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16-049 Pakpour Consulting Group, Inc., Consultant Services for Storm Drain Improvements at Foothill and CupertinoTHIRD AMENDMENT TO CONSULTANT SERVICES AGREEMENT BETWEEN THE CITY OF CUPERTINO AND PAKPOUR CONSULTING GROUP, INC. FOR CONSULTANT SERVICES FOR STORM DRAIN IMPROVEMENTS AT FOOTHILL AND CUPERTINO This Third Amendment to the Consultant Services Agreement between the City of Cupertino and Pakpour Consulting Group, Inc., for reference dated ( / q [13 , 2018, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and Pakpour Consulting Group, Inc., a California corporation whose address is 5776 Stoneridge Mall Road, Suite 320, Pleasanton, CA 94588, (hereinafter "Consultant"), and is made with reference to the following: RECITALS: A. On April 6, 2016, an agreement was entered into by and between City and Pakpour Consulting Group, Inc. (hereinafter "Agreement"). B. On August 23, 2016, a First Amendment to the Agreement was entered into by and between City and Pakpour Consulting Group, Inc. C. On May 23, 2017, a Second Amendment to the Agreement was entered into by and between City and Pakpour Consulting Group, Inc. C. City and Pakpour Consulting Group, Inc. desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: 1. Paragraph 1 of the Agreement is modified to read as follows: The term of agreement shall commence on the date this agreement is executed and shall terminate on March 31, 2018, unless terminated earlier as/; set forth herein. Except as expressly modified herein, all other terms and covenants set forth in the ' Agreement shall remain the same and shall be in full force and effect. Page 1 of 2 City of Cupertino Pakpour Consulting Group Agreement-Third Arnendment Storm Drain Improvements at Foothill and Cupet·tino IN WITNESS WHEREOF, the parties hereto have caused this modification of Agrnement to be executed. Pakpour Consulting Group, Inc. By # Title Pre$:\(.""'" Date 1/1/1g. I CITY OF CUPERTINO A Municipal Corporation By~ Timm Borden, Director of Public Works Dale I /'1µ£> RECOMMENDED FOR APPROVAL: •r9£f'L By~~~~~:::.:::...~~ Randol h S evenson Hom, City Attomey ::~a Grace Schmidt, City Clerk / r-( fr-7 p- Page 2 of 2 City of Cupertino Pakpour Consulting Group AgreementMThird Amendment Storm Drain Improvements at Foothill and Cupertino SECOND AMENDMENT TO CONSUL TANT SERVICES AGREEMENT BETWEEN THE CITY OF CUPERTINO AND PAKPOUR CONSUL TING GROUP, INC. FOR CONSULTANT SERVICES FOR STORM DRAIN IMPROVEMENTS AT FOOTHILL AND CUPERTINO This Second Amendment to the Consultant Services Agreement between the City of Cupertino and Pakpour Consulting Group, Inc., for reference dated µ°it 2-3 , 2017, is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City ") and Pakpour Consulting Group, Inc ., a California corporation w hose address is 5776 Stoneridge Mall Road, Suite 320, Pleasanton, CA 94588, (hereinafter "Consultant"), and is made with reference to the following : RECITALS: A. On April 6, 2016, an agreement was entered into by and between City and Pakpour Consulting Group, Inc. (hereinafter "Agreement"). B. On August 23, 2016 , a First Amendment to the Agreement was entered into by and between City and Pakpour Consulting Group, Inc. C. City and Pakpour Consulting Group, Inc. desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows: 1. Paragraph 4 of the Agreement is modified to read as follows: The maximum compensation to be paid to Consultant under this agreement shall be increased by TWENTY THOUSAND DOLLARS ($20,000) from ONE HUNDRED AND THIRTY-FIVE THOUSAND DOLLARS ($135,000) to ONE HUNDRED AND FIFTY -FIVE THOUSAND DOLLARS ($155,000). The rate of payment is set out in Exhibit C, titled "Compensation", which is attached hereto and incorporated herein. Consultant shall furnish to City a detailed statement of the work performed for compensation during the term of this Agreement. Consultant may submit monthly invoices for interim progress pay ments during the course of each phase, clearly stating as a minimum the total Contract amount, amount paid to date, percent complete and amount due. Except as expressly modified herein, all other terms and covenants set forth in the Page 1 of 2 City of Cupertino Pakp our Consulting Group Ag reem ent-Sec ond Am endment Storm D ra in Improvem ents a t Foo thill and Cuper tino Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. Pakpour Consulting Group, Inc. CITY OF CUPERTINO ::-le==~==Jt=e>=·r=N=~ == A Municipal Corporation ByC~-~ Timm Borden, Director of Public Works Da~~~~~t ~''~h~~~ Date ____ S~/_2_3.._._/--'--f ::},_,____ RECOMMENDED FOR APPROVAL: By ~Ec- APPROVED AS TO FORM: M oj:y_A ~andolph Stevenson Horn, City Attorney ATTEST: ByGust,di: Grace Schmidt, City Clerk 6 -S -17 Total Amount $155,000 Amendment Amount $20,000 Acct.N o ..42-e-99-042-900-905-SD004-02-02 ;,t \) ,Jb % ( l{) --'5°?'-f Page 2 of 2 City of Cupertino Pakpour Consulting Group Agreement-Second Amendment Storm Drain Improvements at Foothill and Cupertino EXHIBIT A SCOPE OF SERVICES CONSULT ANT shall perform professional services as detailed in the following sections related to the design, bidding and construction for Storm Drain Improvements at Foothill and Cupertino (PROJECT). SECTION 1 GENERAL A. General PROJECT Description The PROJECT involves design development, construction document preparation, bid support, and construction administration services for installation of a storm drainage system from Cupertino Road 250 feet east of Foothill Boulevard to approximately the intersection of Foothill Boulevard and Salem A venue. The new system will consist of roughly 1000 feet of 15 and 18 inch mains as well as 6 new manholes and 2 new curb drain inlets . B. General Performance Requirements 1. The performance of all services by CONSULT ANT shall be to the satisfaction of the CITY, in accordance with the express terms hereat including but not limited to the terms set out in detail in this Scope of Services and the standard of care provisions contained in this AGREEMENT. 2. The CITY's Department of Public Works shall manage the PROJECT and this AGREEMENT. CONSULTANT shall receive final direction from the CITY's Director of Public Works or his/her authorized designee (hereinafter collectively "CITY") only. The CITY shall resolve any conflicting direction from other groups, departments or agencies. 3. CONSULTANT shall coordinate this Scope of Services with the CITY as well as with other CITY consultants and contractors, as needed or as directed by the CITY. CONSULTANT shall schedule meeting and prepare meeting agendas and minutes for all PROJECT meetings during the design phase under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meeting. CONSULTANT shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. CONSULT ANT shall coordinate all responses to comments through the CITY. 4. CONSULT ANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY . Page 1 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Re v ised Exhibits-Amendment 2 CONSULT ANT shall not substitute any team members without the prior approval of the CITY. 5. CONSULTANT's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly process of the work. The schedule for the performance included in EXHIBIT B, may be adjusted by mutual agreement. 6. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT. CONSULTANT shall consult with the CITY, research applicable design criteria, and communicate with members of the PROJECT team . 7. • When the CITY determines that the PROJECT requirements have been sufficiently identified, CONSULTANT shall prepare and update a PROJECT schedule for the CITY at the beginning of each TASK as defined in SECTION 2 - "TASK" of this EXHIBIT A The PROJECT schedule shall identify milestone dates for decisions required of the CITY, design services furnished by CONSULTANT and CONSULTANT's SUBCONSULTANTS, dates of reviews and approvals required by all governmental agencies that have jurisdiction over the PROJECT, deliverables to be furnished by CONSULTANT, completion of documentation provided by CONSULTANT, commencement of construction and substantial completion of the construction of the PROJECT, and as identified in the exhibits under this AGREEMENT. 8. CONSULT ANT shall submit construction documents to the CITY, according to SECTION 2 -"TASKS", of this EXHIBIT A for purposes of evaluation and approval by the CITY. CONSULTANT will meet with the CITY for progress review at various stages of the PROJECT. CONSULTANT will be responsible for causing the appropriate SUBCONSULTANT(S) to attend any meetings included in this SCOPE OF SERVICES. CONSULT ANT shall make revisions to the construction documents as required for each task in a timely manner. 9. CONSULTANT shall assist the CITY, as requested by the CITY, in connection with the CITY's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the PROJECT. 10. CONSULTANT shall prepare and present to the CITY an Organization Chart, Directory, and Communication Flow Chart at the PROJECT Kick-Off Meeting. This meeting shall inh·oduce team members, establish routes of communication, and discuss the participants' roles, responsibilities, and authority . C. Estimate of Probable Construction Cost CONSULT ANT shall be responsible to design the PROJECT and provide an Estimate of Probable Construction Cost consistent with the following procedures and requirements. Page 2 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 2 1. CONSULTANT shall be responsible for designing the PROJECT so that the Estimate of Probable Construction Cost is less than or equal to the CONSTRUCTION BUDGET established by the CITY for the PROJECT. The Project Construction Budget shall be provided by the CONSULT ANT as a summary sheet with submittal of each required Estimate of Probable Construction Cost, showing comparisons of cost evolution for the PROJECT. As the design process progresses CONSULTANT shall update and refine the Estimate of Probable Construction Cost as required in SECTION 2 -"SCOPE OF SERVICES" of this EXHIBIT A CONSULTANT shall advise the CITY in writing of any adjustments to previous Estimates of Probable Construction Cost indicated by changes in PROJECT requirements or general market conditions. 2. Should the Estimate of Probable Construction Cost exceed the CONSTRUCTION BUDGET, CONSULTANT shall, during the design phases of the project, revise, without additional cost to the CITY, the design documents and/or Construction Documents incorporating scope and quality changes to reduce the estimated costs for construction, to within the CONSTRUCTION BUDGET. CONSULTANT shall make changes only as approved by the CITY in writing. Reductions in scope may be required to meet the CITY's budget, and the CITY will not unreasonably withhold permission for such reductions in scope order for the CONSULTANTS to meet the budget. Notwithstanding the foregoing, to the extent the Estimate of Probable Construction Cost exceeds the CONSTRUCTION BUDGET due to any program, design or budget changes, initiated and authorized by the CITY which are beyond CONSULT ANT' s control, any changes required in the design documents, shall be considered as Additional Services as noted in EXHIBIT C of this AGREEMENT. 3 . In preparing the Estimate of Probable Construction Cost, CONSULTANT, in consultation with the CITY, shall do each of the following: (a) include contingencies for design, bidding, and price escalations to determine which materials, equipment, component systems and type of construction are to be included in the PROJECT, and (b) make reasonable adjustments and/or to value engineer various items in all required submittal cost estimates of the PROJECT, including alternate bids, in order to adjust the estimated construction cost to be less than or equal to the CONSTRUCTION BUDGET . 4. If bidding has not commenced within 90 days after CONSULTANT submits the Construction Documents to the CITY, CONSULTANT shall adjust the Estimate of Probable Construction Cost to reflect changes in the general level of prices in the construction industry. This will be an additiona l service. 5 . CONSULTANT shall identify, develop and incorporate into the Construction Documents "Add or Deduct Alternate" construction cost elements that may be Page 3 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 2 chosen to meet the City's budget. Alternates shall be approved by the CITY before being incorporated into the Construction Documents. 6. Should the lowest responsive bid excee d the CONSTRUCTION BUDGET by more than fifteen percent (15%), CONSULTANT shall, if directed by the CITY, submit without additional cost to the CITY, revised Construction Documents reflecting changes, approved by the CITY, to reduce the Construction Costs to within the CONSTRUCTION BUDGET. The CITY acknowledges that the CONSULTANT does not control market conditions and agrees that they may allow reductions in scope in order to meet the CITY' s construction budget. SECTION 2 TASKS TASK 1-PROJECT MANAGEMENT This task shall include the following items: 1.1 Coordinate with the CITY, utility companies and other stakeholders throughout the duration of the project. 1.2 Manage design team and overall project activities consistent with the direction from the CITY in order to meet the project schedule and budget. 1.3 Provide a schedule of performance for design. 1.4 Prepare for and attend project meetings with the CITY to discuss project progress, decisions and direction, and to coordinate activities, as required. The meetings will include: • Kick-off Meeting-topics of discussion to include project background, objectives, budget, d es ign criteria, and other project elements. • Design Meetings with CITY to discuss comments and resolve issues related to Conceptual, 75%, and Final plans, specifications, and estimates. (3 meetings) • Other meetings as needed. (3 budgeted) 1.5 Be available to CITY for consultation by phone or email to discuss project activities and schedules as required through all phases of the project. 1.6 Conduct QC reviews in accordance with CONSULTANT's established QA Program guidelines. Provide a copy of QA Program guidelines and provide a QC report at the end of each task. Deliverables: 1. Design Schedule in MS Project format. 2. Meeting agendas and meeting minutes. 