed that, in the performance of the services hereunder, CONSULTANT shall at all times be deemed an independent CONSULTANT and not an agent or employee of CITY. Section 21. Gifts. A. CONSULTANT is familiar with CITY'S prohibition against the acceptance of any gift by a CITY officer or designated employee, which prohibition is found in the City of Cupertino Administrative Procedures. B. CONSULTANT agrees not to offer any CITY officer or designated employee any gift prohibited by the Administrative Procedures. City of Cupertino Swinerton CM Page 9 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT C. The offer or giving of any prohibited gift shall constitute a material breach of this Agreement by CONSULTANT. In addition to any other remedies, CITY may have in law or equity, CITY may terminate this Agreement for such breach as provided in Section 13 of this Agreement. Section 22. Notices. All notices and other communications required or permitted to be given under this Agreement shall be in writing and shall be personally served or mailed, postage prepaid and return receipt requested, addressed to the respective parties as follows: To CITY: Terry W. Greene City Architect City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 408 777 3248 408 777 3333 Fax To CONSULTANT: Tom Loomis Swinerton Management & Consulting, Inc. 4055 Nelson Avenue Concord, CA 94520 925 602 6464 925 825 7642 Fax Notice shall be deemed effective on the data personally delivered or, if mailed, three (3) days after deposit in the mail. Section 23. Venue. In the event that suit shall be brought by either party hereunder, the parties agree that venue shall be exclusively vested in the state courts of the County of Santa Clara, or where otherwise appropriate, exclusively in the United States District Court for the Northern District of California, San Jose, California. City of Cupertino Swinerton CM Page 10 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT Section 24. Agreement Bindin rior Agreements and Amendments. The terms, covenants, and conditions of this agreement shall apply to, and shall bind, the heirs, successors, executors, administrators, assigns, and sub consultants of both parties This AGREEMENT, including all Exhibits attached hereto, represents the entire understanding of the parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This AGREEMENT may only be modified by a written amendment duly executed by the parties to this Agreement. Section 25. Costs and Attorneys Fees. The prevailing party in any action brought to enforce the terms of this agreement or arising out of this agreement may recover its reasonable costs and attorneys' fees expended in connection with such an action from the other party. Section 26. Electronic Transmission of Information. From time to time, the CONSULTANT may transmit design or other information to the CITY, CITY'S Representative, or Contractor via electronic transmission. The CITY, CITY'S Representative, or CONTRACTOR shall not be entitled to and hereby agrees not to alter or modify any such information without the express written consent of the CONSULTANT. Similarly, the CITY, CITY'S Representative, and Contractor shall not use any information for any purpose not expressly covered by this Agreement. The CONSULTANT shall not be responsible for any destruction or corruption of such information during or after transmission to CITY, CITY'S Representative, and Contractor and shall be entitled to appropriate additional compensation in the event retransmission or recreation is required. Notwithstanding the foregoing, the Contractor may use electronically transmitted information to prepare submittals, as-built drawings and record drawings. City of Cupertino Swinerton CM Page 11 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B BASIC AGREEMENT CONSULTANT shall not be responsible for any changes made by the CONTRACTOR or for the CONTRACTOR'S work product. Section 27. Job Site Safety. In no event shall CONSULTANT be responsible for job site safety issues. Such issues shall be the responsibility of the Construction Contractors, who shall be required by CITY to defend, indemnify, and hold harmless CONSULTANT and CITY for such issues. Section 28. Dispute Resolution. Any dispute related to the services hereunder shall be resolved by the parties pursuant to applicable law. WITNESS THE EXECUTION HEREOF on the day and year first herein abo wr' en. APPR E S TO F~ City Attorney STEVENS CREEK CORRIDOR PARK - PHASE lA & 1B CM SERVICES CITY OF CUPERTINO a um ipal c rati By: date `. ~~ , t78 City Manager, Dave Knapp Attest: ate i,P - ~-7 ' Q ity Clerk, Kimberly Smith 10300 Torre Avenue SWINERTON MANAGEMENT & CONSULTING, INC. 4055 Nelson Avenue Concord, CA 94520 Phone: 925 602 6464 By: Signature ~..~~- ' Date: CP L ~ , 20(x' , a Name: cwtaS ~°-~C-~wl~ S Title: 1 ~ u ~ t? ~ \' ~x F L~ ~ V'`~ Tax I.D. No.: ~ ( ~ ~ ~ ©~ Project No.: 2008-9112 File No.: 92,069 Contract Amount: $575,000.00 Account No.: 427-9112-9300 Cupertino, CA 95014 Resolution No.: 06-205 408 777 3223 CONSULTANT City of Cupertino Swinerton CM Page 12 of 12 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B EXHIBIT "A" SCOPE OF SERVICES STEVENS CREEK CORRIDOR PROJECT -PHASE lA & 1B CITY OF CUPERTINO, CALIFORNIA This is an exhibit attached to, and made a part of, the Agreement between the City of Cupertino City") and Swinerton Management & Consulting, Inc. ("Consultant") for the provision of professional Construction Management services ("Services"). The duties and services for Consultant on the Stevens Creek Corridor Park -Phase lA & 1B, include, but are not limited to, the scope elements listed below. Consultant's services shall not include responsibility for Contractor's nor utility companies' means, methods, operations or results of the construction work. A. Pre-Construction Services Review plans and specifications for consistency, actual and potential conflicts, bid ability and constructability issues. 2. Attend meetings with the City and Design Engineer to discuss the scope of project, .PS&E requirements, anticipated construction schedule, mitigation measures, project objectives, and issues identified during the plan review. 3. Review project files, including quantity calculations, memorandums to Resident Engineer, geotechnical reports, hydraulic studies and sub-consultant reports. 