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18-104 Pavement Engineering, Inc., Inspection, Surveying, Asphalt Testing & Concrete Design Consulting Services (Master Agreement)
CITY OF a MASTER PROFESSIONAL/SPECIALIZED SERVICES AGREEMENT WITH PAVEMENT ENTINEERING INC . CUPERTINO 1. PARTIES This Master Agreement is made and entered into as of t-.,\,1)_,~ l \.4. , tO\ 1 Date"), by and between the City of Cupertino, a municipal corporation ("City"), and ("Effective Pavement Engineering Inc. ("Contractor"), a Corporation for -------------1 n spec ti on, surveying, asphalt testing & concrete design consulting services 2. SERVICES 2.1 Scope of Services. Contractor agrees to provide the Services set forth in the Scope of Services , attached and incorporated here as Exhibits Al-4, on an as-needed basis . The Services must comply with this Agreement and with each Service Order issued by the City's Project Manager or his/her designee, in accordance with the following procedures, unless otherwise specified in Exhibits Al-4. 2.2 Service Orders. Before issuing a Service Order, the City Project Manager will request Services in writing and hold a meeting with Contractor to discuss the Service Order. Contractor will submit a written proposal that includes a specific Scope of Services, Schedule of Performance and Compensation, which the Parties will discuss. Thereafter, City will execute a Service Order Form for the Services, attached and incorporated here as Exhibit B . The Service Order will specify the Scope of Services, Schedule of Perfo1111ance , Compensation and any other conditions applicable to the Service Order. Issuance of a Purchase Order is discretionary. The City Project Manager is authorized to streamline these procedures based on the City's best interests. Contractor will not be compensated for Services perf01med without a duly authorized and executed Service Order. 3 . TIME OF PERFORMANCE 3.1 Term. This Agreement begins on the Effective Date and ends on June 30, 2019 ("Contract Time"), unless te1111inated earlier as provided herein. 3.2 Schedule of Performance. Contractor must deliver the Services within the time specified in each Service Order, and under no circumstances should the Services go beyond the Contract Time. 3.3 Time is of the essence for the performance of all the Services required in this Agreement and in each Service Order. Contractor must have sufficient time, resources and qualified staff to deliver the Services on time . Contractor must respond promptly to each Service Order request. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Services a total amount that will based upon actual costs but that will be capped so as not to exceed $ 526 635 .00 ("Contract Price"), based upon the Scope of Services in Exhibits Al-4 and the budget and rates included. The maximum compensation includes all expenses and reimbursements and will remain in place even if Contractor 's actual costs exceed the capped amount. Cily Projec/ 201 8 In sp ecti on, s urveyin g , asphall les lin g & cnn cre/e d es ig n co nsulling ser vices Master Profess iona l/Sp eciali zed Services Agreement / Rev. Nov 3, 201 7 Page I o f S 4.2 Per Service Order. Compensation for Services provided under a Service Order will be based on the rates set forth in the Service Order, which shall not exceed the capped amount specified in the Service Order. 4.2 Invoices and Payments . Except as otherwise provided in a Purchase Order, monthly invoices must state a description of the deliverables completed and the amount due for the preceding month. Thirty days prior to expiration of the Agreement, Contractor must submit a requisition for final and complete payment of costs and pending claims for City approval. Noncompliance with this requirement relieves City of any further payment or other obligations under the Agreement. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee, partner, or joint venture of City . Contractor is solely responsible for the means and methods of performing the Services and for the persons hired to work under this Agreement. Contractor is not entitled to health benefits, worker's compensation or other benefits from the Cit y. 5.2 Contractor's Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perfonn the Services in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses . Contractor warrants on behalf of itself and its subcontractors that th ey are properly licensed , registered, and /or certified to perfonn the Services as required by law and have procured a City Business License . 5.4 Subcontractors. Only Contractor 's employees are authorized to work under this Agreement. Prior written approval from City is required for any subcontractor, and the tenns and conditions of this Agreement will apply to any approved subcontractor. 5.5 Tools, Materials and Equipment. Contractor will supply all tools, materials and equipment required to perfonn the Services under this Agreement. 5.6 Payment of Taxes. Contractor must pay income taxes on the money earned under this Agreement. Upon City's request, Contractor wi ll provide proof of payment and w ill indemnify City for violations pursuant to the indemnification provision of this Agreement. 6. PROPRIETARY /CONFIDENTIAL INFORMATION In perfo1ming this Agreement, Contractor may have access to private or confidentia l information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Contractor shall hold in confidence all City infonnation and use it only to perform this Agreement. Contractor sha ll exercise the same standard of care to protect City information as a reasonably prudent contractor wou ld use to protect its own proprietary data. Ill Ill Ci t)' Proj ec t 2 01 8 /n spection , surveyin g. asphalt tes tin g & co ncrete des ig n co nsulting services M as ter Profess ional/Spec iali zed Serv ices Agree ment/ Rev. Nov 3 , 2 01 7 Page 2 of 8 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Any interest (including copyright interests) of Contractor in any product , memoranda, study, report, map, plan, drawing, specification, data , record , document or other infonnation or work, in any medium (collectively, "Work Product"), prepared by Contractor in connection with this Agreement will be the exclusive property of the City and shall not be shown to any third-party without prior written approval of City. 7.2 Copyright. To the extent pern1itted by Title 17 of U.S. Code, all Work Product arising out of this Agreement is considered "works for hire" and all copyTights to the Work Product will be the prope11y of City. Alternatively, Contractor assigns to City all Work Product copyrights. Contractor may use copies of the Work Product for promotion only with City 's written approval. 7.3 Patents and Licenses . Contractor must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Contractor or its sub-Contractors, prepared or created under this Agreement, to execute or implement any of the following: (a) The original Services for which Contractor was hired; (b) Completion of the original Services by others ; ( c) Subsequent additions to the original Services ; and/or (d) Other City projects. 7.5 Deliverables and Format. Contractor must provide electronic and hard copies of the Work Product, on recycled paper and copied on both sides , except for one single-sided original. 8. RECORDS Contractor must maintain complete and accurate accounting records relating to its performance in accordance with generally accepted accounting principles. The records must include detailed infonnation of Contractor's perfonnance, benchmarks and deliverables, which must be available to City for review and audit. The records and supporting documents must be kept separate from other records and must be maintained for four years from the date of City 's final payment. 9. ASSIGNMENT Contractor 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 will be null and void. Any changes related to the financial control or business nature of Contractor as a legal entity will be considered an assignment of the Agreement and subject to City approval. Control means fifty percent (50%) or more of the voting power of the business entity. Ill Ill Ill Ci ty Project 201 8 !,,s p ectiun , s urveyin g. aspha lt tes ting & co ncrete d esig n cuns 11/ting ser vices Ma ster Pro fess ional/Sp ec iali ze d Se rv ices Agree ment / Rev. Nov 3, 201 7 Page 3 of8 10. PUBLICITY I SIGNS Any publicity generated by Contractor for the project under this Agreement , during th e tem1 of this Agreement and for one year thereafter, will reference the City 's contributions in making the project possible. The words "City of Cupertino " will be displayed in all pieces of publicity, including flyers , press releases , posters , brochures , public service announcements , interviews and newspaper a11icles. No signs may be posted , exhibited or displayed on or about City property, except signage required by law or this Contract, without prior written approval from the City . 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law , and except for losses caused by the sole and active negligence or willful misconduct of City personnel , Contractor shall indemnify, defend , and hold ham1less City, its City Council , boards and commissions , officers , officials , employees, agents , servants , volunteers and Contractors ("lndemnitees "), through legal counsel acceptable to City, from and against any and all liability, damages , claims , actions , causes of action , demands , charges , losses , costs and expenses (including attorney fees , legal costs and expenses related to litigation and dispute resolution proceedings), of every nature , arising directly or indirectly from this Agreement or in any manner relating to any of the following: (a) Breach of contract, obligations , representations or warranties ; (b) Negligent or willful acts or omissions committed during performance of the Services ; (c) Personal injury, prope11 y damage, or economic loss resulting from the work or perforn1ance of Contractor or its subcontractors or sub-subcontractors ; ( d) Unauthorize d us e or disclosure of City 's confidential and proprietary information ; (e) Claim of infringement or violation of a U .S patent or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights of any third party . 