3. QA Program guidelines and QC reports for each task. Page 4 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improveme nts at Foo thill and Cupertino Revised Exhibits-Amendment 2 TASK 2-DAT A COLLECTION Previous CONSUL TANT Work under a separate agreement provided CONSULT ANT with Record Drawings supplied by the CITY and all utility companies that have facilities in the project area . Utilities that were determined to be in the area are 1) Cupertino Sanitation District, 2) San Jose Water Company, 3) PG&E, 4) AT&T, 5) Comcast, and 6) Sprint. This task shall include the following items: 2.1 Coordinate with the utility companies at the Concephtal Design phase to identify and resolve potential conflicts. If necessary, CONSULTANT Work related to the relocation of utilities will be Additional Services. 2.2 Up to three (3) field meetings to discuss proposed alignment and potential impacts to existing utilities. 2.3 Visit the site to view, inspect, and document site conditions and existing facilities. 2.4 Perform pre-construction photographic and video documentation of project area and adjacent vicinity where relevant. Provide to CITY in appropriate electronic formats. 2.5 Meet with CITY to obtain additional information and input as needed. 2.6 Obtain topographic information via detailed field survey of the project area . Area to be surveyed will include the full width of Cupertino Road from approximately 22410 Cupertino Road to North Foothill Boulevard and half-street of North Foothill Boulevard (northbound side) from Cupertino Road to Salem Avenue. Topographic survey will locate and identify features including, but not limited to: • Location, rim and invert elevations, pipe size and material and direction of flow of accessible storm drain manholes, storm drain inlets, and sanitary sewer manholes. • Street cross-sections every 50 feet to include crown and grade breaks, lip of gutter, flowline, top of curb, back of sidewalk and driveway apron limits. Longitudinal grade breaks, curb returns, edge striping, centerline of pavement, traffic legends and all visible surface utilities. • Location of other features including sanitary sewer clean outs, utility poles, vaults, pull boxes, cabinets and guy wires . • Location of street trees (including diameter), street lights, signs, fire hydrants, and other roadway items. • Location of visible street monuments, benchmarks, fences, and walls. 2.7 Compile and plot data, including utility information, from record drawings, record right of way, and topographic survey into base sheets in CITY format for use in design and construction documents . Show all property lines and easements in the project area . Private parcels are to be labeled with the Assessor's Parcel Number. Page 5 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 2 2.8 Identification of proposed storm drain alignment for potholing contractor use. 2 .9 Perform potholing as appropriate to locate critical utilities that may be in conflict with the proposed storm drain alignment. Potholes are to be backfilled using Class II material and patch-paved with HMA. Deliverables: 1. Field meeting notes 2. Pre-construction documentation 3. Survey base map 4. Potholing information TASK 3-CONSTRUCTION DOCUMENTS This task shall include the following items: 3.1 Prepare and submit Conceptual Design Submittal for CITY review and for use in submitting to utility companies that have facilities in the project area as further described in Section 2, "task 2-Data Collection." The submittal will consist of preliminary plans on 22"x 34" full-size at a scale of 1"= 20' and ll"x 17" half-si ze scalable drawings. Conceptual Design Submittal will be delivered electronically via PDF format. Conceptual Design Submittal will include, but is not limited to: • Conceptual Design Drawings o Title Sheet o Notes, Legend and Abbreviations o Layout Drawings (20-scale), including preliminary horizontal and vertical design information based on previously obtained County GIS information and record utility information. • Preliminary Engineer's Estimate of Probable Construction Cost in MS Excel • Design schedule allows two (2) weeks or ten (10) working days following submittal of Conceptual Design Submittal to receive CITY and other stakeholder comments. 3.2 Receive, review and respond to CITY comments. Meet with CITY to discuss and resolve review comments, if necessary. 3.3 Prepare and submit 75% Submittal for CITY review, incorporating comments received at the Conceptual Submittal and design progression. The submittal will consist of plans on 22"x 34" full-size at a scale of 1"= 20' and ll"x 17" half-size scalable drawings. 75% Design Submittal will be delivered electronically via PDF format. 75% Design Submittal will include, but is not limited to: • Construction Drawings o Title Sheet City of Cupertino Pakpour Consulting Group, Inc. Agreement Page 6 of 15 Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 2 o Notes, Legend and Abbreviations o Layout Drawings (20-scale), including horizontal and vertical design information and demolition information o Applicable Construction Details, Typical Sections and CITY Standard Plans o CITY supplied BMP Sheet • 75% Engineer's Estimate of Probable Construction Cost in MS Excel • Engineer's estimate of duration of construction. • Technical Specifications in MS Word • Design schedule allows two (2) weeks or ten (10) working days following submittal of 75% Design Submittal to receive CITY comments. 3.4 Receive, review and respond to CITY comments. Meet with CITY to discuss and resolve review comments, if necessary. 3.5 Prepare and submit Final Design Submittal for CITY review, incorporating comments received on the 75% Submittal. The submittal will consist of plans on 22"x 34" full-size at a scale of 1"= 20' and 1 l"x 17" half-size scalable drawings. Final Design Submittal will include one (1) full size stamped and signed set of plans as well as PDF and AutoCAD format electronic copies. Final Design Submittal will include, but is not limited to: • Final Construction Drawings o Title Sheet o Notes, Legend and Abbreviations o Layout Drawings (20-scale), including horizontal and vertical design information and demolition information o Applicable Construction Details, Typical Sections and CITY Standard Plans o City supplied BMP Sheet • Final Engineer's Estimate of Probable Construction Cost in MS Excel. • Final Technical Specifications in MS Word 3.6 CITY will perform a Final review to confirm that all previously provided comments have been adequately addressed. Deliverables: 1. Conceptual Design Submittal as defined in Task 3.1 2. Response to CITY Conceptual Submittal Comments. 3. 75% Design Submittal as defined in Task 3.3 4. Response to CITY 75% Submittal comments. 5. Final Design Submittal as defined in Task 3.5 Page 7 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 2 TASK 4-BID AND CONSTRUCTION SUPPORT This task shall include the following items: 4.1 Respond to bidders' question by assisting CITY with preparation of Addendum(s). 4.2 Review shop drawings and material submittals and provide written responses. 4.3 Attend Construction Kickoff Meeting . 4.4 Respond to RFI(s). Deliverables: 1. Responses to bidder questions and RFis. 2. Written responses to submittals reviewed. TASK 5-RECORD DRAWINGS This task shall include the following items: 5.1 Prepare Record Drawings from CITY provided Contractor as-built mark up. 5.2 Provide one (1) 22" x 34" hard copy as well as PDF and AutoCAD format electronic copies of the final record drawings Deliverable: 1. Record Drawings-one (1) 22" x 36" hard copy plan set and electronic PDF copies. CONSULT ANT ASSUMPTIONS For the delivery of the services and products described above, the Consultant will make the following assumptions: • All environmental documentation and permitting, if required, will be handled by the City . • All State Water Resources Control Board (SWRCB) Construction General Permit project coordination and registration documents, if required, will be handled by the City and/or contractor, including: o Storm Water Pollution Prevention Plan (SWPPP) document. o QSP (Qualified SWPPP Practitioner) proj ec t site inspections, monitoring and reporting. • All permanent and/or temporary bus stop (VTA Route 81) relocation coordination, document preparation and processing, if required, will be handled by the City. • Arborist coordination, if required, will be handled by the City . • No tree or landscape median island mitigation is included. Page 8 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 2 • Existing right-of-ways are sufficient for installation of proposed storm drain pipe alignment. • No temporary construction easements coordination is included. • City will furnish record improvement drawings, right-of-way drawings and geotechnical reports pertinent to the Project. • No soil or groundwater contamination issues. • No geotechnical investigation is included. • City will provide in Word format their Boilerplate Specifications. • Utility agency agreements/ permits/ inspection fees will be handled by the City. • No updated hydrologic analysis of the previous study is anticipated. • No structural design, plans and details are included. ADDITIONAL SERVICES Consultant Services beyond the work in these tasks may be provided by CONSULTANT as Additional Services only if such Additional Services are authorized in writing by the CITY in advance. An Additional Services amount of SEVENTEEN THOUSAND, FOUR HUNDRED AND SEVENTY-SEVEN DOLLARS ($17,477) is made a part of this agreement. Additional Services may be paid for as a negotiated maximum not to exceed amount or by a time and materials cost accounting with a maximum not to exceed. Page 9 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exh ibits-Amendment 2 EXHIBITB SCHEDULE OF PERFORMANCE CONSULTANT shall complete all work by December 31 51, 2017. The following sets forth the distribution of CONSULTANT's Schedule of Performance for each Task. The CITY may approve in writing the extension of any milestone date set in this Exhibit. Task #1 Project Management Task #2 Data Collection Task #3 Construction Documents Task #4 Bid & Construction Support Task #5 Record Drawings Page 10 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Throughout Project Completion -September, 2016 Completion-December, 2016 Through end of construction 2 weeks following receipt of plan mark-ups from City Revise d Exhibits-Amendment 2 A. Maximum Compensation EXHIBIT C COMPENSATION The CITY agrees to compensate CONSULT ANT for professional services performed in accordance wi th the terms and conditions of this AGREEMENT. The maximum amount of compensation to be paid to CONSULTANT under this AGREEMENT, including both payment for professional services, additional services and reimbursable expenses, shall not exceed ONE HUNDRED AND FIFTY-FIVE THOUSAND DOLLARS ($155,000). CONSULTANT agrees that it sh all perform all of the se rvices set forth in Exhibit A of this AGREEMENT, except for Additional Services required pursuant to Section 2, TASKS and inclusive of reimbursable expenses, for the maximum not to exceed amount of ONE HUNDRED AND THIRTY-SEVEN THOUSAND, FIVE HUNDRED AND TWENTY-THREE DOLLARS ($137,523). The maximum amount of Additional Services are authorized under Section G of this EXHIBIT C is SEVENTEEN THOUSAND, FOUR HUNDRED AND SEVENTY-SEVEN DOLLARS ($17,477). B. Method of Payment For Task Nos . 1 through 5 CONSULTANT shall, during the term of this AGREEMENT, invoice the CITY monthly based upon a percentage of completion of each milestone set forth below in the Payment Schedule (Schedule D below) for services performed, and reimbursable ex penses incurred if applicable, in completing that milestone under this AGREEMENT. (Hereinafter "Invoice.") Provided CONSULTANT h as completed the se rvices and incurred the reimbursable expenses covered by the Invoice in accordance with the provisions of this AGREEMENT, as determined by the CITY, the CITY shall pay CONSULT ANT the amount shown on the Invoice within thirty (30) working days of receipt of the Invoice. The Invoice shall be based on the percentage of milestone completed, and it shall describe the topics and tasks completed during the Invoice period in accordance with the Budget Schedule and Payment Schedule set forth below. The Invoice shall list work completed and reimbursable expenses if applicable, in accordance with the Budget Schedule and Payment Schedule set forth below. CONSULT ANT also shall include supporting documents for any reimbursable expenses. The Invoi ce shall also show the total to be paid for the Invoice period. Page 11 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Ex hibits-Amendment 2 C. Budget Schedule The Budget Schedule for this AGREEMENT shall be as follows: Task 1 Task2 Task3 Task4 TaskS Task Project Management D ata Collection Construction Documents Bid and Construction Support Record Draw ings Additional Services TOTAL Compensation $5,500 $70,848 $55,675 $4,400 $1,100 $ 17,477 $155,000 CONSULTANT shall not excee d any of the specified budget amounts for any Task w ithout prior written authorization from the CITY. The CITY may approve in writing the transfe r of budget amounts between any of the Tasks listed above provided the total AGREEMENT amount does not exceed ONE HUNDRED AND THIRTY FIVE THOUSAND DOLLARS ($155,000). Page 12 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cu perti no Revised Exh ib i ts-Amendment 2 D. Payment Schedule The Payment Schedule for this AGREEMENT shall be as follows: TASK MILESTONE 1 -Project Management Design schedule Meeting agendas and minutes QA Program guidelines and QC reports for each task 2 -Data Collection Field meeting notes Pre-construction documentation Survey base map Potholing information 3 -Construction Documents Conceptual design submittal 75% design submittal Final design submittal 4 -Bid and Construction Support Response to bidder questions and RFis Written responses to submittals reviewed 5-Record Drawings Record drawings Page 13 of 15 City of Cupertino Pakpour Consulting Group, Inc . Agreement Storm Drain Improve m e nts at Foothill and Cupertino PERCENT AGE OFT ASK COMPENSATION PAID UPON COMPLETION OF MILESTONE 20 % 40% 40% 10 % 10 % 40% 40% 15 % 60% 25 % 30% 70% 100% Revised Exhibits-Amendment 2 E. Subconsultant Services CONSULTANT is directly responsible for any payment for SUBCONSULTANT work on this PROJECT. SUBCONSULTANT work on this PROJECT is included in the Budget Schedule shown above and shall be billed to the CITY by CONSULT ANT as part of the Basic Services (Tasks 1-5). F. Reimbursable expenses Reimbursable expenses are included in CONSULTANT's lump sum compensation, including, but not limited to, any expenses related to CONSULTANT's internal plan checks, CAD test prints, 8 1/2" x 11" copies or fax copies. Plotting and printing for public distribution will be the responsibility of the CITY. There are no separate reimbursable expenses for Basic Services performed under Tasks 1-5 of EXHIBIT A. G. Additional Services CONSUL TANT shall not perform Additional Services without prior written authorization of the CITY. Additional Services shall be separately negotiated to be paid on a lump sum or a time and material basis at the rates set forth herein, as authorized by the CITY. The CITY has set aside the sum of SEVENTEEN THOUSAND, FOUR HUNDRED AND SEVENTY-SEVEN DOLLARS ($17,477) for the payment of Additional Services. The CITY shall not authorize and CONSUL TANT shall not perform any Additional Services that result in charges in excess of the above amount. CONSULTANT shall submit an Invoice to the CITY for payment on a monthly basis for authorized Additional Services rendered during the previous month. In the event Additional Services are authorized, CONSULTANT shall submit Invoices in accordance with the CONSUL TANT hourly rate schedule attached to this EXHIBIT C. The rates shown in the EXHIBIT C-1 sall stay in effect during the full term of the contract. The CITY shall pay Additional Services Invoices as provided in this EXHIBIT C. Page 14 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 2 · EXHIBIT C-1 CONSULT ANT HOURLY RA TES FOR ADDITONAL SERVICES Pakpour Consulting Group, Inc. Principal Senior Engineer Proj ect Engineer Administrative Assistant Page 15 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothi ll and Cupertino $165.00 $150.00 $135.00 $65.00 Revised Exhibits-Amendment 2 Client#· 15713 PAKPOCONS ACORD™ CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/00 /YYYY) 4/06/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND , EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW . THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER($), AUTHORIZED REPRESENTATIVE OR PRODUCER , AND THE CERTIFICATE HOLDER. IMPORTANT : If the certificate holder is an ADDITIONAL INSURED , the policy(ies) must be endorsed. 