4. Develop bid strategy, early completion incentives and establish and conduct contractor outreach program. B. Construction Services Schedule and conduct aKick-Off Meeting with Contractor. 2. Monitor the work of the contractor and its subcontractors for construction contract compliance using the Project plans and Specifications. Construction Management (CM) and project documentation will conform to and reference applicable codes. 3. Schedule, coordinate, and conduct pre-construction and weekly construction coordination meetings with the contractor, City and other agencies as required. Prepare and distribute agenda for meetings. Take and distribute meeting notes. City of Cupertino Swinerton CM Exhibit A 1 of 3 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B 4. Monitor the contractor's progress in sufficient detail to reconstruct, if necessary, the as- built history of the project. Review the construction schedule. Evaluate the construction progress and adherence to initial or revised schedules. Coordinate the preparation of revised construction schedules as required. Recommend actions to be taken if schedule slips or work is unsatisfactory. 5. Review and provide coordination of contractor's detours and staging plans with the City, the City Parks and Recreation Department and design consultants. 6. Review contractor's monthly progress payment request with the City and verify that the amount reflects work accomplished and As Built documents are accurate and current. 7. Transmit and process RFIs and clarifications from the Design team and interpretations of the construction contract documents. Prepare and process construction contract change orders and coordinate processing of submittals between contractor, design consultant and the City as required. Establish and maintain Project file for delivery of one complete and organized copy to City after the City has accepted Final Completion. As a minimum, the files shall contain contractor shop drawings, submittals, contractor clarification requests, change order documentation, daily diaries, monthly payment records and other documentation generated during the Project. Project documentation deliverables shall also include transmittal of electronic correspondence and other data on compact disk. 9. Submit weekly updates to the City concerning Project progress and pertinent project issues, including an RFI log, change order log, and field authorization log as well as weekly meeting documentation. 10. Provide liaison between City, contractor, design consultant, utility companies and other agencies, to facilitate effective and timely communications and resolution of construction questions and problems. 11. Review and recommend approval of Contractor's record drawings (As Built documents) in accordance with the specification requirements. 12. Prepare the Punch List and monitor the contractor's progress toward resolution of all items. 13. Review at City's request all contractor's and subcontractor's certified payrolls and manpower utilization reports. Perform contractor and subcontractor employee interviews following City guidelines. 14. Coordinate, conduct, schedule, weekly meetings with the contractor. Monitor contractor's safety plans. 15. Investigate and analyze any construction disputes and attempt to resolve them to the mutual satisfaction of the parties. Recommend a course of action for City if resolution cannot be reached. City of Cupertino Swinerton CM Exhibit A 2 of 3 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & 1 B 16. Coordinate and supervise Materials Sampling and Testing activities performed by Swinerton's sub consultants. Sub consultants must be approved by City and perform testing in accordance with City guidelines under the direction of Swinerton. 17. Review Contractor's Project Schedule and advise City of Schedule logic for accuracy and recommend acceptance when appropriate. Review Contractors 3 week "look ahead" schedules. C. Post Construction Services 1. Provide final inspection services and project closeout activities including preparation of a Final Project Report. 2. Certify completion and assist in the preparation of Certificates of Completion, in accordance with City requirements. END OF EXHIBIT "A" City of Cupertino Swinerton CM Exhibit A 3 of 3 Basic Agreement Stevens Creek Corridor Park -Phase 1 A & ] B EXHIBIT "B" SCHEDULE OF PERFORMANCE STEVENS CREEK CORRIDOR PARK- PHASE lA & 1B CITY OF CUPERTINO, CALIFORNIA This is an exhibit attached to, and made a part of, the Professional Services Agreement between the City of Cupertino ("City") and Swinerton Management & Consulting, Inc. ("Consultant") for the provision of professional Construction Management services ("Services"). Approximate Bride Construction Schedule 1. Pre-Construction Phase: March 19, 2008 through June 1, 2008 2. Construction Phase: June 10, 2008 through June 1, 2009 3. Post Construction Phase: June 1, 2009 through July 1, 2009 END OF EXHIBIT "B" City of Cupertino Swinerton CM Exhibit B-1 of 1 Basic Agreement Stevens Creek Corridor Park -Phase lA & 1B EXHIBIT "C" COMPENSATION STEVENS CREEK CORRIDOR PARK- PHASE lA & 1B CITY OF CUPERTINO, CALIFORNIA This is an exhibit attached to, and made a part of, the Professional Services Agreement between the City of Cupertino ("City") and Swinerton Management & Consulting, Inc. ("Consultant") for the provision of professional Construction Management services ("Services"). BASIC SERVICES City will pay Consultant for Basic Services, on a Time and Materials Basis Not to Exceed FIVE HUNDRED SEVENTY FIVE THOUSAND DOLLARS ($575,000.00), which sum includes costs for industry standard reimbursable expenses. ADDITIONAL SERVICES There are no Additional Services Funds identified as a part of this Agreement. Consultant will not be compensated for services performed outside the Scope of Work identified in Exhibit A. INVOICES All payments shall require a written invoice from Consultant in a form acceptable to City. City shall make payment on approved amounts within each invoice within 30 days of receipt. BILLING RATES POSITION HOURLY RATE Construction Manager $185.00 Project Manager Project Engineer/Administrative Support Field Inspector Project Assistant END OF EXHIBIT "C" $125.00 $85.00 $115.00 $60.00 City of Cupertino Swinerton CM Basic Agreement Stevens Creek Corridor Park Exhibit C-1 of 1