11.2 Contractor mu st pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon re ceiving notic e from City of a third-party claim , in accordance with California Public Contract Code Section 920 l. At City 's request , Contractor will assist City in the defense of a claim , dispute or lawsuit ari s ing out of this Agreement. 11.3 Contractor's duties under this section are not limited to the Contract Price , workers ' compensation payments, or the insurance or bond amounts required in the Agreement. Nothing in the Agreement shall be construed to give rise to an implied right of indemnity in favor of Contractor against City or any Indemnitee. 11.4. Contractor 's payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Agreement, a purchase order or other transaction . 12. INSURANCE Contractor shall comply with th e Insurance Requirements , attached and incorporated here as Exhibit C , and must maintain the insurance for the duration of the Agreement, or longer as required by City. City will not execute the Agreement until City approves receipt of satisfactory ce11ificates of insurance and endorsements evidencing the type , amount, class of operations covered , and the effective and I ll Ill City Pmject 201 8 In specti on , su rveyin g. asphalt tes ti ng & concrete des ign co ns ultin g services M as ter Pro fess ion al/S p ec ia li ze d Servi ces Agreement / Rev. Nov 3, 2 0 I 7 Pa ge 4 of 8 expiration dates of coverage . Failure to comply with this provision may result in City, at its sole discretion and without notice , purchasing insurance for Contractor and deducting the costs from Contractor's compensation or terminating the Agreement. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Contractor shall comply with all lo cal , state and federa l law s and regulations app licable to this Agreement. Contractor will promptly notify C ity of changes in the law or other conditions that may affect the Project or Contractor's ability to perfonn. Contractor is responsible for verifying the employment authorization of employees performing the Services , as required by the Immigration Refonn and Contro l Act. 13.2 Labor Laws. Contractor shall comply with all labor laws applicable to this Agreement. If the Scope of Services includes a "public works" component, Contractor is required to comp ly with prevailing wage laws under Labor Code Section 1720 and other labor laws . 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race , religious creed, color, ancestry, national origin, ethnicity, handicap , disability, marital status , pregnancy, age , sex , gender, sexual orientation , gender identity, Acquired-Immune Deficiency Syndrome (AIDS) or any other protected classification. Contractor shall comply with all anti-discrimination laws , including Government Code Sections 12900 and 1113 5, and Labor Code Sections 17 3 5, 1777 and 3 077. 5. Consistent with City policy prohibiting harassment and discrimination, Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person, by Contractor or Contractor's employees or sub-contractors will not be tolerated . 13.4 Conflicts of Interest. Contractor shall comply with all conflict of interest laws applicable to this Agreement and must avoid any conflict of interest. Contractor warrants that no public official , employee , or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement, in violation of California Government Code Section 1090 et seq . Contractor may be required to file a conflict of interest form if Contractor makes certain governmental decisions or serves in a staff capacity, as defined in Section 18700 of the California Code of Regulations. Contractor agrees to abide by the City's rules governing gifts to public officials and emp loyees. 13.5 Remedies. Any vio lation of Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursements or tem1inating this Agreement. City reserves all other rights and remedies avai lab le under the law and this Agreement , including the right to seek indemnification under Section 11 of this Agreement. 14. PROJECT COORDINATION City Project Manager . The City assigns Roger Lee as the City's representative for all purposes und er this Agreement, with authority to oversee the progress and perfo1mance of the Scope of Services. City reserves the right to substitute another Project manager at any time , and without prior notice to Contractor. Ill Ill C ity Project 201 8 In sp ection, s un1eyi11 g. asphalt testing & con cre/e design co 11 s 11lti11 g s ervices M as ter P rofess ional /Spec iali ze d Serv ices Agree ment/ Rev. Nov 3, 201 7 Page 5 of 8 Contractor Project Manager. Subject to City approval , Contractor assigns ~Jo~e~R~ir~i~e ______ _ as its single Representative for all purposes under this Agreement, with authority to oversee the progress and perfom1ance of the Services. Contractor 's Project manager is responsible for coordinating and scheduling the Services in accordance with City instructions , service orders and the Schedule of Performance . Contractor must regularly update the City 's project manager about the status , progress and any delays with the work. City's written approval is required prior to Contractor substituting a new Representative which shall result in no additional costs to City. 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project or parts thereof at any time . Contractor will be compensated for satisfactory Services perfo1med through the date of abandonment, and will be given reasonable time to assemble the work and close out the Services. With City's pre-approval in writing , the time spent in closing out the Services will be compensated up to a maximum of ten percent (10%) of the total time expended to date in the perfom1ance of the Services. 16. TERMINATION City may terminate this Agreement for cause or without cause at any time. Contractor will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Contractor closes out the Services and delivers the Work Product. 17. GOVERNING LAW, VENUE AND DISPUTE RESOLUTION This Agreement is governed by the laws of the State of California. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara , State of California . Contractor must comply with the claims filing requirements under the Government Code prior to filing a civil action in court. If a dispute arises , Contractor must continue to provide the Services pending resolution of the dispute . If the Parties elect arbitration , the arbitrator 's award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal , or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs . 19. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City's waiver of a breach shall not constitute waiver of another provision or breach. Ill Ill C ity Project 201 8 !11 specti u11 . s urveyin g . asph a lt testing & con crete d esig n cu11 s 11/tin g ser vices Ma ster Pro fess ional/Spec ia li ze d Services Agree ment / Rev. No v 3 , 201 7 Pa ge 6 o f 8 21. ENTIRE AGREEMENT Thi s Agreement represents the full and complete understanding of every kind or nature between the Parties , and supersedes any other agreement(s) and understanding(s), either oral or written , between the Parties. Any modification of this Agreement will be effective only if in writing and signed by each Party 's authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between the main Agreement and the attachments or exhibits thereto , the text of the main Agreement shall prevail. 22. INSERTED PROVISIONS Each provision and clause required by law for this Agreement is deemed to be included and will be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions. The Parties will collaborate to implement this Section , as appropriate. 23. HEADINGS The headings 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. 24. SEVERABILITY IP ARTIAL INVALIDITY If any term or provision of this Agr eement, or th e ir application to a particular situation , is found by th e court to be void , invalid , illegal or unenforceable , such te rm or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific s ituations shall remain in full force and effect. The Parties agree to work in good faith to amend this Agreement to carry out its intent. 25 . SURVIVAL All provisions which by their nature must continue after the Agreement expires or is terminated , including the Indemnification , Ownership of Materials/Work Product , Records , Governing Law and Attorney Fees , shall survive the Agreement and remain in full force and effect. 26. NOTICES All notices , requests and approvals must be sent in writing to the persons below , which will be considered effective on the date of personal delivery or the date confirmed by a reputable overnight delivery service , on the fifth calendar day after deposit in the United States Mail , postage prepaid , registered or certified , or the next business day following electronic submission: To Citv of Cupertino To Contr ac tor : Pave ment Engin eeri ng, In c. 10 300 Tor re Ave ., Cupe rtin o CA 95 01 4 3485 Sacrament o Dri ve , Sui te A, Sa n Lui s Obi spo, CA 93401 Attention :_R~og~e_r _Le_e _________ _ Attention: Joe Riri e --------------Emai I: rogerl @cupe rtin o.org Em a i I: ma i lto :joer@pavementengin eering .com City Proj ect 2 0 I 8 Inspection, s urveying, aspha lt testin g & concre te des ign consulting services Mas ter Pro fess iona l/Sp ec iali ze d Se rvice s Ag ree ment/ Rev. No v 3, 2017 Page 7 of8 27. VALIDITY OF CONTRACT This Agreement is valid and enforceable onl y if (a) it complies with the purchasing and contract provisions of Cupertino Municipal Code Chapters 3 .22 and 3 .23 , as amended from time to time , (b) is signed by the City Manager or an authorized designee , and ( c) is approved for form by the City Attorney's Office. 