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). PRODUCER ~f~i~cT Jo Lusk Dealey, Renton & Associates rtgNJo Extl : 510 465-3090 I rffc . No): 510 452 -2193 P . 0 . Box 12675 it1l~~ss : jlusk@dealeyrenton .com Oakland, CA 94604-2675 INSURER(S ) AFFORDING COVERAGE NAIC # 510 465-3090 INSURER A : Travelers Property Casualty Co 25674 INSURED INSURER B , Liberty Insurance Underwriters, 19917 Pakpour Consulting Group, Inc. INSURER C: 5776 Stoneridge Mall Rd., Ste. 320 INSURER O: Pleasanton, CA 94588 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER : REVISION NUMBER : T HI S IS TO C E RTIFY TH AT TH E POLICI ES O F INSURANCE LI STE D B ELOW H AVE BEEN ISSUED TO TH E INSURED NAMED ABOVE FOR TH E POLI CY PERIOD IN DICATED . NOTWITHS TA NDI NG ANY R EQU IR E M ENT , TERM O R CONDITI ON O F ANY CONTRACT O R O THER DOC UM E NT W ITH R ESPECT TO W H IC H THI S C E R T IFI CATE MAY B E ISSUED O R MAY PER T A IN, THE IN S U RANCE A FF ORDED BY THE POLI C IES DESCR IBED H ERE IN IS SUBJ ECT TO A LL THE TERMS, EXCLUSIONS AND CON DITI ONS O F SUCH POLI C IES. LIMIT S S H OWN MAY H AVE B EE N R EDUCED B Y PA ID CLAIMS. INSR TYPE OF INSURANCE AOOL SUBR ,i~h@'Y~l 1,i~Jclgiv~1 LIMITS LTR INSR wvo POLIC Y NUMBER A X COMMERCIAL GENERAL LIABILITY 6800J363655 K}4/12/2017 04/12/2016 EACH OCCURRENCE s2 000 000 -==i CLAIMS-MADE [!] OCCUR ~~~~f§H?E~~~~~ncel S1 000 000 - MED EXP (Any one person) -s10,000 PERSONAL & ADV INJURY -s2,ooo ,ooo GEN'L AGGREGATE LIMIT APPLIES PER : GENERAL AGGREGATE s4,000,000 Pi DPRO-O we s4,000 ,000 POLICY JECT PRODUCTS -COMP/OP AGG OTH ER: s A AUTOMOB ILE LIABILITY BA3090N070 04/12/2017 04/12/201E COMB INED SINGLE LIM IT s1,000,000 (Ea accident) -X ANY AU TO BOD IL Y INJURY (Per person) $ -ALL OWNED SCHEDULED BOD IL Y INJURY (Per accident) s -AU TOS AUTOS X X NON -OWNED PROPERTY DAMAGE $ HIRED AU TOS AUTOS <Per accident) s UMBRELLA LIAB H OCCUR EACH OCCURRENCE s - EXC ESS LIAB CLAIMS-MADE AGGREGATE s OED I I RETENT ION s $ A WORKERS COMPENSATION UB2839T521 04/12/2017 041121201 a X I ~~~ TIITI' I [~JH- ANO EMP LOYERS' LIABILITY Y/N ANY PROPR IETOR/PARTNER/EX ECU TIVElli] E.L. EACH ACC IDENT s1 000 000 OFFICER/M EMBER EXC LUD ED? N N I A (Ma ndato ry in NH) E.L. DI SEAS E -EA EMP LOYEE s1 000 000 If yes, describe under E.L. DI SEAS E· PO LI CY LI MIT s1,000,000 DESCR IPT ION OF OPERATI ONS be low 8 Professional AEXNYABGHPB001 04/12/2017 04/12/2018 $2,000 ,000 per Claim Liability $2,000,000 Anni Aggr. DESCRIPTIO N OF OPE RA TIONS I LO CATIONS /VE HICLES (ACORD 101 , Additional Remarks Sch ed ul e, may be attac hed if more space i s required) General Liability Policy excludes claims ari sing out of the performance of professional services. Re: Strom Drain Improvements at Foothill and Cupertino. The City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers are named as additional insureds as respects general and auto liability for claims arising from the operations of the named insured . Insurance is primary and non-contr ibutory. CERTIFICATE HOLDER CANCELLATION City of Cupertino SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CAN CELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn: John Raaymakers ACCORDANCE WITH THE POLICY PROVISIONS . Asst. Public Works Director 10300 Torre Avenue AUTHO RIZ ED REP RESENTAT IVE Cupertino, CA 95014-1322 cS"-I .... _ © 1988 -2014 ACORD CORPORATION. All rights reserv ed. ACORD 25 (2014/01) 1 of 1 The ACORD name and logo are reg istered marks of ACORD #S1988227/M1988219 AZM COMMERCIAL GENERAL LIABILITY Policy Number: 6800J363655 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following : COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II -WHO IS AN INSURED : Any person or organization that you agree in a "written contract requiring insurance" to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and b. If, and only to the extent that, the injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the "written contract requiring insurance" applies, or in connection with premises owned by or rented to you. The person or organization does not qualify as an additional insured: c. With respect to the independent acts or omis- sions of such person or organization; or d. For "bodily injury", "property damage" or "per- sonal injury" for which such person or organi- zation has assumed liability in a contract or agreement. The insurance provided to such additional insured is limited as follows: e. This insurance does not apply on any basis to any person or organization for which cover- age as an additional insured specifically is added by another endorsement to this Cover- age Part. f. This insurance does not apply to the render- ing of or failure to render any "professional services". g. In the event that the Limits of Insurance of the Coverage Part shown in the Declarations ex- ceed the limits of liability required by the "writ- ten contract requiring insurance", the insur- ance provided to the additional insured shall be limited to the limits of liability required by that "written contract requiring insurance". This endorsement does not increase the lim- its of insurance described in Section Ill -Lim- its Of Insurance. h. This insurance does not apply to "bodily inju- ry" or "property damage" caused by "your work" and included in the "products- completed operations hazard" unless the "written contract requiring insurance" specifi- cally requires you to provide such coverage for that additional insured, and then the insur- ance provided to the additional insured ap- plies only to such "bodily injury" or "property damage" that occurs before the end of the pe- riod of time for which the "written contract re- quiring insurance" requires you to provide such coverage or the end of the policy period , whichever is earlier . 2. The following is added to Paragraph 4.a. of SEC- TION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS : The insurance provided to the additional insured is excess over any valid and collectible other in- surance, whether primary, excess, contingent or on any other basis, that is available to the addi- tional insured for a loss we cover . However, if you specifically agree in the "written contract requiring insurance" that this insurance provided to the ad- ditional insured under this Coverage Part must apply on a primary basis or a primary and non- contributory basis, this insurance is primary to other insurance available to the additional insured which covers that person or organizations as a named insured for such loss, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for wh ich coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have signed that "written contract requir- ing insurance". But this insurance provided to the additional insured still is excess over valid and CGD3810915 © 2015 The Travelers Ind emnity Company. All rights reserved. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission COMMERCIAL GENERAL LIABILITY collectible other insurance, whether primary, ex- cess , contingent or on any other basis, that is available to the additional insured when that per- son or organization is an additional insured under any other insurance . 3. The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us , of SECTION IV -COMMERCIAL GENERAL LI- ABILITY CONDITIONS : We waive any right of recovery we may have against any person or organization because of payments we make for "bod ily injury", "property damage" or "personal injury" arising out of "your work" performed by you , or on your behalf, done under a "written contract requiring insurance" with that person or organization. We waive this right only where you have agreed to do so as part of the "written contract requiring insurance" with such person or organization signed by you be- fore, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal injury" offense is committed . 4. The following definition is added to the DEFINI- TIONS Section: "Written contract requiring insurance" means that part of any written contract under which you are required to include a person or organization as an add itional insured on this Coverage Part, provid- ed that the "bodily injury" and "property damage" occurs and the "personal injury" is caused by an offense committed: a. After you have signed that written contract ; b. While that part of the written contract is in ef- fect; and c. Before the end of the policy period . Page 2 of 2 © 2015 Th e Trave lers Indemnity Company. All rights reserved. CG D3810915 Includes th e copy right ed material of In s ura nce Services Office, Inc., with its permission POLICY NUMBER: BA3090N070 COMMERCIAL AUTO CA20481013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form . This endorsement does not alter coverage provided in the Coverage Form . This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below . Named Insured: Pakpour Consulting Group, Inc. Endorsement Effective Date: 0411212017 SCHEDULE Name Of Person(s) Or Organization(s): NAME OF PERSON(S) OR ORGANIZATION(S) CONT.: The City of Cupertino, its City Council , boards and commissions, officers, employees and volunteers Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I -Covered Autos Coverages of the Auto Dealers Coverage Form . CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 BA309 0N070 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following : AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A .5., Transfer of Rights Of Recovery Against Others To Us, of the CONDITIONS Section: 5. Transfer Of Rights Of Recovery Against Oth- ers To Us We waive any right of recovery we may have against any person or organization to the extent required of you by a written co ntract executed prior to any "ac ci de nt" or "loss ", prov ided that the "accident" o r "loss" arises out of the operations contemplated by such contract. The waiver ap- pl ies only to the pe rson or organizat ion desig - nate d in such contract. CA T3 40 02 15 © 20 15 The Trave lers Inde mn ity Compa ny. All rights rese rved. Page 1 of 1 In cludes copy ri gh ted materi al of Insu rance Serv ices Office, In c. wit h its pe rmission. FIRST AMENDMENT TO CONSULTANT SERVICES AGREEMENT BETWEEN THE CITY OF CUPERTINO AND P AKPOUR CONSUL TING GROUP, INC. FOR CONSULTANT SERVICES FOR STORM DRAIN IMPROVEMENTS AT FOOTHILL AND CUPERTINO This First Amendment to the Consultant Services Agreement between the City of Cupertino and Pakpour Consulting Group, Inc., for reference dated ~ 2'~ , 2016 , is by and between the CITY OF CUPERTINO, a municipal corporation (hereinafter "City") and Pakpour Consulting Group, Inc., a California corporation whose address is 5776 Stoneridge Mall Road, Suite 320, Pleasanton, CA 94588, (hereinafter "Consultant"), and is made with reference to the following: RECITALS: A. On April 6, 2016, an agreement was entered into by and between City and Pakpour Consulting Group, Inc. (hereinafter "Agreement"). B. City and Pakpour Consulting Group, Inc . desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows : 1. Paragraph 1 of the Agreement is modified to read as follows: The term of this Agreement shall commence on the date this Agreement is executed and shall terminate on December 31, 2017, unless terminated earlier as set forth herein. 2. Paragraph 4 of the Agreement is modified to read as follows: The maximum compensation to be paid to Consultant under this agreement shall not exceed ONE HUNDRED AND THIRTY -FIVE THOUSAND Dollars ($135,000). The rate of payment is set out in Exhibit C, titled "Compensation", which is attached hereto and incorporated herein. Consultant shall furnish to 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, clearly stating as a minimum the total Contract amount, amount paid to date, percent complete and amount due. P age 1 of 2 City o f Cupertino Pak p o ur C on s ulting Gro u p Agreem e nt-F irs t A m e ndme nt Stor m Dra in Improvem e nts a t Foo thill and Cupe rtino Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. Pakpour Consulting Group, Inc. By ~ Title fre;/Je..1 Date t'j zJ /lb C it y of Cupe rtin o CITY OF CUPERTINO A Municipal Corporation ) ~frn ~~ublic Works Date og/po /Jo , ' FOR APPROVAL: APPROVED AS TO FORM: By /&vL · ~Randolph Stevenson Hom, City Attorney ATTEST: By~~fr 1 <(p J(,, Grace Schmidt, City Clerk Total Amount $135,000 Amendment Amount $25,000 Account No.i00 -8 2 -~06-7'00-7'0 2 eR r o ... 'fCt --o'f ~ P age 2 of 2 Pak p o ur Co n sulting G roup Ag ree m ent-F irst A mendment Storm Dra in Improvem ents a t Foo thill a n d C upe rtino EXHIBIT A SCOPE OF SERVICES CONSULTANT shall perform professional services as detailed in the following sec tions related to the design, bidding and construction for Storm Drain Improvements at Foothill and Cupertino (PROJECT). SECTION 1 GENERAL A. General PROJECT Description The PROJECT involves design development, construction document preparation, bid support, and construction administration services for installation of a storm drainage system from Cupertino Road 250 feet east of Foothill Boulevard to approximately the intersection of Foothill Boulevard and Salem A venue. The new system will consist of roughly 1000 feet of 15 and 18 inch mains as well as 6 new manholes and 2 new curb drain inlets. B. General Performance Requirements 1. The performance of all services by CONSULTANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this Scope of Services and the standard of care provisions contained in this AGREEMENT. 2. The CITY's Deparhnent of Public Works shall manage the PROJECT and this AGREEMENT. CONSULT ANT shall receive final direction from th e CITY' s Director of Public Works or his/her authorized designee (hereinafter collectively "CITY ") only . The CITY shall resolve any conflicting direction from other groups, deparhnents or agencies. 3. CONSULTANT shall coordinate this Scope of Services with the CITY as well as with other CITY consultants and contractors, as needed or as directed b y the CITY. CONSULTANT shall schedule meeting and prepare meeting agendas and minutes for all PROJECT meetings during the design phase under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meetll1g. CONSULTANT shal1 provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. CONSULTANT shall coordinate all responses to comments through the CITY. 4. CONSULTANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. Page 1of15 City of Cupertino Pakpour Consulting Group, In c. Agreement Storm Drain Improvem en ts at Foothill and Cupertino Revised Ex hibits-Amend m ent 1 CONSULTANT shall not substitute any team members without the prior approval of the CITY. 5. CONSULTANT's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly process of the work. The schedule for the performance included in EXHIBIT B, may be adjusted by mutual agreement. 6. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT. CONSULTANT shall consult with the CITY, research applicable design criteria, and communicate with members of the PROJECT team. 7 . When the CITY determines that the PROJECT requirements have been sufficiently identified, CONSULTANT shall prepare and update a PROJECT schedule for the CITY at the beginning of each TASK as defined in SECTION 2 - "TASK" of this EXHIBIT A. The PROJECT schedule shall identify milestone dates for decisions required of the CITY, design services furnished by CONSUL TANT and CONSULTANT' s SUBCONSULTANTS, dates of reviews and approvals required by all governmental agencies that have jurisdiction over the PROJECT, deliverables to be furnished by CONSULTANT, completion of documentation provided by CONSULTANT, commencement of construction and substantial completion of the construction of the PROJECT, and as identified in the exhibits under this AGREEMENT. 8. CONSULTANT shall submit construction documents to the CITY, according to SECTION 2 -"TASKS", of this EXHIBIT A for purposes of evaluation and approval by the CITY. CONSULTANT will meet with the CITY for progress review at various stages of the PROJECT. CONSULTANT will be responsible for causing the appropriate SUBCONSULTANT(S) to attend any meetings included in this SCOPE OF SERVICES. CONSUL TANT shall make revisions to the construction documents as required for each task in a timely manner. 9. CONSULTANT shall assist the CITY, as requested by the CITY, in connection with the CITY's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the PROJECT. 10. CONSULTANT shall prepare and present to the CITY an Organization Chart, Directory, and Commw1ication Flow Chart at the PROJECT Kick-Off Meeting. This meeting shall introduce team members, establish routes of commw1ication, and discuss the participants ' roles, responsibilities, and authority. C. Estimate of Probable Construction Cost CONSULT ANT shall be responsible to design the PROJECT and provide an Estimate of Probable Construction Cost consistent with the following procedures and requirements. Pa g e 2of15 City of Cupertino P a kpour Cons ulting Group, Inc. Agreement Storm Drain Improve m e nts a t Foothill and Cupertino Revised Exhibits-Amendment 1 1. CONSULTANT shall be responsible for designing the PROJECT so that the Estimate of Probable Consh·uction Cost is less than or equal to the CONSTRUCTION BUDGET established by the CITY for the PROJECT. The Project Construction Budget shall be provided by the CONSULTANT as a summary sheet with submittal of each required Estimate of Probable Construction Cost, showing comparisons of cost evolution for the PROJECT . As the design process progresses CONSULTANT shall update and refine the Estimate of Probable Construction Cost as required in SECTION 2 -"SCOPE OF SERVICES" of this EXHIBIT A. CONSULTANT shall advise the CITY in writing of any adjustments to previo us Estimates of Probable Construction Cost indicated by changes in PROJECT requirements or general market conditions. 2. Should the Estimate of Probable Construction Cost exceed the CONSTRUCTION BUDGET, CONSULTANT shall, during the design phases of the project, revise, without additional cost to the CITY , the design documents and/or Construction Documents incorporating scope and quality changes to reduce the estimated costs for construction, to within the CONSTRUCTION BUDGET. CONSULTANT shall make changes only as approved by the CITY in writing. Reductions in scope ma y be required to meet the CITY' s budget, and the CITY will not unreasonably withhold permission for such reductions in scope order for the CONSULTANTS to meet the budget. Notwithstanding the foregoing, to the extent the Estimate of Probable Construction Cost exceeds the CONSTRUCTION BUDGET due to any program, design or budget changes, initiated and authorize d by the CITY which are beyond CONSULTANT' s control, any changes required in the design documents, shall be considered as Additional Services as noted in EXHIBIT C of this AGREEMENT. 3. In preparing the Estimate of Probable Construction Cost, CONSULTANT, in consultation with the CITY , shall do each of the following: (a) include contingencies for design, bidding, and price escalations to determine which materials, equipment, component systems and type of construction are to be included in the PROJECT, and (b) make reasonable adjustments and/or to value engineer various items in all required submittal cost estimates of the PROJECT, including alternate bids, in order to adjust the estimated construction cost to be less than or equal to the CONSTRUCTION BUDGET. 4. If bidding has not commenced within 90 days after CONSULTANT submits the Construction Documents to the CITY, CONSULTANT shall adjust the Estimate of Probable Construction Cost to reflect changes in the general level of prices in the construction industry. This will be an additional service. 5. CONSULTANT shall identify, develop and incorporate into the Construction Documents "Add or Deduct Alternate" construction cost elements that may be Page 3of15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improve m ents at Foothill and Cupertino Revised Ex hibits -Amend ment 1 chosen to meet the City's budget. Alternates shall be approved by the CITY before being incorporated into the Construction Documents. 6. Should the lowest responsive bid exceed the CONSTRUCTION BUDGET by more than fifteen percent (15 %), CONSULTANT shall, if directed by the CITY, submit without additional cost to the CITY, revised Construction Documents reflecting changes, approved by the CITY, to reduce the Construction Costs to within the CONSTRUCTION BUDGET. The CITY acknowledges that the CONSULTANT does not conh·ol market conditions and agrees that they may allow reductions in scope in order to meet the CITY' s construction budget. SECTION 2 TASKS TASK 1-PROJECT MANAGEMENT This task shall include the following items: 1.1 Coordinate with the CITY, utility companies and other stakeholders throughout the duration of the project. 1.2 Manage design team and overall project activities consistent with the direction from the CITY in order to meet the project schedule and budget. 1.3 Provide a schedule of performance for design. 1.4 Prepare for and attend project meetings with the CITY to discuss project progress, decisions and direction, and to coordinate activities, as required. The meetings will include: • Kick-off Meeting-topics of discussion to include project background, objectives, budget, design criteria, and other project elements. • Design Meetings with CITY to discuss comments and resolve issues related to Conceptual, 75%, and Final plans, specifications, and estimates. (3 meetings) • Other meetings as needed. (3 budgeted) 1.5 Be available to CITY for consultation by phone or email to discuss project activities and schedules as required through all phases of the project. 1.6 Conduct QC reviews in accordance with CONSULTANT' s established QA Program guidelines. Provide a copy of QA Program guidelines and provide a QC report at the end of each task . Deliverables: 1. Design Schedule in MS Project format. 2. Meeting agendas and meeting minutes. 3. QA Program guidelines and QC reports for each task. Page 4of15 City of Cupertino Pakpour Consulting Group, In c. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 1 TASK 2-DA TA COLLECTION Previous CONSULTANT Work under a separate agreement provided CONSULT ANT with Record Drawings supplied by the CITY and all utility companies that have facilities in the project area. Utilities that were determined to be in the area are 1) Cupertino Sanitation District, 2) San Jose Water Company, 3) PG&E, 4) AT&T, 5) Comcast, and 6) Sprint. This task shall include the following items: 2.1 Coordinate with the utility companies at the Conceptual Design phase to identify and resolve potential conflicts. If necessary, CONSULTANT Work related to the relocation of utilities will be Additional Services . 2.2 Up to three (3) field meetings to discuss proposed alignment and potential impacts to existing utilities. 2.3 Visit the site to view, inspect, and document site conditions and existing facilities . 2.4 Perform pre-construction photographic and video documentation of project area and adjacent vicinity where relevant. Provide to CITY in appropriate electronic formats . 2 .5 Meet with CITY to obtain additional information and input as needed. 2.6 Obtain topographic information via detailed field survey of the project area. Area to be surveyed will include the full width of Cupertino Road from approxin1ately 22410 Cupertino Road to North Foothill Boulevard and half-street of North Foothill Boulevard (northbound side) from Cupertino Road to Salem Avenue. Topographic survey will locate and identify features including, but not limited to: • Location, rim and invert elevations, pipe size and material and direction of flow of accessible storm drain manholes, storm drain inlets, and sanitary sewer manholes. • Street cross-sections every 50 feet to include crown and grade breaks, lip of gutter, flowline, top of curb, back of sidewalk and driveway apron limits . Longitudinal grade breaks, curb returns, edge striping, centerline of pavement, traffic legends and all visible surface utilities . • Location of other features including sanitary sewer clean outs, utility poles, vaults, pull boxes, cabinets and guy wires. • Location of street trees (including diameter), street lights, signs, fire hydrants, and other roadway items. • Location of visible street monuments, benchmarks, fences, and walls. 2.7 Compile and plot data, including utility information, from record drawings, record right of way, and topographic survey into base sheets in CITY format for use in design and construction documents. Show all property lines and easements in the project area. Private parcels are to be labeled with the Assessor's Parcel Number. Page 5of15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revi sed Exhibits-Amendment 1 2.8 Identification of proposed storm drain alignment for potholing conh·actor use. 2.9 Perform potholing as appropriate to locate critical utilities that may be in conflict with the proposed storm drain alignment. Potholes are to be backfilled using Class II material and patch-paved with HMA. Deliverables: 1. Field meeting notes 2. Pre-construction documentation 3. Survey base map 4. Potholing information TASK 3-CONSTRUCTION DOCUMENTS This task shall include the following items: 3.1 Prepare and submit Conceptual Design Submittal for CITY review and for use in submitting to utility companies that have facilities in the project area as further described in Section 2, "task 2-Data Collection." The submittal will consist of preliminary plans on 22"x 34" full-size at a scale of 1"= 20' and ll"x 17" half-size scalable drawings. Conceptual Design Submittal will be delivered electronically via PDF format. Conceptual Design Submittal will include, but is not limited to: • Conceptual Design Drawings o Title Sheet o Notes, Legend and Abbreviations o Layout Drawings (20-scale), including preliminary horizontal and vertical design information based on previously obtained County GIS information and record utility information. • Preliminary Engil1eer's Estimate of Probable Construction Cost il1 MS Excel • Design schedule allows two (2) weeks or ten (10) working days following submittal of Conceptual Design Submittal to receive CITY and other stakeholder comments. 3.2 Receive , review and respond to CITY comments. Meet with CITY to discuss and resolve review comments, if necessary. 3.3 Prepare and submit 75% Submittal for CITY review, incorporating comments received at the Conce ptual Submittal and design progression. The submittal will consist of plans on 22"x 34" full -size at a scale of 1"= 20' and ll"x 17" half-size scalable drawings. 75% De sign Submittal will be delivered electronically via PDF format. 75% Design Submittal will i11clude, but is not limited to: • Construction Drawings o Title Sheet City of Cupertino Pakpour Consulting Group, Inc. Agreement Page 6of15 Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 1 o Notes, Legend and Abbreviations o La yo ut Drawings (20-scale), including horizontal and vertical design information and demolition information o Applicable Construction Details, Typical Sections and CITY Standard Plans o CITY supplied BMP Sheet • 75% Engineer's Estimate of Probable Construction Cost in MS Excel • Engineer's estimate of duration of construction. • Technical Specifications in MS Word • Design schedule allows two (2) weeks or ten (10) working days following submittal of 75% Design Submittal to receive CITY comments. 