28. EXECUTION The person executing this A greement on behalf of Contractor repre sents and warrants that Contractor has full right , power, and authority to enter into and carry out all actions contemplated by this Agreement and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Contractor. This Agreement may be executed in counterparts , each one of which is deemed an original and all of which , taken together, constitute a single binding instrument. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed. , In c . By\--~------::.;L!:.~=:::~::=:,c_ Na p L. Ririe, P .E. Titl e Principal Date 05/18/18 Tax I.D. No.: 68-0461866 DAS TO FORM: ~ () ( CJIJ/1rr HOM Cupertino City Attorney/~ 7 ATTEST: ~~ ~r GRACE SCHMID City Clerk CITY OF CUPERTINO A Municipal Corporation \}JJ)..,Wv ~u-:-1-GA~u--cf ~ ~ 1 Y,. ,;r J;\,~ '~ ~~ O"ibtr / Po City Proj ect 201 8 Insp ection, s ur veyin g , asphalt tes tin g & co ncrete des ig n co ns ult ing se r vices Mas te r Profess ion al/S pe ci ali zed Serv ice s Agree me nt/ Rev. Nov 3, 2017 Page 8 of8 EXHIBIT A -1 SCOPE OF SERVICES The CONSULT ANT shall provide certain Inspection/Quality Control services as required and requested by the CITY . The CONSULTANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY's Director of Public Works or authorized Agent as defined in Section 11, PROJECT COORDINATION and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION 1-GENERAL PROVISIONS A. The CONSULT ANT shall perform all services to the satisfaction of the CITY' s Public Works Director or authorized Agent. B. The CONSULTANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Inspection and Material Testing Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances . C. The CONSUL TANT shall perform services under this AGREEMENT only b y authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services . Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY. D . The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY's designated Project Manager. SECTION 2. BASIC SERVICES The Consultant shall provide Inspection/Quality Control services for 2018 Pavement Maintenance Project Phase 1-City Project No . 2018-101. All services performed shall be authorized by a fully executed SERVICE ORDER prior to work commencement and as detailed in the Pavement Engineering Inc. transmittal dated April 16, 2018 (attached for reference). Consultant services under this Master Agreement may include, but are not limited to: C ity of Cuper tino Exhibit A-1 -Scope of Se rv ices Ins p ecti on /Qua lity Control and C on s truction Mana ge ment Ser vice s 201 8 Pavem ent Mainten a n ce Proj ec t Phase 1-City Proj ec t N o. 201 8-101 -PEI ln c. Pa ge 1 of 2 EXHIBIT A -1 SCOPE OF SERVICES A. Inspection/Quality Control Phase 1. Support asphalt testing of 2018 Pavement Maintenance Project Phase 1-City Project No . 2018-101. Coordinate with designated City staff, City consultants and Contractor as required. Services to include: a. Attend and participate in field meetings. b. Assist City designated Project Manager with quality control of materials and processes as required by Contract documents. c. Timely perform all required asphalt testing as required by Contract documents. d . At the direction of the Project Manager, assist with daily inspection reports. e. At the direction of the Project Manager, collect and review material tags, test results and other records as required by Contract documents. f. Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained . B. Construction Phase: 1. Support City staff and City designated Project Manager with construction management of 2018 Pavement Maintenance Project -City Project No. 2018-101. Services to include: City of Cupertino a. Attend and participate in field meetings. b . At the direction of the Project Manager, assist with tabulation of bid quantities as needed to review and recommend pay requests from contractor. c . Timely refer Contractor questions in the field to the Project Manager. d . Coordinate with Project Manager the Contractor implementation of the various traffic control plans. e . Coordinate with Project Manager local resident and business concerns including access to driveways, maintenance of work areas, noise complaints and needs of temporary signage . f . Report to designated Project Manager any questions or concerns that materially affect cost, quality, time, safety or relations with residents / businesses. g . Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained . h . Ability to act on behalf of Project Manager during Project Manager absence. 1. Ability to match Project Manager & Contractor work schedule, including work at night. END OF EXHIBIT Exhibit A-1 -Scope of Services In sp ecti on/Quality Control a nd Con s tructi on Managem ent Se r v ices 201 8 Pavem ent Mainten a n ce Proj ect Phase 1-City Proj ect N o. 201 8-101 -P EI In c. Page 2 of 2 EXHIBIT A -2 SCOPE OF SERVICES The CONSULT ANT shall provide certain Concrete Layout Design services as required and requested by the CITY for the 2018/19 Concrete Improvement Project 2019-101. The CONSULTANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY's Director of Public Works or CITY's Assistant Director of Public Works and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION 1-GENERAL PROVISIONS A The CONSULT ANT shall perform all services to the satisfaction of the CITY' s Public Works Director or CITY'S Assistant Director of Public Works. B. The CONSUL TANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Civil Engineering Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances . C. The CONSULTANT shall perform services under this AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY . D . The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULT ANT shall coordinate the SERVICE ORDER performance with the CITY' s designated Project Manager. SECTION 2 . BASIC SERVICES The Consultant shall provide Concrete Layout Design for the 2018/19 Concrete C ity of Cupe rtino Con s tru cti on Ma n agement and As pha lt Tes tin g Servi ces -PEI , In c. 2018/19 Concre te Improvements, City Project No. 2019 -101 Exhibit A-2-Scope of Services Page 1 of 3 EXHIBIT A -2 SCOPE OF SERVICES Improvement Project 2019-101 All services performed shall be authorized by a fully executed SERVICE ORDER prior to work commencement. Consultant services under this Master Agreement may include, but are not limited to : A. Construction Phase: 1) Support concrete layout design of the 2018 Concrete Improvement Project 2019- 101 ( detailed in the Pavement Engineering Inc. transmittal dated April 16, 2018 (attached for reference). Coordinate with designated City staff, City consultants and Contractor as required. Services to include: a. Attend, lead and participate in field meetings. b. Assist City designated Project Manager -Roger Lee, with layout of concrete removal and replacement as required by Contract documents and in conformance of applicable accessibility requirements. c. Timely respond to Contractor questions in the field; coordinate with the Project Manager as needed. d . Coordinate with Project Manager local resident and business concerns including access to driveways, maintenance of work areas, noise complaints and needs of temporary signage. e. Report to designated Project Manager any questions or concerns that materially affect cost, quality, time, safety or relations with residents/ businesses . f . Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained . g. Ability to act on behalf of Project Manager during Project Manager absence. h . Ability to match Project Manager & Contractor work schedule, including weekend and night work. City of Cupertino Con s tructi on Management and Asphalt Testing Services -PEI , In c. 2018/19 Concrete Improvement s, City Project No. 2019-101 Exhibit A-2-Scope of Services Page 2 o f 3 B. Facilities Provided EXHIBIT A-2 SCOPE OF SERVICES 1) It is understood that Consultant will come equipped with basic hand tools and personal protective equipment for construction management purposes and a personal vehicle for use in performing the necessary work. END OF EXHIBIT City of Cupertino Construction Management and Asphalt Testing Services -PEI, Inc. 2018/19 Concrete Improvements, City Project No. XXX Exhibit A-2-Scope of Services Page 3 of 3 EXHIBIT A-3 SCOPE OF SERVICES The CONSUL TANT shall provide certain survey monument services as required and requested by the CITY. The CONSULTANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY's Director of Public Works or CITY's Assistant Director of Public Works and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION 1-GENERAL PROVISIONS A. The CONSULT ANT shall perform all services to the satisfaction of the CITY' s Public Works Director or CITY'S Assistant Director of Public Works. B. The CONSUL TANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Civil Engineering Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. C. The CONSULTANT shall perform services under this AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY. D. The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY' s designated Project Manager. SECTION 2. BASIC SERVICES The Consultant shall re-establish survey monuments at various locations as directed and requested by the City. All services performed shall be authorized by a fully executed City of Cupertino Construction Management and Asphalt Testing Services -PEI , Survey Monument Perpetuation Exhibit A-3-Scope of Services Page 1 of 3 EXHIBIT A -3 SCOPE OF SERVICES SERVICE ORDER prior to work commencement. Consultant services under this Master Agreement may include, but are not limited to: A. Construction Phase: 1) Support survey monument perpetuation ( detailed in the Pavement Engineering Inc. transmittal dated May 3, 2018 (attached for reference). Coor dinate with designated City staff, City consultants and Contractor as required. Services to include: a. Attend, lead and participate in field meetings. b. Assist City designated Project Manager -Roger Lee, with perpetuation of survey monuments consistent will all applicable laws and requirements. c. Timely respond to Contractor questions in the field; coordinate