3.4 Receive, review and respond to CITY comments. Meet with CITY to discuss and resolve review comments, if necessary. 3.5 Prepare and submit Final Design Submittal for CITY review, incorporating comments received on the 75% Submittal. The submittal will consist of plans on 22"x 34" full-size at a scale of 1"= 20' and ll"x 17" half-size scalable drawings. Final Design Submittal will include one (1) full size stamped and signed set of plans as well as PDF and AutoCAD format electronic copies . Final Design Submittal will include, but is not limited to: • Final Consh·uction Drawings o Title Sheet o Notes, Legend and Abbreviations o Layout Drawings (20-scale), including horizontal and vertical design information and demolition information o Applicable Construction Details, Typical Sections and CITY Standard Plans o City supplied BMP Sheet • Final Engineer's Estimate of Probable Consh·uction Cost in MS Excel. • Final Technical Specifications in MS Word 3.6 CITY will perform a Final review to confirm that all previously provided comments have been adequately addressed. Deliverables: 1. Conceptual Design Submittal as defined in Task 3.1 2. Response to CITY Conceptual Submittal Comments. 3. 75% Design Submittal as defined in Task 3.3 4. Response to CITY 75% Submittal comments. 5. Final Design Submittal as defined in Task 3.5 Page 7of15 City of Cupertino Pakpour Consulting Group, Inc . Agreement Storm Drain Improve m e nts at Foo thill and Cupertino Revised Exhib its -Amendment 1 TASK 4-BID AND CONSTRUCTION SUPPORT This task shall include the following items: 4.1 Respond to bidders' question by assisting CITY with preparation of Addendum(s). 4.2 Review shop drawings and material submittals and provide written responses. 4 .3 Attend Construction Kickoff Meeting. 4.4 Respond to RFI(s). Deliverables: 1. Responses to bidder questions and RFis. 2. Written responses to submittals reviewed: TASKS-RECORD DRAWINGS This task shall include the following items: 5.1 Prepare Record Drawings from CITY provided Contractor as-built mark up. 5.2 Provide one (1) 22" x 34" hard copy as well as PDF and AutoCAD format electronic copies of the final record drawings Deliverable: 1. Record Drawings-one (1) 22" x 36" hard copy plan set and electronic PDF copies. CONSULTANT ASSUMPTIONS For the delivery of the services and products described above, the Consultant will make the following assumptions: • All environmental documentation and permitting, if required, will be handled by the City. • All State Water Resources Control Board (SWRCB) Construction General Permit project coordination and registration documents, if required, will be handled b y the City and/or contractor, including: o Storm Water Pollution Prevention Plan (SWPPP) document. o QSP (Qualified SWPPP Practitioner) project si te inspections, monitoring and reporting. • All p ermanent and/or temporary bus stop (VTA Route 81) relocation coordination, document preparation and processing, if required, will be handled by the City . • Arborist coordination, if required, will be handled by the City. • No tree or landscape median island mitigation is included. Page 8of15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 1 • Existing right-of-ways are sufficient for installation of proposed storm drain pipe alignment. • No temporary construction easements coordination is included. • City will furnish record improvement drawings, right-of-way drawings and geotechnical reports pertinent to the Project. • No soil or groundwater contamination issues . • No geotechnical investigation is included. • City will provide in Word format their Boilerplate Specifications . • Utility agency agreements I permits I inspection fees will be handled by the City . • No updated hydrologic analysis of the previous study is anticipated. • No structural design, plans and details are included. ADDITIONAL SERVICES Consultant Services beyond the work in these tasks may be provided by CONSULTANT as Additional Services only if such Additional Services are authorized in writing by the CITY in advance . An Additional Services amount of TEN THOUSAND THREE HUNDRED AND NINETY TWO DOLLARS ($10,392) is made a part of this agreement. Additional Services may be paid for as a negotiated maximum not to exceed amount or by a time and materials cost accowi.ting with a maximum not to exceed. Page 9of15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Revised Exhibits-Amendment 1 EXHIBIT B SCHEDULE OF PERFORMANCE CONSULTANT shall complete all work by December 31st, 2017. The following se ts forth the distribution of CONSULTANT's Schedule of Performance for each Task. The CITY may approve in writing the extension of any milestone date set in this Exhibit. Task #1 Project Management Throughout Project Task #2 Data Collection Completion -September 2016 Task #3 Construction Documents Completion-December, 2016 Task #4 Bid & Construction Support Through end of construction Task #5 Record Drawings 2 weeks following receipt of plan mark-ups from City Page 10of 15 City of Cupertino Pakpour Consulting Group, Inc . Agreem e nt Storm Drain Improvements at Foothi ll and Cup ertino Revised Exhibits-Amendment 1 A . Maximum Compensation EXHIBIT C COMPENSATION The CITY agrees to compensate CONSULTANT for professional services performed in accordance with the terms and conditions of this AGREEMENT. The maximum amount of compensation to be paid to CONSULTANT under this AGREEMENT, including both payment for professional services, additional services and reimbursable expenses, shall not exceed ONE HUNDRED AND THIRTY FIVE THOUSAND DOLLARS ($135,000). CONSULTANT agrees that it shall perform all of the services set forth in Exhibit A of this AGREEMENT, except for Additional Services required pursuant to Section 2, TASKS and inclusive of reimbursable expenses, for the maximum not to exceed amount of ONE HUNDRED AND TWENTY-FOUR THOUSAND SIX HUNDRED AND EIGHT DOLLARS ($124,608). The maxi mum amount of Additional Services are authorized under Section G of this EXHIBIT C is TEN THOUSAND THREE HUNDRED AND NINETY TWO DOLLARS ($10,392). B. Method of Payment For Task Nos. 1through5 CONSULTANT shall, during the term of this AGREEMENT, invoice the CITY monthly based upon a percentage of completion of each milestone set forth below in the Payment Schedule (Schedule D below) for services performed, and reimbursable expenses incurred if applicable, in completing that milestone under this AGREEMENT. (Hereinafter "Invoice.") Provided CONSULT ANT has completed the services and incurred the reimbursable expenses covered by the Invoice in accordance with the provisions of this AGREEMENT, as determine d by the CITY, the CITY shall pay CONSULT ANT the amount shown on the Invoice within thirty (30) working days of receipt of the Invoice. The Invoice shall be based on the percentage of milestone completed, and it s hall des cribe the topics and tasks completed during the Invoice period in accordance with the Budget Schedule and Payment Schedule set forth below. The Invoice shall list work completed and reimbursable expenses if applicable, in accordance with the Budget Schedule and Payment Schedule set forth below . CONSULTANT also shall include supporting documents for any reimbursable expenses. The Invoice shall also show the total to be paid for the Invoice period. Page 11of15 City of Cupertino Pakpour Consulting Gro up, In c. Agreement Storm Drain Improve m en ts at Foothill and Cu p ertino Revised Exh ibits-Amendment 1 C. Budget Schedule The Budget Schedule for this AGREEMENT shall be as follows: Task 1 Task 2 Task 3 Task 4 Task 5 Task Project Management Data Collection Construction Documents Bid and Construction Support Record Drawings Additional Services TOTAL Compensation $5,500 $70 ,8 48 $42,760 $4,400 $1,100 $10,392 $135,000 CONSULT ANT shall not exceed any of the specified budge t amounts for any Task w ithout prior written authorization from the CITY . The CITY may approve in writing the transfer of budget amounts between any of the Tasks listed above provided the total AGREEMENT amount does not exceed ONE HUNDRED AND THIRTY FIVE THOUSAND DOLLARS ($135,000). Pa ge 12of15 C ity of Cupertino Pakpour Consulting Group, Inc. Agreement Storn1 Drain Impro ve ments at Foothill and Cupertino Revised Exhibits-Amendment 1 g(DIto S3(j 16 -0q01 AGREEMENT BETWEEN THE CITY OF CUPERTINO AND PAKPOUR CONSULTING GROUP, INC. FOR CONSULTANT SERVICES FOR STORM DRAIN IMPROVEMENTS AT FOOTHILL AND CUPERTINO This AGREEMENT, for reference datedhYd to 2016, is by and between CITY OF CUPERTINO, a municipal corporation (hereinafter referred to as "City"), and PAKPOUR CONSULTING GROUP, INC., a California corporation whose address is 5776 Stoneridge Mall Road, Suite 320, Pleasanton, CA 94588 (hereinafter referred to as "Consultant"), and is made with reference to the following: RECITALS: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the Constitution and the statutes of the State of California and the Cupertino Municipal Code. B. Consultant is specially trained, experienced and competent to perform the special services which will be required by this Agreement; and C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein. D. City and Consultant desire to enter into an agreement for Storm Drain Improvements at Foothill and Cupertino upon the terms and conditions herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM: The term of this Agreement shall commence on the date this agreement is executed and shall terminate on December 31st, 2016, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED: Consultant shall perform each and every service set forth in Exhibit A titled "Scope of Services" which is attached hereto and incorporated herein by this reference. 3. SCHEDULE OF PERFORMANCE: The Services of Consultant are to be completed according to the schedule set out in Exhibit B, titled "Schedule of Performance ", which is attached hereto and incorporated herein by this reference. 4. COMPENSATION TO CONSULTANT: The maximum compensation to be paid to Consultant under this agreement shall not exceed ONE HUNDRED AND TEN THOUSAND Dollars ($110,000). The rate of payment is set out in Exhibit C, titled "Compensation", which is attached hereto and incorporated herein. Page l of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino Consultant shall furnish to 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, clearly stating as a minimum the total Contract amount, amount paid to date, percent complete and amount due. 5. TIME IS OF THE ESSENCE: Consultant and City agree that time is of the essence regarding the performance of this Agreement. 6. STANDARD OF CARE: Consultant agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City nor have any contractual relationship with City. 7. INDEPENDENT PARTIES: City and Consultant intend that the relationship between them created by this Agreement is that of employer -independent contractor. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment will be acquired by virtue of Consultant's services. None of the benefits provided by City to its employees, including but not limited to, unemployment insurance, workers' compensation plans, vacation and sick leave are available from City to Consultant, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer- employee relationship from any fees due Consultant. Payments of the above items, if required, are the responsibility of Consultant. 8. IMMIGRATION REFORM AND CONTROL ACT (IBCA): Consultant assumes any and all responsibility for verifying the identity and employment authorization of all of his/her employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Consultant shall indemnify and hold City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Consultant. 9. NON-DISCRIMINATION: Consistent with City's policy that harassment and discrimination are unacceptable employer/employee conduct, Consultant agrees that harassment or discrimination directed toward a job applicant, a City employee, or a citizen by Consultant or Consultant's employee or subcontractor on the basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status, pregnancy, sex, age, or sexual orientation will not be tolerated. Consultant agrees that any and all violations of this provision shall constitute a material breach of this Agreement. 10. PROTECT COORDINATION CITY. Director of Public Works shall be representative of City for all purposes under this Agreement. John Raaymakers is hereby designated as the Director of Public Works' designee and Project Manager, and shall supervise the progress and execution of this Agreement. Page 2 of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino CONSULTANT: Consultant shall assign a single Consultant Project Manager to have overall responsibility for the progress and execution of this Agreement for Consultant. Should circumstances or conditions subsequent to the execution of the 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. The designated Consultant Project Manager shall be Kurt Wurnitsch. 11. HOLD HARMLE A. Indemnity Obligations Subject to Civil Code Section 2782.8. 1. Where the law establishes a standard of care for Consultant's professional services, and to the extent the Consultant breaches or fails to meet such established standard of care, or is alleged to have breached or failed to meet such standard of care, Consultant shall, to the fullest extent allowed by law, with respect to all services performed in connection with the Agreement, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers from and against any and all liability, claims, actions, causes of action or demands whatsoever against any of them, including any injury to or death of any person or damage to property or other liability of any nature, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant or Consultant's employees, officers, officials, agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation. Consultant shall not be obligated under this Agreement to indemnify City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City, its agents or employees. 