with the Project Manager as needed. d. Coordinate with Project Manager local resident and business concerns including access to driveways, maintenance of work areas, noise complaints and needs of temporary signage. e. Report to designated Project Manager any questions or concerns that materially affect cost, quality, time, safety or relations with residents / businesses. f. Ability to match Project Manager & Contractor work schedule, including weekend and night work. Ci ty of Cupertino Con struction Managem ent and As pha lt Tes ting Service s -PE I, Inc. Su rvey Monument Perpe tu a ti on Exhibit A-3-Scope of Services Page 2 of 3 B. Facilities Provided EXH IBIT A-3 SCOPE OF SERVICES 1) It is understood that Consultant will come equipped with basic hand tools and personal protective equipment for surveying purposes and a personal vehicle for use in performing the necessary work. END OF EXHIBIT City of Cupe rtino Con s tru c ti on Managem ent and Aspha lt Tes ting Services -PET, Inc. Survey Monument Perpe tuation Exhibit A-3-Scope of Services Page 3 of 3 EXHIBIT A-4 SCOPE OF SERVICES The CONSULTANT shall provide certain Inspection/Quality Control services as required and requested by the CITY. The CONSUL TANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY's Director of Public Works or authorized Agent as defined in Section 11, PROJECT COORDINATION and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION 1-GENERAL PROVISIONS A . The CONSULT ANT shall perform all services to the satisfaction of the CITY' s Public Works Director or authorized Agent. B. The CONSULTANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Inspection and Material Testing Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. C. The CONSULTANT shall perform services under this AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY. D. The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY's designated Project Manager. SECTION 2. BASIC SERVICES The Consultant shall provide Inspection/Quality Control services for 2018 Pavement Maintenance Project Phase 2-City Project No. 2019-102. All services performed shall be autho1ized by a fully executed SERVICE ORDER prior to work commencement and as detailed in the Pavement Engineering Inc. transmittal dated April 21, 2018 (attached for reference). Consultant services under this Master Agreement may include, but are not limited to: City of Cupertino Inspection/Quality Control and Construction Management Services -PE1 Inc. 2018 Pavement Maintenance Project Phase 2-City Project No. 2019 -102 Exhibit A-4 -Scope of Services Page 1 of 2 EXHIBIT A-4 SCOPE OF SERVICES A. Inspection/Quality Control Phase 1. Support asphalt testing of 2018 Pavement Maintenance Project Phase 2-City Project No. 2019-102 . Coordinate with designated City staff, City consultants and Contractor as required. Services to include: a . Attend and participate in field meetings . b . Assist City designated Project Manager with quality control of materials and processes as required by Contract documents. c. Timely perform all required asphalt testing as required by Contract documents . d . At the direction of the Project Manager, assist with daily inspection reports. e . At the direction of the Project Manager, collect and review material t ags, test results and other records as required by Contract documents. f. Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained . B. Construction Phase: 1. Support City staff and City designated Project Manager with construction management of 2018 Pavement Maintenance Phase 2 Project-City Project No. 2019- 102. Services to include: City o f Cupertino a. Attend and participate in field meetings. b . At the direction of the Project Manager, assist with tabulation of bid quantities as needed to review and recommend pay requests from contractor . c. Timely refer Contractor questions in the field to the Project Manager. d. Coordinate with Project Manager the Contractor implementation of the various traffic control plans. e. Coordinate with Project Manager local resident and business concerns including access to driveways, maintenance of work areas, noise complaints and needs of temporary signage. f. Report to designated Project Manager any questions or concerns that materially affect cost, quality, time, safety or relations with residents / businesses. g. Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained . h . Ability to act on behalf of Project Manager during Project Manager absence. i. Ability to match Project Manager & Contractor work schedule, including work at night. END OF EXHIBIT Exhibit A-4 -Scope of Services Inspe ction/Quality Control and Cons tmction Managem ent Se r v ices, PEI Inc. 201 8 Pavement Maintenan ce Proj ec t Ph ase 2-City Project N o . 2019-102 Pa ge 2 of 2 EXHIBIT B Service Order Form Each Service Order for work under this Master Agreement shall be initiated and executed as provided for in the Master Agreement, Section 2.2 Service Orders . An exemplar of the Service Order form follows. END OF EXHIBIT Pavement Engineering, Inc. Master Agreement for Inspection, surveying, asphalt testing & concrete design consulting services Exhibit B PAGE 1 OF 2 CITY OF CUPERTINO MASTER AGREEMENT CONSULTANT SERVICES SERVICE ORDER NO. MASTER AGREEMENT PO #: M.A. Date: Maximum Compensation: S.O. Acc't No.: Consultant: Firm Name: Address: Contact: Phone: Project Description: Project Name: X Description: (simple project description if appropriate) Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compensation City Project Management Managing Department: Public Works Project Manager: ---------------- Fiscal/Budget : Amow1t Master Agreement Maximum Compensation: $0 -----------Tot a I Previously Encumbered to Date: $0 ----------- Encumbrance this Service Order: $0 ----------- Total Liquidated Encumbrance: $0 ----------- Master Agreement Unencumbered Balance: $0 ----------- Contract Manager: Date: Approvals: Consultant: Date: CIP Manager: Date: Appropriation Certification: I h ereby cer ti fy that an unexpended appropriation is ava ilable in the above fund for the above contract as estimated and that fund are avai lab le as of this date of signature City Finance: Date: Management Analyst City of Cupertino Master Agreement Page 2 of 2 Service Order No. Additional Insured Status The City of Cupertino , its City Council , officers, offici als, employees , agents, servants and volunteers ("Additional Insureds") are to be covered as additional insureds on Consultant 's CGL policy. General Liability coverage can be provided in the fonn of an endorsement to Consultant's insurance (at least as broad as ISO Fonn CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 fo1111s, if later editions are used). Primary Coverage Coverage afforded to City/ Additional Insureds shall be primary insurance. Any insurance or self-insurance maintained by City, its officers, officials , employees , or volunteers shall be excess of Consultant's insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. Waiver of Subrogation Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Consultant, its employees, agents and subconsultants. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City. At City's option, either: the insurer must reduce or eliminate the deductible or self-insured retentions as respects the City/ Additional Insureds; or Consultant must show proof of ability to p ay losses and costs related investigations, claim administration and defense expenses. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the insured or the City . Acceptability of Insurers Insurers must be licensed to do business in California with an A.M. Best Rating of A-VII , or better. Verification of Coverage Consultant must furnish acceptable insurance ce1tificates and mandatory endorsements ( or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing a ll policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time duringthe Contract term . Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an a ddition a l insured on subconsultant 's insurance policies . Higher Insurance Limits If Consultant maintains bro a der coverage and /or higher limits than the minimums shown above, City shall be entitled to coverage for the hi gh er insurance limits m aintained by Consultant. Adequacy of Coverage C it y reserves the 1i ght to modify these insurance r equirem ents/coverage based on the nature of the 1i sk, pri or ex p erience, in surer or oth er sp eci a l c ircum stances, w ith not les s than ninety (90) days pri or writt en n otic e. Exh . D -Insurance R equirements.for Design Profess io na ls & Co ns ulta n ts Contra cts Fo rm Upda ted Feb. 20 18 2 ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) ~ 5/18 /2018 THIS CERTIFICATE 15 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 have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION 15 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 ~~~?CT Lisa Salciccia Andreini & Company-San Mateo ~A~fN,Tn ~v tl• 650-378-4305 I FAX 220 West 20th Ave CA/C Nol: 650-378-4361 San Mateo CA 94403 ~oMl~~ss : lsalciccia@andreini.com INSURER ($) AFFORDING COVERAGE NAIC# INSURER A: Admiral Insurance C ompany 24856 INSURED PAVEM-2 INSURER B : Travelers Prop Cas Co of Amer 25674 Pavement Engineering , Inc. INSURERC : 3485 Sacramento Drive Suite A San Luis Obispo CA 93401 INSURER D : INSURER E : INSURER F: COVERAGES CERTIFICATE NUMBER· 899252966 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF IN SURANCE LISTED BELO W HAV E BEEN ISSUED TO THE INSURED NAMED ABO VE FOR THE POLIC Y PERIOD INDIC ATED . NOTWITHSTANDING ANY REQUIRE MENT , TERM OR CONDITION OF ANY CONTRACT OR OTHER DOC UMENT WITH RESPECT TO WHICH THIS CERTIFI CATE MAY BE ISSUED OR MAY PERT AIN , THE INSU RA NCE AFF ORDED BY THE POLICIES DESCRIBED HEREIN IS SUB JECT TO ALL THE TER MS, EXC LUSIONS AND CONDITIONS OF SUCH POLI CIES. LI MITS SH OW N MAY HAV E BEEN REDU CED BY PAID CLA IMS. INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE ,.,~n "n,n POLIC Y NUMBER IM M/DDIYYYYl CMM /DD/YYYYl LIMITS B X COMMERCIAL GENERAL LIABILITY y y 6802J6624171747 v ' 7/1/2017 7/1/2018 EACH OCCURR ENC E S 1,000 ,000 ~ :==i CLA IMS-MADE 0 OCCUR DAMAG E TO RENT ED PR EMISES IEa occurrence! $300,000 MED EXP (Any one person) S 5,000 =--f--~ \ PERSONA L & ADV INJURY S 1,000 ,000 f--\ GEN'L AGGREGATE LI MIT APP LI ES PER: GE NERA L AGGR EGATE S 2,000 ,000 =i 0PRO-D LOC PRODUC TS -COMP/O P AGG $2 ,000 ,000 PO LI CY JECT OTH ER: $ B AUTOMOBILE LIABILITY y y BA8 E104516 ./ 7/1/2017 7/1/2018 COMB IN ED SIN GLE LI MIT S 1,000 ,000 V /Ea accident! -X ANY AUTO BOD ILY INJURY (Pe r person) $ --OWN ED SCH ED ULE D AUTOS ON LY AUTOS BO DIL Y INJURY (Per accident) s I -HIRED f--NON-OWNE D PROPERTY DAMAGE I AUTOS ON LY AUTOS ON LY IPer accidentl s >--f-- s~ / B X UMBRELLA LIAB MOCCUR CUPB E106024 7/1/2017 7/1/2018 EAC H OCCURR ENC E vs 5.ooo .ooo"V f-- ( l EXCESS, LIAB CLA IMS -MADE AGGREGATE $5 ,000 ,000 OE D I . I RETE NTIO N s \ s J B WORKERS COMPENSATION UB3H526004 \/ 7/1/20 17 7/1/20 18 X I ~f f TUTE I I OTH-~ ER AND EMPLOYERS' LIABILITY YIN v ANYPROPR IE TOR/PART NE R/EXECU TI VE D E.L. EACH ACC IDENT S 1,000 ,000 OFFI CER/MEMBER EXC LUDED ? N /A (Mandatory in NH) E.L. DI SEAS E -EA EM PLOY EE S 1,000 ,000 If yes, describe u nder E.L. DISEASE -PO LI CY LI MIT S 1,000 ,000 DESCR IPTI ON OF OP ERATIONS below A Professional Liab E000002633804 8/5/2017 8/5/2018 Limit 2,000,000 V Deductib le 20,000 ,/ DESCRIPTION OF OPERATIONS I LOCATIONS/ VEHICLES (ACORD 101 , Addit ion al Remarks Sch edul e, may be attach ed if more space is requir ed) PEI proj ect #1 801 64 The City of C up e rtin o, its City Council , offi cers , offi ci al s, employees, agents , servants and volunteers are in cluded as A dditional Insured on a primary and non-contributory basis with regard to General and Auto Liability per attached endorsements. Waivers of Subrogation apply to General and Auto Liability per attached policy provisions . CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF , NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS . City of Cupertino 10300 To rre Avenue AUTHORIZED REPRESENTATIVE Cupertino CA 95014 ~~CLCQA) I © 1988-2015 ACORD CORPORATION . All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Policy# 6802J6624171747 i/ COMMERCIAL GENERAL LIABILITY 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 omissions of such person or organization; or d. For "bodily injury", "property damage" or "personal injury" for which such person or organization 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 coverage as an additional insured specifically is added by another endorsement to this Coverage Part. f. This insurance does not apply to the rendering 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 exceed the limits of liability required by the "written contract requiring insurance", the insurance 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 limits of insurance described in Sect ion Ill - Limits Of Insurance. h. This insurance does not apply to "bodily j injury" or "property damage" caused by "your work" and included in the "products- completed operations hazard" unless the "written contract requiring insurance" specifically requires you to provide such coverage for that additional insured, and then the insurance provided to the additional insured applies only to such "bodily injury" or "property damage" that occurs before the end of the period of time for which the "written contract requiring 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 SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS : The insurance provided to the additional insured is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured for a loss we cover. However, if you specifically agree in the "written contract requiring insurance" that this insurance provided to the additional 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 which 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 requiring insurance". But this insurance provided to the additional insured still is excess over valid and collectible other insurance , whether primary , excess, contingent or on any other basis, that is available to the additional insured when that person or organization is an additional insured under any other insurance . CG D3 81 0915 © 2015 The Tra ve lers Indemnity Company. All rights reserved . Page 1 of 2 In c lude s the copyrighted material of In suran ce Services Office, Inc., w ith its permission COMMERCIAL GENERAL LIABILITY 3. The follow ing is added to Paragraph 8 ., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS : We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "pe rsonal injury " ar ising out of "your wor k" performed by you, or on your behalf, done under a "written cont ract requi ring insurance " with that person or organizat ion . We waive this right only where you have agreed to do so as part of the "written cont ract requiring insurance" with such person or organ ization signed by you befo re, and in effect when , the "bodily injury" or "property damage" occurs , or the "personal injury" offense is committed . 4 . The following defini t ion is added to the DEFINITIONS Section : j "Written cont ract requiring insurance" means that part of any written contract under which you are required to include a person or organization as an additional insu red on this Cove rage Part , provided that the "bodily injury" and "property damage" occurs and the "personal inj ury" is caused by an offense comm itted : a. After you ha ve signed t hat wr itten con t ract ; b. While that part of the w ritten contract is in effect ; and c. Before the end of the policy period . Page 2 of 2 © 20 15 Th e Trave lers In demn it y Co mp any. All ri ght s reserve d. CG D3 810915 Inc ludes the copy ri gh ted materia l of Ins urance Serv ices Office, Inc., wit h it s permission POLICY NUMBER: 680-2J662417-17-47 : COMMERCIAL GENERAL LIABILITY ISSUE DATE : 05/31/2017 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TOTAL AGGREGATE LIMIT OTHER THAN PROJECTS AND DESIGNATED PROJECT AND LOCATION AGGREGATE LIMITS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE The Limits of Insurance shown in the Declarations are replaced by the following: LIMITS OF INSURANCE Total Aggregate Limit (Other Than Projects and Products-Completed Operations) Designated Location Aggregate Limit (Other Than Products-Completed Operations) Designated Project Aggregate Limit (Other Than Products-Completed Operations) General Aggregate Limit (Other Than Products-Completed Operations) Products-Completed Operations Aggregate Limit Personal and Advertising Injury Limit Each Occurrence Limit Damage To Premises Rented to You Limit Medical Expense Limit $ 14,000,000 $ 2,000,000 $ 2,000,000 $ 2,000,000 $ 2,000,000 $ 1,000,000 $ 1,000,000 $ 1,000,000 Any One Premises $ 10,000 Any One Person Designated Projects: Each "project" for which you have agreed, in a written contract which is in effect during this policy period, to provide a separate General Aggregate Limit, provided that the contract is signed and executed by you before the "bodily injury" or "property damage" occurs. Designated Locations: Each premises owned by or rented to you. CG D4 69 07 14 © 2014 Th e Travelers. In dem nity Co mpany. A ll ri gh ts reserved. Page 1 of 4 COMMERCIAL GENERAL LIABILITY PROVISIONS A. The following replaces SECTION Ill -LIMITS OF INSURANCE: 1. a. The Limits of Insurance shown in the Schedule above and the rules below fix the most we will pay regardless of the number of: (1) Insureds; (2) Claims made or "suits" brought; (3) Persons or organizations making claims or bringing "suits"; or (4) Designated "projects" or "locations" shown in the Schedule above. b. The Total Aggregate Limit shown in the Schedule above is the most we will pay for the sum of all amounts under the Des- ignated Location Aggregate Limit and all amounts under the General Aggregate Limit. This includes: (1) Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products-completed operations haz- ard"; (2) Damages under Coverage B; and (3) Medical expenses under Coverage C. c. A Designated Project Aggregate Limit is provided and is also shown in the Sched- ule above. The Designated Project Ag- gregate Limit is subject to all of the follow- ing provisions: (1) The Designated Project Aggregate Limit is the most we will pay for the sum of: (a) Damages under Coverage A be- cause of "bodily injury" and "property damage" caused by "occurrences"; and (b) Medical expenses under Cover- age C for "bodily injury" caused by accidents; which can be attributed only to opera- tions at a single designated "project" shown in the Schedule above. (2) The Designated Project Aggregate Limit applies separately to each des- ignated "project". (3) The Designated Project Aggregate Limit does not apply to damages be- cause of "bodily injury" or "property damage" included in the "products- completed operations hazard". In- stead, the Products-Completed Op- erations Aggregate Limit shown in the Schedule above and described in 3. below applies to such damages. (4) The Designated Project Aggregate Limit does not apply to damages un- der Coverage B. Instead, the General Aggregate Limit shown in the Sched- ule above and described in 2. below applies to such damages . (5) Any payments made for damages or medical expenses to which the Des- ignated Project Aggregate Limit ap- plies shall reduce the Designated Project Aggregate Limit for that des- ignated "project". Such payments shall not reduce the Total Aggregate Limit shown in the Schedule above, the General Aggregate Limit shown in the Schedule above and described in 2. below , the Designated Project Ag- gregate Limit for any other designat- ed "project" shown in the Schedule above or the Designated Location Aggregate Limit shown in the Sched- ule above. d. Subject to the Total Aggregate Limit shown in the Schedule above and de- scribed in b. above, a Designated Loca- tion Aggregate Limit is provided and is al- so shown in the Schedule above. The Designated Location Aggregate Limit is subject to all of the following provisions : (1) The Designated