2. Notwithstanding the foregoing, the Consultant has no duty to provide or to pay for an up -front defense against unproven claims or allegations, but shall pay or reimburse the City for its reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation to the extent caused by the negligence, recklessness, or willful misconduct of Consultant or its employees, officers, officials, agents or independent contractors. However, the Consultant shall provide its immediate and active cooperation and assistance to the City, at no additional cost to the City, in analyzing, defending, and resolving such claims. B. Claims for Other Liability. For all liabilities other than those included within paragraph A. above, Consultant shall, to the fullest extent allowed by law, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers against any and all liability, claims, actions, causes of action or demands whatsoever from and against any of them, including any injury to or death of any person or damage to property or other liability of any nature, that arise out of, pertain to, or relate to the performance of this Agreement by Consultant or Consultant's employees, officers, officials, agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation. Consultant shall not be obligated under this Agreement to indemnify City to the extent that the damage is caused by the sole or active negligence or willful misconduct of City, its agents or employees. C. Claims involving intellectual property. In addition to the obligations set forth in (A) and (B) above, Consultant shall indemnify, defend, and hold the City, its elected and appointed Page 3 of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino officers, employees, and volunteers, harmless from and against any Claim in which a violation of intellectual property rights, including but not limited to copyright or patent rights, is alleged that arises out of, pertains to, or relates to Consultant's negligence, recklessness or willful misconduct under this Agreement. Such costs and. expenses shall include reasonable attorneys' fees of counsel of City's choice, expert fees and all other costs and fees of litigation. 12. INSURANCE: On or before the commencement of the term of this Agreement, Consultant shall furnish City with certificates showing the type, amount, effective dates and dates of expiration of insurance coverage in compliance with paragraph 12A, B, C, D and E. Such certificates, which do not limit Consultant's indemnification, shall also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days' advance written notice to the City of Cupertino, Attention: City Manager." It is agreed that Consultant shall maintain in force at all times during the performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is acceptable to City and authorized to do insurance business in the State of California. Endorsements naming the City as additional insured in relation to the commercial general liability and commercial automobile liability policies shall be submitted with the insurance certificates. A. COVERAGE: Consultant shall maintain the following insurance coverage: (1) Workers' Compensation: Statutory coverage as required by the State of California. (2) Liabili Commercial general liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence $1,000,000 aggregate - all other Property Damage: $100,000 each occurrence $250,000 aggregate If submitted, combined single limit policy with aggregate limits in the amounts of $1,000,000 will be considered equivalent to the required minimum limits shown above. (3) Automotive: Commercial automotive liability coverage in the following minimum limits: Bodily Injury: $500,000 each occurrence Property Damage: $100,000 each occurrence or Combined Single Limit: $500,000 each accident (4) Professional Liability: Professional liability insurance which includes coverage for the professional acts, errors and omissions of Consultant in the amount of at least $1,000,000 per claim and in the aggregate. Page 4 of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino B. SUBROGATION WAIVER: Consultant agrees that in the event of loss due to any of the perils for which he/she has agreed to provide commercial general and automotive liability insurance, Consultant shall look solely to his/her insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing commercial general and automotive liability insurance to either Consultant or City with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of said Consultant may acquire against City by virtue of the payment of any loss under such insurance. C. FAILURE TO SECURE: If Consultant at any time during the term hereof should fail to secure or maintain the foregoing insurance, City shall be permitted to obtain such insurance in the Consultant's name or as an agent of the Consultant and shall be compensated by the Consultant for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid. D. ADDITIONAL INSURED: City, its City Council, boards and commissions, officers, employees and volunteers shall be named as an additional insured under all insurance coverages, except any worker's compensation and professional liability insurance, required by this Agreement. An additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy. E. SUFFICIENCY OF INSURANCE: The insurance limits required by City are not represented as being sufficient to protect Consultant. Consultant is advised to confer with Consultant's insurance broker to determine adequate coverage for Consultant. 13. CONFLICT OF INTEREST: Consultant warrants that it is not a conflict of interest for Consultant to perform the services required by this Agreement. Consultant may be required to fill out a conflict of interest form if the services provided under this Agreement require Consultant to make certain governmental decisions or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code of Regulations. 14. PROHIBITION AGAINST TRANSFERS: Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money by Consultant from City under this Agreement may be assigned to a bank, trust company or other financial institution without prior written consent. Written notice of such assignment shall be promptly furnished to City by Consultant. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the -control of Consultant, shall be construed as an assignment of this Agreement. Control means fifty percent (50%) or more of the voting power of the corporation. 15. SUBCONTRACTOR APPROVAL: Unless prior written consent from City is obtained, only those people and subcontractors whose names are included in this Agreement shall be used in the performance of this Agreement. Page 5 of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino In the event that Consultant employs subcontractors, such subcontractors shall be required to furnish proof of workers' compensation insurance and shall also be required to carry general, automobile and professional liability insurance in reasonable conformity to the insurance carried by Consultant. In addition, any work or services subcontracted hereunder shall be subject to each provision of this Agreement. 16. PERMITS AND LICENSES: Consultant, at his/her sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses including, but not limited to, a City Business License, that may be required in connection with the performance of services hereunder. 17. OWNERSHIP OF WORK: A. Any interest (including copyright interests) of Consultant and its subconsultants in each and every study, document, report, draft, memoranda, work product, map, record, plan, drawing, specification and other deliverable, in any medium prepared or created by Consultant or its subconsultants pursuant to or in connection with this Agreement, shall be the exclusive property of City. To the extent permitted by Title 17 of U.S. Code, all work product prepared or created under this Agreement shall be deemed works for hire and all copyrights in such works shall be the property of City. In the event that it is ever determined that any works prepared or created by Consultant or any subconsultant under this Agreement are not works for hire under U.S. law, Consultant hereby assigns to City all copyrights to such works when and as created. With Owner's prior written approval, Consultant may retain and use copies of such works for reference and as documentation of its experience and capabilities and in its promotional materials. With respect to Consultant's standard details, Consultant may retain the copyright, but grants to City a perpetual non-exclusive license to use such details in connection with the Project. B. Without limiting any other City right to any of the works prepared or created by Consultant or its subconsultants, all works may be used by City in execution or implementation of: (1) The original Project for which Consultant was hired; (2) Completion of the original Project by others; (3) Subsequent additions to the original project; and/or (4) Other City projects as appropriate. C. Any City reuse of works shall be subject to California Business and Professions Code Sections 5536.25, 6735, 6735.3 or 6735.4, if and to the extent applicable. Any City reuse of works for any purpose other than those in B(1) through B(3) above, and any modifications to any of the works, shall be at City's sole risk and expense. D. Consultant shall, at such time and in such form as City may require, furnish reports concerning the status of services required under this Agreement. E. All written work required to be provided by this Agreement (other than large-scale architectural plans and similar items) shall be printed on recycled paper and shall be copied on both sides of the paper except for one original, which shall be single sided. F. No work, information or other data given to or prepared created or assembled by Consultant or any of its subconsultants pursuant to this Agreement, shall be made available to any individual or organization by Consultant or any subconsultant without prior approval by City. G. Electronic and hard copies of Consultant's work product shall constitute the Project deliverables. Plans shall be in CAD and PDF formats, and other documents shall be in Microsoft Word and PDF formats. Page 6 of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino 18. RECORDS: Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to such books and records to the representatives of City or its designees at all proper times, and gives City the right to examine and audit same, and to make transcripts there from as necessary, and to allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained for a period of three (3) years after receipt of final payment. If supplemental examination or audit of the records is necessary due to concerns raised by City's preliminary examination or audit of records, and the City's supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of contract or failure to act in good faith, then Consultant shall reimburse City for all reasonable costs and expenses associated with the supplemental examination or audit. 19. NOTICES: All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed.served when delivered personally or on the second business day after the deposit thereof in the United States Mail, postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests, or approvals from Consultant to City shall be addressed to City at: City of Cupertino 10300 Torre Ave. Cupertino CA 95014 Attention: John Raaymakers All notices, demands, requests, or approvals from City to Consultant shall be addressed to Consultant at: Pakpour Consulting Group, Inc. 5776 Stoneridge Mall Road, Suite 320 Pleasanton, CA 94588 Attention: Kurt Wurnitsch 20. TERMINATION: In the event Consultant fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the performance of this Agreement. If such default is not cured within the time specified after receipt by Consultant from City of written notice of default, specifying the nature of such default and the steps necessary to cure such default, City may terminate the Agreement forthwith by giving to the Consultant written notice thereof. City shall have the option, at its sole discretion and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to Consultant as provided herein. Upon termination of this Agreement, each party shall pay to the other party that portion of compensation specified in this Agreement that is earned and unpaid prior to the effective date of termination. Page 7 of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino In the event of termination, Consultant shall deliver to City, copies of all reports, documents, and other work performed by Consultant under this Agreement. 21. COMPLIANCES: Consultant shall comply with all state or federal laws and all ordinances, rules and regulations enacted or issued by City. A. PREVAILING WAGES: To the extent applicable, Contractor shall comply with the City's Labor Compliance Program and all other requirements set forth in Labor Code section 1770 et seq. Contractor shall pay prevailing wages. Contractor will submit monthly certified payroll records to the City for all employees and subcontractors in a preapproved format or a City provided form. Any delay in remitting certified payroll reports to the City upon request from the City will result in either delay and/or forfeit of outstanding payment to Contractor. B. WORKING DAY: To the extent applicable, Contractor shall comply with California Labor Code Section 1810, et seq. which provides that work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, must be compensated as overtime, at not less than 1 1/z times the basic rate of pay. C. PAYROLL RECORDS: To the extent applicable, Contractor shall comply with California Labor Code Section 1776 which requires certified payroll records be maintained with the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with this Agreement. The Payroll Records shall be made available for inspection as provided in California Labor Code Section 1776. D. APPRENTICES: To the extent applicable, Contractor shall comply with California Labor Code Section 1777.5 regarding apprentices. 22. CONFLICT OF LAW: This Agreement shall be interpreted under, and enforced by the laws of the State of California excepting any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities.) Any suits brought pursuant to this Agreement shall be filed with the courts of the County of Santa Clara, State of California. 23. ADVERTISEMENT: Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services performed under this Agreement unless prior written approval has been secured from City to do otherwise. 24. WAIVER: A waiver by City of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. Page 8 of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino 25. INTEGRATED CONTRACT: This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Consultant. 26. 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 City Administrative Procedures. B. Consultant agrees not to offer any City officer or designated employee any gift prohibited by the Administrative Procedures. 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 19 of this Agreement. 27. INSERTED PROVISIONS: Each provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were included herein. If through mistake or otherwise, any such provision is not inserted or is not correctly inserted, the Agreement shall be amended to make such insertion on application by either party. 28. CAPTIONS: The captions in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit or amplify the terms or provisions of this Agreement. Page 9 of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino P.O. No. ;,o «0 �Jf 3 1 IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. CONSULTANT Pakpour Consulting Group, Inc. A California Corporation By Name Title Pfe3; eK4 Date 0A Tax I.D. No.: Zo -og22q V3 Address: 5776 Stoneridge Mall Road Suite 320 Pleasanton, CA 94588 CITY OF CUPERTINO A Municipal Corporation By Timm Borden, Director of Public Works Date ?dPC APPROVED AS TO FORM: 4ttv� Randolph Stevenson Hom City Attorney ATTEST: �vr Grace Schmidt, City Jerk 1 , > >> Contract Amount: r L , �nD . �. Account No.: (W - 9-17-[0(. ?M-702— Page 10 of 10 City of Cupertino Pakpour Consulting Group Agreement Storm Drain Improvements at Foothill and Cupertino EXHIBIT A SCOPE OF SERVICES CONSULTANT shall perform professional services as detailed in the following sections related to the design, bidding and construction for Storm Drain Improvements at Foothill and Cupertino (PROJECT). SECTION 1 GENERAL A. General PROJECT Description The PROJECT involves design development, construction document preparation, bid support, and construction administration services for installation of a storm drainage system from Cupertino Road 250 feet east of Foothill Boulevard to approximately the intersection of Foothill Boulevard and Salem Avenue. The new system will consist of roughly 1000 feet of 15 and 18 inch mains as well as 6 new manholes and 2 new curb drain inlets. B. General Performance Requirements The performance of all services by CONSULTANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this Scope of Services and the standard of care provisions contained in this AGREEMENT. 2. The CITY's Department of Public Works shall manage the PROJECT and this AGREEMENT. CONSULTANT shall receive final direction from the CITY's Director of Public Works or his/her authorized designee (hereinafter collectively "CITY") only. The CITY shall resolve any conflicting direction from other groups, departments or agencies. CONSULTANT shall coordinate this Scope of Services with the CITY as well as with other CITY consultants and contractors, as needed or as directed by the CITY. CONSULTANT shall schedule meeting and prepare meeting agendas and minutes for all PROJECT meetings during the design phase under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meeting. CONSULTANT shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. CONSULTANT shall coordinate all responses to comments through the CITY. 4. CONSULTANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. Page 1 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits CONSULTANT shall not substitute any team members without the prior approval of the CITY. 5. CONSULTANT's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly process of the work. The schedule for the performance included in EXHIBIT B, may be adjusted by mutual agreement. 6. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT. CONSULTANT shall consult with the CITY, research applicable design criteria, and communicate with members of the PROJECT team. 7. When the CITY determines that the PROJECT requirements have been sufficiently identified, CONSULTANT shall prepare and update a PROJECT schedule for the CITY at the beginning of each TASK as defined in SECTION 2 - "TASK" of this EXHIBIT A. The PROJECT schedule shall identify milestone dates for decisions required of the CITY, design services furnished by CONSULTANT and CONSULTANT's SUBCONSULTANTS, dates of reviews and approvals required by all governmental agencies that have jurisdiction over the PROJECT, deliverables to be furnished by CONSULTANT, completion of documentation provided by CONSULTANT, commencement of construction and substantial completion of the construction of the PROJECT, and as identified in the exhibits under this AGREEMENT. 8. CONSULTANT shall submit construction documents to the CITY, according to SECTION 2 — "TASKS", of this EXHIBIT A for purposes of evaluation and approval by the CITY. CONSULTANT will meet with the CITY for progress review at various stages of the PROJECT. CONSULTANT will be responsible for causing the appropriate SUBCONSULTANT(S) to attend any meetings included in this SCOPE OF SERVICES. CONSULTANT shall make revisions to the construction documents as required for each task in a timely manner. 9. CONSULTANT shall assist the CITY, as requested by the CITY, in connection with the CITY's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the PROJECT. 10. CONSULTANT shall prepare and present to the CITY an Organization Chart, Directory, and Communication Flow Chart at the PROJECT Kick -Off Meeting. This meeting shall introduce team members, establish routes of communication, and discuss the participants' roles, responsibilities, and authority. C. Estimate of Probable Construction Cost CONSULTANT shall be responsible to design the PROJECT and provide an Estimate of Probable Construction Cost consistent with the following procedures and requirements. Page 2 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits 1. CONSULTANT shall be responsible for designing the PROJECT so that the Estimate of Probable Construction Cost is less than or equal to the CONSTRUCTION BUDGET established by the CITY for the PROJECT. The Project Construction Budget shall be provided by the CONSULTANT as a summary sheet with submittal of each required Estimate of Probable Construction Cost, showing comparisons of cost evolution for the PROJECT. As the design process progresses CONSULTANT shall update and refine the Estimate of Probable Construction Cost as required in SECTION 2 - "SCOPE OF SERVICES" of this EXHIBIT A. CONSULTANT shall advise the CITY in writing of any adjustments to previous Estimates of Probable Construction Cost indicated by changes in PROJECT requirements or general market conditions. 2. Should the Estimate of Probable Construction Cost exceed the CONSTRUCTION BUDGET, CONSULTANT shall, during the design phases of the project, revise, without additional cost to the CITY, the design documents and/or Construction Documents incorporating scope and quality changes to reduce the estimated costs for construction, to within the CONSTRUCTION BUDGET. CONSULTANT shall make changes only as approved by the CITY in writing. Reductions in scope may be required to meet the CITY's budget, and the CITY will not unreasonably withhold permission for such reductions in scope order for the CONSULTANTS to meet the budget. Notwithstanding the foregoing, to the extent the Estimate of Probable Construction Cost exceeds the CONSTRUCTION BUDGET due to any program, design or budget changes, initiated and authorized by the CITY which are beyond CONSULTANT's control, any changes required in the design documents, shall be considered as Additional Services as noted in EXHIBIT C of this AGREEMENT. 3. In preparing the Estimate of Probable Construction Cost, CONSULTANT, in consultation with the CITY, shall do each of the following: (a) include contingencies for design, bidding, and price escalations to determine which materials, equipment, component systems and type of construction are to be included in the PROJECT, and (b) make reasonable adjustments and/or to value engineer various items in all required submittal cost estimates of the PROJECT, including alternate bids, in order to adjust the estimated construction cost to be less than or equal to the CONSTRUCTION BUDGET. 4. If bidding has not commenced within 90 days after CONSULTANT submits the Construction Documents to the CITY, CONSULTANT shall adjust the Estimate of Probable Construction Cost to reflect changes in the general level of prices in the construction industry. This will be an additional service. 5. CONSULTANT shall identify, develop and incorporate into the Construction Documents "Add or Deduct Alternate" construction cost elements that may be Page 3 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits chosen to meet the City's budget. Alternates shall be approved by the CITY before being incorporated into the Construction Documents. 6. Should the lowest responsive bid exceed the CONSTRUCTION BUDGET by more than fifteen percent (15%), CONSULTANT shall, if directed by the CITY, submit without additional cost to the CITY, revised Construction Documents reflecting changes, approved by the CITY, to reduce the Construction Costs to within the CONSTRUCTION BUDGET. The CITY acknowledges that the CONSULTANT does not control market conditions and agrees that they may allow reductions in scope in order to meet the CITY's construction budget. SECTION 2 TASKS TASK 1- PROJECT MANAGEMENT This task shall include the following items: 1.1 Coordinate with the CITY, utility companies and other stakeholders throughout the duration of the project. 1.2 Manage design team and overall project activities consistent with the direction from the CITY in order to meet the project schedule and budget. 1.3 Provide a schedule of performance for design. 1.4 Prepare for and attend project meetings with the CITY to discuss project progress, decisions and direction, and to coordinate activities, as required. The meetings will include: • Kick-off Meeting -topics of discussion to include project background, objectives, budget, design criteria, and other project elements. • Design Meetings with CITY to discuss comments and resolve issues related to Conceptual, 75%, and Final plans, specifications, and estimates. (3 meetings) • Other meetings as needed. (3 budgeted) 1.5 Be available to CITY for consultation by phone or email to discuss project activities and schedules as required through all phases of the project. 1.6 Conduct QC reviews in accordance with CONSULTANT's established QA Program guidelines. Provide a copy of QA Program guidelines and provide a QC report at the end of each task. Deliverables: 1. Design Schedule in MS Project format. 2. Meeting agendas and meeting minutes. 3. QA Program guidelines and QC reports for each task. Page 4 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits TASK 2- DATA COLLECTION Previous CONSULTANT Work under a separate agreement provided CONSULTANT with Record Drawings supplied by the CITY and all utility companies that have facilities in the project area. Utilities that were determined to be in the area are 1) Cupertino Sanitation District, 2) San Jose Water Company, 3) PG&E, 4) AT&T, 5) Comcast, and 6) Sprint. This task shall include the following items: 2.1 Coordinate with the utility companies at the Conceptual Design phase to identify and resolve potential conflicts. If necessary, CONSULTANT Work related to the relocation of utilities will be Additional Services. 2.2 Up to three (3) field meetings to discuss proposed alignment and potential impacts to existing utilities. 2.3 Visit the site to view, inspect, and document site conditions and existing facilities. 2.4 Perform pre -construction photographic and video documentation of project area and adjacent vicinity where relevant. Provide to CITY in appropriate electronic formats. 2.5 Meet with CITY to obtain additional information and input as needed. 2.6 Obtain topographic information via detailed field survey of the project area. Area to be surveyed will include the full width of Cupertino Road from approximately 22410 Cupertino Road to North Foothill Boulevard and half -street of North Foothill Boulevard (northbound side) from Cupertino Road to Salem Avenue. Topographic survey will locate and identify features including, but not limited to: • Location, rim and invert elevations, pipe size and material and direction of flow of accessible storm drain manholes, storm drain inlets, and sanitary sewer manholes. • Street cross-sections every 50 feet to include crown and grade breaks, lip of gutter, flowline, top of curb, back of sidewalk and driveway apron limits. Longitudinal grade breaks, curb returns, edge striping, centerline of pavement, traffic legends and all visible surface utilities. • Location of other features including sanitary sewer clean outs, utility poles, vaults, pull boxes, cabinets and guy wires. • Location of street trees (including diameter), street lights, signs, fire hydrants, and other roadway items. • Location of visible street monuments, benchmarks, fences, and walls. 2.7 Compile and plot data, including utility information, from record drawings, record right of way, and topographic survey into base sheets in CITY format for use in design and construction documents. Show all property lines and easements in the project area. Private parcels are to be labeled with the Assessor's Parcel Number. Page 5 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits 2.8 Identification of proposed storm drain alignment for potholing contractor use. 2.9 Perform potholing as appropriate to locate critical utilities that may be in conflict with the proposed storm drain alignment. Potholes are to be backfilled using Class II material and patch -paved with HMA. Deliverables: 1. Field meeting notes 2. Pre -construction documentation 3. Survey base map 4. Potholing information TASK 3- CONSTRUCTION DOCUMENTS This task shall include the following items: 3.1 Prepare and submit Conceptual Design Submittal for CITY review and for use in submitting to utility companies that have facilities in the project area as further described in Section 2, "task 2 -Data Collection." The submittal will consist of preliminary plans on 22"x 34" full-size at a scale of 1"= 20' and 11"x 17" half-size scalable drawings. Conceptual Design Submittal will be delivered electronically via PDF format. Conceptual Design Submittal will include, but is not limited to: • Conceptual Design Drawings o Title Sheet o Notes, Legend and Abbreviations o Layout Drawings (20 -scale), including preliminary horizontal and vertical design information based on previously obtained County GIS information and record utility information. • Preliminary Engineer's Estimate of Probable Construction Cost in MS Excel • Design schedule allows two (2) weeks or ten (10) working days following submittal of Conceptual Design Submittal to receive CITY and other stakeholder comments. 