Location Aggregate Limit is the most we will pay for the sum of: (a) Damages under Coverage A be- cause of "bodily injury" and "property damage" caused by "occurrences"; and (b) Medical expenses under Cover- age C for "bodily injury" caused by accidents; which can be attributed only to opera- tions at a single designated "location" shown in the Schedule above . (2) The Designated Location Aggregate Limit applies separately to each des- ignated '.'location". Page 2 of 4 © 2014 The Travelers. Indemnity Company. All rights reserved. CG D4 69 07 14 (3) The Designated Location Aggregate Limit does not apply to damages be- cause of "bodily injury" or "property damage" included in the "products- completed operations hazard." In- stead, the Products-Completed Op- erations Aggregate Limit shown in the Schedule above and described in 3. below applies to such damages. (4) The Designated Location Aggregate Limit does not apply to damages un- der Coverage B. Instead, the General Aggregate Limit shown in the Sched- ule above and described in 2. below applies to such damages. (5) Any payments made for damages or medical expenses to which the Des- ignated Location Aggregate Limit ap- plies shall reduce both the Total Ag- gregate Limit shown in the Schedule above and the Designated Location Aggregate Limit for that designated "location". Such payments shall not reduce the General Aggregate Limit shown in the Schedule above and described in 2. below. the Designated Project Aggregate Limit shown in the Schedule above or the Designated Location Aggregate Limit for any oth- er designated "location" shown in the Schedule above. 2. Subject to the Total Aggregate Limit shown in the Schedule above and described in 1.b. above, a General Aggregate Limit is provided and is also shown in the Schedule above. The General Aggregate Limit is subject to all of the following provisions: a. The General Aggregate Limit is the most we will pay for the sum of: (1) Damages under Coverage A be- cause of "bodily injury" and "property damage" caused by "occurrences", and medical expenses under Cover- age C for "bodily injury" caused by accidents. which cannot be attributed only to operations at a single desig- nated "project" or "location" shown in the Schedule above; and (2) Damages under Coverage B. b. The General Aggregate Limit does not apply to damages for "bodily injury" or "property damage" included in the "prod- ucts-completed operations hazard ." In- COMMERCIAL GENERAL LIABILITY stead, the Products-Completed Opera- tions Aggregate Limit shown in the Schedule above and described in 3. be- low applies to such damages. c. Any payments made for damages or medical expenses to which the General Aggregate Limit applies shall reduce both the Total Aggregate Limit shown in the Schedule above and the General Aggre- gate Limit shown in the Schedule above . Such payments shall not reduce the Des- ignated Project Aggregate Limit for any designated "project" shown in the Sched- ule above or the Designated Location Aggregate Limit for any designated "loca- tion" shown in the Schedule above. 3. If coverage for liability arising out of the "products-completed operations hazard" is provided, the Products-Completed Operations Aggregate Limit shown in the Schedule above is the most we will pay under Coverage A for damages because of "bodily injury" or "prop - erty damage" included in the "products- completed operations hazard". Any payments made for such damages shall reduce the Products-Completed Operations Aggregate Limit shown in the Schedule above . Such payments shall not reduce the Total Aggre- gate Limit shown in the Schedule above. the General Aggregate Limit shown in the Schedule above, the Designated Project Ag- gregate Limit for any designated "project" shown in the Schedule above or the Desig - nated Location Aggregate Limit for any des- ignated "location" shown in the Schedule above. 4. Subject to the Total Aggregate Limit and the General Aggregate Limit shown in the Schedule above and described in 1.b. and 2. above. the Personal and Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal injury" and all "advertising injury" sustained by any one person or organization . 5. Subject to the Total Aggregate Limit and ei- ther the Designated Location Aggregate Limit or the General Aggregate Limit, subject to the Designated Project Aggregate Limit or subject to the Products-Completed Operations Ag- gregate Limit, shown in the Schedule above and described in 1. b., 1.c. 1.d., 2. and 3. above , whichever apply or applies . the Each Occurrence Limit is the most we will pay for the sum of: CG D4 69 07 14 © 2014 The Tra ve lers. Indemnity Company. All rights re served. Page 3 of 4 COMMERCIAL GENERAL LIABILITY a. Damages under Coverage A ; and b. Medical expenses under Coverage C because of all "bodily injury" and "pr9perty damage" arising out of any one "occurrence". 6. Subject to the Each Occurrence Limit shown in the Schedule above and described in 5. above , the Damage To Premises Rented To You Limit is the most we will pay under Cov- erage A for damages because of "property damage" to any one premises , while rented to you , or in the case of damage by fire , while rented to you or temporarily occupied by you with permission of the owner. 7. Subject to the Each Occurrence Limit shown in the Schedule above and described in 5. above, the Medical Ex pense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person . The Limits of Insurance of this Coverage Part ap- ply separately to each consecutive annual period and to any remaining period of less than 12 months , starting with the beginning of the policy period shown in the Declarations , unless the poli- cy period is extended after issuance for an addi- tional period of less than 12 months . In that case , the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance . B. The following is added to the DEFINITIONS Sec- tion : "Location" means any premises owned by or rented to you shown in the Schedule above . For the purposes of determining the applicable ag- gregate limit of insu rance , each "location" that in- cludes a premises involving the same or connect- ing lots, or premises whose connection is inter- rupted only by a street, roadway or waterway , or by a right-of-way of a railroad , shall be considered a single "location". "Project" means any area , away from premises owned by or rented to you , shown in the schedule above at which you are performing operations pursuant to a contract or agreement. For the pur- poses of determining the applicable aggregate limit of insurance, each "project" that includes a premises involving the same or connecting lots, or premises whose connect ion is interrupted only by a street, roadway or waterway , or by a right-of- way of a railroad , shall be considered a single "project". Page 4 of 4 © 20 14 The Travelers. Ind emnity Co mp an y. All rights re served. CG D4 69 07 14 Policy#BA8E104516 V COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTO COVERAGE PLUS ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE -This endorsement broadens coverage . However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only . Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BLANKET ADDITIONAL INSURED B. EMPLOYEE HIRED AUTO C. EMPLOYEES AS INSURED D. SUPPLEMENTARY PAYMENTS -INCREASED LIMITS E. TRAILERS -INCREASED LOAD CAPACITY F. HIRED AUTO PHYSICAL DAMAGE G. PHYSICAL DAMAGE -TRANSPORTATION EXPENSES -INCREASED LIMIT A. BLANKET ADDITIONAL INSURED The following is added to Paragraph A.1., Who Is An Insured , of SECTION II -COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage , but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II . B. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured , of SECTION II -COV- ERED AUTOS LIABILITY COVERAGE : An "employee" of yours is an "insured" while operating a covered "auto" hired or rented under a contract or agreement in an "em- ployee's" name, with your permission , while H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT -INCREASED LIMIT I. WAIVER OF DEDUCTIBLE -GLASS J. PERSONAL PROPERTY K. AIRBAGS L. AUTO LOAN LEASE GAP M. BLANKET WAIVER OF SUBROGATION performing duties related to the conduct of your business . 2. The following replaces Paragraph b. in B.5., Other Insurance, of SECTION IV -BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own : (1) Any covered "auto" you lease, hire , rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name , with your permission, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased , hired, rented or borrowed with a driver is not a covered "auto". C. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II -COVERED AUTOS LIABILITY COVERAGE: CA T4 20 02 15 © 2 01 5 Th e Travelers In de mni ty Com pan y. All ri ghts re se rved. Page 1 of 3 Includ es co pyri ghted ma ter ial of In suran ce Services Offi ce, In c . with its pe rmi ss ion . COMMERCIAL AUTO Any "employee" of yours is an "insured" while us- ing a covered "auto" you don 't own, hire or borrow in your business or your personal affairs . D. SUPPLEMENTARY PAYMENTS -INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2) of SECTION II -COVERED AUTOS LIABILITY COVERAGE: (2) Up to $3,000 for cost of ba il bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover . We do not have to furnish these bonds . 2. The following replaces Paragraph A.2.a.