3.2 Receive, review and respond to CITY comments. Meet with CITY to discuss and resolve review comments, if necessary. 3.3 Prepare and submit 75% Submittal for CITY review, incorporating comments received at the Conceptual Submittal and design progression. The submittal will consist of plans on 22"x 34" full-size at a scale of 1"= 20' and 11"x 17" half-size scalable drawings. 75% Design Submittal will be delivered electronically via PDF format. 75% Design Submittal will include, but is not limited to: • Construction Drawings o Title Sheet Page 6 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits o Notes, Legend and Abbreviations o Layout Drawings (20 -scale), including horizontal and vertical design information and demolition information o Applicable Construction Details, Typical Sections and CITY Standard Plans o CITY supplied BMP Sheet • 75% Engineer's Estimate of Probable Construction Cost in MS Excel • Engineer's estimate of duration of construction. • Technical Specifications in MS Word • Design schedule allows two (2) weeks or ten (10) working days following submittal of 75% Design Submittal to receive CITY comments. 3.4 Receive, review and respond to CITY comments. Meet with CITY to discuss and resolve review comments, if necessary. 3.5 Prepare and submit Final Design Submittal for CITY review, incorporating comments received on the 75% Submittal. The submittal will consist of plans on 22"x 34" full-size at a scale of 1"= 20' and 11"x 17" half-size scalable drawings. Final Design Submittal will include one (1) full size stamped and signed set of plans as well as PDF and AutoCAD format electronic copies. Final Design Submittal will include, but is not limited to: • Final Construction Drawings o Title Sheet o Notes, Legend and Abbreviations o Layout Drawings (20 -scale), including horizontal and vertical design information and demolition information o Applicable Construction Details, Typical Sections and CITY Standard Plans o City supplied BMP Sheet • Final Engineer's Estimate of Probable Construction Cost in MS Excel. • Final Technical Specifications in MS Word 3.6 CITY will perform a Final review to confirm that all previously provided comments have been adequately addressed. Deliverables: 1. Conceptual Design Submittal as defined in Task 3.1 2. Response to CITY Conceptual Submittal Comments. 3. 75% Design Submittal as defined in Task 3.3 4. Response to CITY 75% Submittal comments. 5. Final Design Submittal as defined in Task 3.5 Page 7 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits TASK 4- BID AND CONSTRUCTION SUPPORT This task shall include the following items: 4.1 Respond to bidders' question by assisting CITY with preparation of Addendum(s). 4.2 Review shop drawings and material submittals and provide written responses. 4.3 Attend Construction Kickoff Meeting. 4.4 Respond to RFI(s). Deliverables: 1. Responses to bidder questions and RFIs. 2. Written responses to submittals reviewed. TASK 5- RECORD DRAWINGS This task shall include the following items: 5.1 Prepare Record Drawings from CITY provided Contractor as -built mark up. 5.2 Provide one (1) 22" x 34" hard copy as well as PDF and AutoCAD format electronic copies of the final record drawings Deliverable: 1. Record Drawings -one (1) 22" x 36" hard copy plan set and electronic PDF copies. CONSULTANT ASSUMPTIONS For the delivery of the services and products described above, the Consultant will make the following assumptions: • All environmental documentation and permitting, if required, will be handled by the City. • All State Water Resources Control Board (SWRCB) Construction General Permit project coordination and registration documents, if required, will be handled by the City and/or contractor, including: o Storm Water Pollution Prevention Plan (SWPPP) document. o QSP (Qualified SWPPP Practitioner) project site inspections, monitoring and reporting. • All permanent and/or temporary bus stop (VTA Route 81) relocation coordination, document preparation and processing, if required, will be handled by the City. • Arborist coordination, if required, will be handled by the City. • No tree or landscape median island mitigation is included. Page 8 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits • Existing right-of-ways are sufficient for installation of proposed storm drain pipe alignment. • No temporary construction easements coordination is included. • City will furnish record improvement drawings, right-of-way drawings and geotechnical reports pertinent to the Project. • No soil or groundwater contamination issues. • No geotechnical investigation is included. • City will provide in Word format their Boilerplate Specifications. • Utility agency agreements / permits / inspection fees will be handled by the City. • No updated hydrologic analysis of the previous study is anticipated. • No structural design, plans and details are included. ADDITIONAL SERVICES Consultant Services beyond the work in these tasks may be provided by CONSULTANT as Additional Services only if such Additional Services are authorized in writing by the CITY in advance. An Additional Services amount of EIGHT THOUSAND EIGHT HUNDRED DOLLARS ($8,800.00) is made a part of this agreement. Additional Services may be paid for as a negotiated maximum not to exceed amount or by a time and materials cost accounting with a maximum not to exceed. Page 9 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits EXHIBIT B SCHEDULE OF PERFORMANCE CONSULTANT shall complete all work by December 31St, 2016. The following sets forth the distribution of CONSULTANT's Schedule of Performance for each Task. The CITY may approve in writing the extension of any milestone date set in this Exhibit. Task #1 Project Management Throughout Project Task #2 Data Collection Completion —April 18, 2016 Task #3 Construction Documents Completion- June 17, 2016 Task #4 Bid & Construction Support Through end of construction Task #5 Record Drawings 2 weeks following receipt of plan mark-ups from City Page 10 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits EXHIBIT C COMPENSATION A. Maximum Compensation The CITY agrees to compensate CONSULTANT for professional services performed in accordance with the terms and conditions of this AGREEMENT. The maximum amount of compensation to be paid to CONSULTANT under this AGREEMENT, including both payment for professional services, additional services and reimbursable expenses, shall not exceed ONE HUNDRED AND TEN THOUSAND DOLLARS ($110,000). CONSULTANT agrees that it shall perform all of the services set forth in Exhibit A of this AGREEMENT, except for Additional Services required pursuant to Section 2, TASKS and inclusive of reimbursable expenses, for the maximum not to exceed amount of ONE HUNDRED AND ONE THOUSAND TWO HUNDRED DOLLARS ($101,200). The maximum amount of Additional Services are authorized under Section G of this EXHIBIT C is EIGHT THOUSAND EIGHT HUNDRED DOLLARS ($8,800). B. Method of Payment For Task Nos. 1 through 5 CONSULTANT shall, during the term of this AGREEMENT, invoice the CITY monthly based upon a percentage of completion of each milestone set forth below in the Payment Schedule (Schedule D below) for services performed, and reimbursable expenses incurred if applicable, in completing that milestone under this AGREEMENT. (Hereinafter "Invoice.") Provided CONSULTANT has completed the services and incurred the reimbursable expenses covered by the Invoice in accordance with the provisions of this AGREEMENT, as determined by the CITY, the CITY shall pay CONSULTANT the amount shown on the Invoice within thirty (30) working days of receipt of the Invoice. The Invoice shall be based on the percentage of milestone completed, and it shall describe the topics and tasks completed during the Invoice period in accordance with the Budget Schedule and Payment Schedule set forth below. The Invoice shall list work completed and reimbursable expenses if applicable, in accordance with the Budget Schedule and Payment Schedule set forth below. CONSULTANT also shall include supporting documents for any reimbursable expenses. The Invoice shall also show the total to be paid for the Invoice period. Page 11 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits C. Budget Schedule The Budget Schedule for this AGREEMENT shall be as follows: Task Compensation Task 1 Project Management $5,500 Task 2 Data Collection $55,000 Task 3 Construction Documents $35,200 Task 4 Bid and Construction Support $4,400 Task 5 Record Drawings $1,100 Additional Services $ 8,800 TOTAL $110,000 CONSULTANT shall not exceed any of the specified budget amounts for any Task without prior written authorization from the CITY. The CITY may approve in writing the transfer of budget amounts between any of the Tasks listed above provided the total AGREEMENT amount does not exceed ONE HUNDRED AND TEN THOUSAND DOLLARS ($110,000). Page 12 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits D. Payment Schedule The Payment Schedule for this AGREEMENT shall be as follows: PERCENTAGE OF TASK COMPENSATION PAID UPON TASK MILESTONE COMPLETION OF MILESTONE 1 - Project Management Design schedule 20% Meeting agendas and minutes 40% QA Program guidelines and QC reports for each task 40% 2 - Data Collection Field meeting notes 10% Pre -construction documentation 10% Survey base map 40% Potholing information 40% 3 - Construction Documents Conceptual design submittal 15% 75% design submittal 60% Final design submittal 25% 4 - Bid and Construction Support Response to bidder questions and RFIs 30% Written responses to submittals reviewed 70% 5- Record Drawings Record drawings 100% Page 13 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits E. Subconsultant Services CONSULTANT is directly responsible for any payment for SUBCONSULTANT work on this PROJECT. SUBCONSULTANT work on this PROJECT is included in the Budget Schedule shown above and shall be billed to the CITY by CONSULTANT as part of the Basic Services (Tasks 1-5). F. Reimbursable expenses Reimbursable expenses are included in CONSULTANT's lump sum compensation, including, but not limited to, any expenses related to CONSULTANT's internal plan checks, CAD test prints, 81/2" x 11" copies or fax copies. Plotting and printing for public distribution will be the responsibility of the CITY. There are no separate reimbursable expenses for Basic Services performed under Tasks 1-5 of EXHIBIT A. G. Additional Services CONSULTANT shall not perform Additional Services without prior written authorization of the CITY. Additional Services shall be separately negotiated to be paid on a lump sum or a time and material basis at the rates set forth herein, as authorized by the CITY. The CITY has set aside the sum of EIGHT THOUSAND EIGHT HUNDRED DOLLARS ($8,800) for the payment of Additional Services. The CITY shall not authorize and CONSULTANT shall not perform any Additional Services that result in charges in excess of the above amount. CONSULTANT shall submit an Invoice to the CITY for payment on a monthly basis for authorized Additional Services rendered during the previous month. In the event Additional Services are authorized, CONSULTANT shall submit Invoices in accordance with the CONSULTANT hourly rate schedule attached to this EXHIBIT C. The rates shown in the EXHIBIT C-1 sall stay in effect during the full term of the contract. The CITY shall pay Additional Services Invoices as provided in this EXHIBIT C. Page 14 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino Exhibits EXHIBIT C-1 CONSULTANT HOURLY RATES FOR ADDITONAL SERVICES Pakpour Consulting Group, Inc. Principal Senior Engineer Project Engineer Administrative Assistant Page 15 of 15 City of Cupertino Pakpour Consulting Group, Inc. Agreement Storm Drain Improvements at Foothill and Cupertino $165.00 $150.00 $135.00 $65.00 Exhibits Client#: 15713 PAKPOCONS ACORD,. CERTIFICATE OF LIABILITY INSURANCEDATE(MM/DD/YYYY) 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, 4/07/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. 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). PRODUCER CONTACT NAME: Jo Lusk Dealey, Renton &Associates HONE Ext): Ext : 510 465-3090 a/c, No): 510 452-2193 P. O. Box 12675 E-MAIL ADDRESS: jlusk@insdra.com Oakland, CA 94604-2675 04/12/2017 EACH OCCURRENCE $2,000,000 510 465-3090 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Travelers Indemnity Co. of Conn 25682 INSURED INSURER B: Travelers Property Casualty Co 25674 Pakpour Consulting Group, Inc. INSURER c :Catlin Insurance Company, Inc. 19518 5776 Stoneridge Mall Rd., Ste. 320 Pleasanton, CA 94588 INSURER D GEN'L AGGREGATE LIMIT APPLIES PER: X POLICYF—] JECOT LOC GENERAL AGGREGATE $4,000,000 INSURER E INSURER F PRODUCTS - COMP/OP AGG $4,000,000 COVERAGES CERTIFICATE NUMBER: REVISION NUMBER- . THIS IS TO CERTIFY THAT 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE FX OCCUR 6803089N323 04/12/2016 04/12/2017 EACH OCCURRENCE $2,000,000 PREMISES. occurrDence $1,000,000 MED EXP (Any one person) $10,000 PERSONAL &ADV INJURY $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: X POLICYF—] JECOT LOC GENERAL AGGREGATE $4,000,000 PRODUCTS - COMP/OP AGG $4,000,000 $ OTHER: B AUTOMOBILE LIABILITY BA309ON070 04/12/2016 04/12/2017 COMBINED SINGLE LIMIT Ea accident $1,000,000 X ANY AUTO BODILY INJURY (Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY Per accident $ ( ) X NON -OWNED HIRED AUTOS X AUTOS PROPERTY DAMAGE Per accident $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS -MADE AGGREGATE $ DED I I RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N OFFICER/MEMBER EXCLUDED? N / A UB2839T521 04/12/2016 04/12/201 PER OTH- X STATUTE E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1 000 000 (Mandatory In NH) If yes, describe under E.L. DISEASE - POLICY LIMIT $1,0005000 DESCRIPTION OF OPERATIONS below C Professional AED949440416 04/12/2016 04/12/2017 $2,000,000 per Claim Liability $2,000,000 Annl Aggr. DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) General Liability Policy excludes claims arising out of the performance of professional services. Re: Strom Drain Improvements at Foothill and Cupertino. The City of Cupertino, its City Council, boards and commissions, officers, employees and volunteers are named as additional insureds as respects general and auto liability for claims arising from the operations of the named insured. Insurance is primary and non-contributory. City of Cupertino Attn: John Raaymakers Asst. Public Works Director 10300 Torre Avenue Cupertino, CA 95014-1322 ACORD 25 (2014/01) 1 of 1 #S1659929/M1659668 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AZM