(4) of SECTION II -COVERED AUTOS LIABILITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request , including actual loss of earnings up to $500 a day be- cause of time off from work. E. TRAILERS -INCREASED LOAD CAPACITY The following replaces Paragraph C.1. of SEC- TION I -COVERED AUTOS: 1. "Trailers" with a load capacity of 3,000 pounds or less designed primarily for travel on public roads . F. HIRED AUTO PHYSICAL DAMAGE The following is added to Paragraph A.4., Cover- age Extensions , of SECTION Ill -PHYSICAL DAMAGE COVERAGE: Hired Auto Physical Damage Coverage If hired "autos" are covered "autos" for Covered Autos Liability Coverage but not covered "autos" for Physical Damage Coverage , and this policy also provides Physical Damage Coverage for an owned "auto", then the Physical Damage Cover- age is extended to "autos " that you hire, rent or borrow subject to the following : (1) The most we will pay for "loss" to any one "auto" that you hire , rent or borrow is the lesser of: (a) $50,000; (b) The actual cash value of the damaged or stolen property as of the time of the "loss"; or (c) The cost of repa iring or replacing the damaged or stolen property with other property of like kind and quality. (2) An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss". (3) If a repair or replacement results in better than like kind or quality , we will not pay for the amount of betterment. (4) A deductible equal to the highest Physical Damage deductible applicable to any owned covered "auto". (5) This Coverage Extension does not apply to: (a) Any "auto" that is hired, rented or bor- rowed with a driver; or (b) Any "auto" that is hired, rented or bor- rowed from your "employee". G. PHYSICAL DAMAGE -TRANSPORTATION EXPENSES-INCREASED LIMIT The follow ing replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION Ill -PHYSICAL DAMAGE COVER- AGE : We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type . H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT -INCREASED LIMIT Paragraph C.1.b. of SECTION Ill -PHYSICAL DAMAGE COVERAGE is deleted. I. WAIVER OF DEDUCTIBLE -GLASS The following is added to Paragraph D., Deducti- ble, of SECTION Ill -PHYSICAL DAMAGE COVERAGE : No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. J. PERSONALPROPERTY The following is added to Paragraph A.4., Cover- age Extensions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE : Personal Property Coverage We will pay up to $400 for ."loss" to wearing ap- parel and other personal property which is: (1) Owned by an "insured"; and (2) In or on your covered "auto". This coverage only applies in the event of a total theft of your covered "auto". No deductibles apply to Personal Property cover- age. Page 2 of 3 © 2 015 Th e Travelers Indemn ity Co mpa ny . A ll ri ghts rese rved . CAT4200215 In cl udes copyrig hted ma te ri al of In s urance Se rvices Offi ce , In c . with its perm iss ion . K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated . We will pay up to a maximum of $1,000 for any one "loss". L. AUTO LOAN LEASE GAP The following is added to Paragraph A.4., Cover- age Extensions, of SECTION Ill -PHYSICAL DAMAGE COVERAGE: Auto Loan Lease Gap Coverage for Private Passenger Type Vehicles In the event of a total "loss" to a covered "auto" of the private passenger type shown in the Schedule or Declarations for which Physical Damage Cov- erage is provided, we will pay any unpaid amount due on the lease or loan for such covered "auto" less the following: (1) The amount paid under the Physical Damage Coverage Section of the policy for that "auto"; and COMMERCIAL AUTO (2) Any : {a) Overdue lease or loan payments at the time of the "loss"; {b) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; {c) Security deposits not returned by the les- sor; {d) Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease ; and {e) Carry-over balances from previous loans or leases. M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -BUSINESS AUTO CONDI- TIONS : 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract exe- cuted prior to any "accident" or "loss", pro- vided that the "accident" or "loss" arises out of the operations contemplated by such con- tract. The waiver applies only to the person or organization designated in such contract. CA T4 20 02 15 © 20 15 Th e Trave lers Ind emni ty Co mpa ny . All righ ts rese rved. Page 3 of 3 In c lud es co pyrigh ted ma terial of In s uran ce Se rvi ce s Offi ce , In c. wit h its permi ss io n. 4. Loss Payment -Physical Damage Cover- ages At our option, we may: a. Pay for, repair or replace damaged or sto- len property ; b. Return the stolen property, at our ex- pense. We will pay for any damage that results to the "auto" from the theft; or c. Take all or any part of the damaged or stolen property at an agreed or appraised value . If we pay for the "loss", our payment will in- clude the applicable sales tax for the dam- aged or stolen property . 5. Transfer Of Rights Of Recovery Against Others To Us If any person or organization to or for whom we make payment under this Coverage Form has rights to recover damages from another, those rights are transferred to us. That person or organization must do everything necessary to secure our rights and must do nothing after "accident" or "loss" to impair them. B. General Conditions 1. Bankruptcy Bankruptcy or insolvency of the "insured" or the "insured's" estate will not relieve us of any obligations under this Coverage Form. 2. Concealment, Misrepresentation Or Fraud This Coverage Form is void in any case of fraud by you at any time as it relates to this Coverage Form. It is also void if you or any other "insured", at any time, intentionally con- ceals or misrepresents a material fact con- cerning: a. This Coverage Form; b. The covered "auto"; c. Your interest in the covered "auto"; or d. A claim under this Coverage Form. 3. Liberalization If we revise this Coverage Form to provide more coverage without additional premium charge, your policy will automatically provide the additional coverage as of the day the re- vision is effective in your state . 4. No Benefit To Bailee -Physical Damage Coverages We will not recognize any assignment or grant any coverage for the benefit of any per- COMMERCIAL AUTO son or organization holding, storing or trans- porting property for a fee regardless of any other provision of this Coverage Form. 5. Other Insurance a. For any covered "auto" you own , this Coverage Form provides primary insur- ance . For any covered "auto" you don't own, the insurance provided by this Cov- erage Form is excess over any other col- lectible insurance. However, while a cov- ered "auto" which is a "trailer" is con- nected to another vehicle, the Covered Autos Liability Coverage this Coverage Form provides for the "trailer" is: (1) Excess while it is connected to a mo- tor vehicle you do not own; or (2) Pri mary while it is connected to a covered "auto" you own . b. For Hired Auto Physical Damage Cover- age, any covered "auto" you lease , hire, rent or borrow is deemed to be a covered "auto" you own. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". c. Regardless of the provisions of Para- graph a. above, this Coverage Form's Covered Autos Liability Coverage is pri- mary for any liability assumed under an "insured contract". d. When this Coverage Form and any other Coverage Form or policy covers on the same basis, either excess or primary , we will pay only our share. Our share is the proportion that the Limit of Insurance of our Coverage Form bears to the total of the limits of all the Coverage Forms and policies covering on the same basis. 6. Premium Audit a. The estimated premium for this Coverage Form is based on the exposures you told us you would have when this policy be- gan. We will compute the final premium due when we determine your actual ex- posures. The estimated total premium will be credited against the final premium due and the first Named Insured will be billed for the balance, if any. The due date for the final premium or retrospective pre- mium is the date shown as the due date on the bill. If the estimated total premium exceeds the final premium due, the first Named Insured will get a refund. CA00011013 © Insurance Services Office, Inc., 2011 Page 9 of 12 ~ TRA~ELERSJ · ONE TOWER SQUARE HARTFORD CT 06183 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 03 76 ( A) POLICY NUMBER: UB-3H526004 V We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. The additional premium for this endorsement shall be 5 % of the California workers' compensation pre- mium . Person or Organization ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. Schedule Job Description ENGINEERS This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Insured Insurance Company DATE OF ISSUE : 06-27-17 ST ASSIGN: Policy No. Endorsement No . Premium Countersigned by _____________ _ Page 1 of 1 Exhibit B MASTER AGREEMENT PO#: U{ t • l 1-SERVICE ORDER PO#: 1 ------ Maximum Compensation: $242,045 .00 Term: NTP: May 21 , 2018 END DATE: June 30, 2019 Approval by: City Manager City Council D D Director 0 Date: Item Number: Date: Consultant: Firm Name: Pavement Engineering, Inc. Address: 3485 Sacramento Dr, Suite A, San Luis Obispo, CA 93401 Contact: Joe Ririe Phone: (805) 781-2265 PROJECT DESCRIPTION Project Name: Inspection and Material Quality Control for 2018 Pavement Maintenance Project -Phase 1, City Project No . 2018-101 0 Description: Time and reimbursables between May 21, 2018 and June 30, 2019 for service in accord with Exhibit A-1 of the Master Agreement (attached hereto for reference) 0 Attachment A: Includes Description of Project, Scope of Services, Schedule of Performance and Compensation CITY PROJECT MANAGEMENT Managing Department: Public Works Project Manager: Roger Lee FISCAL/BUDGET Master Agreement Maximum Compensation: Previously Encumbered on MA: Amount of previously Encumbered balance expended: Amount available to be Encumbered for a SO: ENCUMBER: Account No . 270-85-821-900-921 SO # 1 Total Expended and Encumbered to date: Amount: $526,635.00 $ 0 $ 0 $526,635.00 $242,045 .00 $242,045.00 Master Agreement Balance: $284,590 .00 City of Cupertino Service Order #1 In spection , surveying, as pha lt tes tin g & concrete d es ign consulting services -PEI, Inc . Construction Management for 2018 Pavem ent M aintenan ce Project -Phase I, City Proj ect No. 2018-101 Page 1 of 2 (,t,mdanl form t<>n~ult.1111 m,1sl,·1 ,1g1L'l'lllcnl SU Ocl<li1<'r 2(111) Exhibit B APPROVALS ro/21.,h<o Consultant: L/i -0µ-t Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are available as of this date of signature. . City Finance: Name: -~T\--'"-~__,.l&wJ'>f:~~--Date: City of Cupertino Inspection, surveying, asphalt te sting & concrete design consulting services -PEI, Inc. Construction Management for 2018 Pavement Maintenance Project -Phase I, City Project No. 2018-101 (,t,rnd.nd forJll, on2 1ilt.1nl m,1,t, 1 .igrL'<'ll11·nl S l) Uc loh·r ::>ti 11) Service Order #1 Page 2 of 2 EXHIBIT A-1 SCOPE OF SERVICES The CONSULTANT shall provide certain Inspection/Quality Control services as required and requested by the CITY . The CONSUL TANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY's Director of Public Works or authorized Agent as defined in Section 11, PROJECT COO RD INA TION and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION 1-GENERAL PROVISIONS A. The CONSULTANT shall perform all services to the satisfaction of the CITY' s Public Works Director or authorized Agent. B. The CONSULTANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Inspection and Material Testing Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. C. The CONSULTANT shall perform services under this AGREEMENT only b y authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY . D. The CONSULT ANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY 's designated Project Manager. SECTION 2. BASIC SERVICES The Consultant shall provide Inspection/Quality Control services for 2018 Pavement Maintenance Project Phase 1-City Project No . 2018-101. All services performed shall be authorized by a fully executed SERVICE ORDER prior to work commencement and as detailed in the Pavement Engineering Inc. transmittal dated April 16, 2018 (attached for reference). Consultant services under this Master Agreement may include, but are not limited to: City of Cupertino Exhibit A-1 -Scope of Services In spection /Q uali ty Con trol and Con stru ction Management Services 2018 Pavement Maintenance Project Phase 1-City Project No. 2018-101-PEI Inc. Page 1 of 2 EXHIBIT A-1 SCOPE OF SERVICES A. Inspection/Quality Control Phase 1. Support asphalt testing of 2018 Pav ement Maintenance Project Phase 1-City Project No. 2018-101. Coordinate with designated City staff, City consultants and Contractor as required . Services to include: a . Attend and participate in field mee tings . b . Assi s t City designated Proj e ct Manager with quality control of materials and processes as required by Contract documents . c. Timely perform all required asphalt testing a s required by Contract documents . d. At the direction of the Project Manager, assist with daily inspection reports . e. At the direction of the Project Manager, collect and review material tags, test results and other records as required by Contract documents . f. Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained. B. Construction Phase: 1. Support City s taff and City designa te d Project Manager with construction management of 201 8 Pavement Maintenance Project -City Project No. 2018 -101 . Services to include: City of Cupertino a. Attend and participate in field meetings. b . At the direction of the Project Manager, as s ist with tabulation of bid quantitie s as needed to review and recommend pay requests from contractor. c. Timel y refer Contractor que stions in the field to the Project Manager. d . Coordinate with Project Manager the Contractor implementation of the various traffic control plans. e. Coordinate with Project Manager local resident and business concerns including access to driveways, maintenance of work areas, noise complaints and needs of temporary signage . f. Report to designated Project Manager any questions or concerns that materially affect cost, quality, time, safety or relations with residents / businesses. g. Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained. h. Ability to act on behalf of Project Manager during Project Manager absence. i. Ability to match Project Manager & Contractor work schedule, including work at night. END OF EXHIBIT Exhibit A-1 -Scope of Services Ins p ec tion /Quali ty Control and Constru ction Man agem ent Ser vi ces 201 8 Pavement Maintenan ce Projec t Phase 1-City Proj ec t N o. 2018 -101-PEI In c. Pa ge 2 of 2 Exhibit B (JO MASTER AGREEMENT PO#: '20\, f , C "2---' SERVICE ORDER PO#: 2 ------ Maximum Compensation: $54,880.00 Term: NTP: May 21, 2018 END DATE: June 30, 2019 Approval by: City Manager City Council D D Director D Date: Item Number: Date: Consultant: Firm Name: Pavement Engineering, Inc. Address: 3485 Sacramento Dr, Suite A, San Luis Obispo, CA 93401 Contact: Joe Ririe Phone: (805) 781-2265 PROJECT DESCRIPTION Project Name: Design Support for 2018/19 Concrete Improvements, City Project No . 2019 -101 D Description: Time and reimbursables between May 21, 2018 and June 30, 2019 for service in accord with Exhibit A-2 of the Master Agreement (attached hereto for reference) D Attachment A: Includes Description of Project, Scope of Services, Schedule of Performance and Compensation CITY PROJECT MANAGEMENT Managing Department: Public Works Project Manager: Roger Lee FISCAL/BUDGET Master Agreement Maximum Compensation: Previously Encumbered on MA : Amount of previously Encumbered balance expended: Amount available to be Encumbered for a SO: ENCUMBER: Account No. 270-85-821-900-921 SO # _l Total Expended and Encumbered to date: Amount: $526,635.00 $242,045.00 $ 0 $284,590.00 $ 54,880.00 $296,925.00 Master Agreement Balance: $229,710.00 City of Cupertino Service Order #2 In s pection, surveying, asphalt testing & con cre te design consulting serv ices -PEI, Inc. Design Support for 2018/19 Concrete Improvements City Proj ec t No. XXX Page 1 of 2 (,t,1nd<11d l<>rnl ,un,ult.1nl 11,,isi<'r ,1gn·, 111l'nt 'o U ( le lt>\i, r ?ill]) APPROVALS Consultant: Exhibit B Date: r=----::::~~.L.!:::~"--='------Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are available as of this date of signature. City Finance: Name: ---+i-~--~-· ___ Date: City of Cupertino In sp ection, surveying, as pha lt te s ting & concrete design consulting se rvices -PEI, In c. Des ign Support for 201 8/19 Con crete Improvements City Proj ect N o. XXX (,i,lJld,lJd furn1 u>n"ull.1111 111,1,[(•1 ,1g1<'l'llH 'nt SU ( lctnli,•r ?01 l) Service Order #2 Page 2 of 2 EXHIBIT A-2 SCOPE OF SERVICES The CONSULTANT shall provide certain Concrete Layout Design services as required and requested by the CITY for the 2018/19 Concrete Improvement Project 2019-101. The CONSULTANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY's Director of Public Works or CITY's Assistant Director of Public Works and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION 1-GENERAL PROVISIONS A. The CONSULTANT shall perform all services to the satisfaction of the CITY' s Public Works Director or CITY'S Assistant Director of Public Works. B. The CONSULT ANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Civil Engineering Consultants with similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. C. The CONSULTANT shall perform services under this AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services. Unauthorized services performed by the CONSULTANT shall be at no cost to the CITY. D. The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY's designated Project Manager. SECTION 2. BASIC SERVICES The Consultant sha ll prov ide Concrete Layout Design for the 2018/19 Concrete City of Cupe rtino Con s tructi on Ma n agem ent an d As pha lt Testin g Serv ices -PE I, In c. 201 8/19 Con cre te Improve m en ts, City Proj ec t No. XXX Exhibit A-2-Scope of Services Page 1 of 3 EXHIBIT A-2 SCOPE OF SERVICES Improvement Project 2019-101 All services performed shall be authorized by a full y executed SERVICE ORDER prior to work commencement. Consultant services under this Master Agreement may include, but are not limited to: A. Construction Phase: 1) Support concrete layout design of the 2018 Concrete Improvement Project 2019- 101 ( detailed m the Pavement Engineering Inc. transmittal dated April 16, 2018 (attached for reference). Coordinate with designated City staff, City consultants and Contractor as required. Services to include: a. Attend, lead and participate in field meetings. b. Assist City designated Project Manager -Roger Lee, with layout of concrete removal and replacement as required by Contract documents and in conformance of applicable accessibility requirements. c. Timely respond to Contractor questions in the field; coordinate with the Project Manager as needed. d. Coordinate with Project Manager local resident and business concerns including access to driveways, maintenance of work areas, noise complaints and needs of temporary signage. e. Report to designated Project Manager any questions or concerns that materially affect cost, quality, time, safety or relations with residents/ businesses. f . Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained. g. Ability to act on behalf of Project Manager during Project Manager absence. h . Ability to match Project Manager & Contractor work schedule, including weekend and night work. City of Cupertino Con s truction Management and Asphalt Testing Services -PEI, Inc . 2018/19 Concrete Improve m e nts, City Project No. XXX Exhibit A-2-Scope of Services Page 2 of 3 B. Facilities Provided EXHIBIT A-2 SCOPE OF SERVICES 1) It is understood that Consultant will come equipped with basic hand tools and personal protective equipment for construction management purposes and a personal vehicle for use in performing the necessary work. END OF EXHIBIT City of Cupertino Construction Management and Asph a lt Testin g Services -PEI, In c. 2018/19 Concre te Improvements, City Project No. XXX Exhibit A-2-Scope of Services Page 3 of 3 Exhibit B MASTER AGREEMENT PO#: ~ g. t?, SERVICE ORDER PO#: 3 ---'=------ 93401 Maximum Compensation: $144,250 Term: NTP: May 21 , 2018 Approval by: City Manager City Council D D END DATE: June 30, 2019 Director D Date: Item Number: Date: Consultant: Firm Name: Pavement Engineering, Inc. Address: 3485 Sacramento Dr, Suite A, San Luis Obispo, CA Contact: Jo Ririe Phone: (805) 781-2265 PROJECT DESCRIPTION Project Name: Re-establishment of Survey Monuments D Description: Time and reirnbursables between May 21 , 2018 and June 30, 2019 for service in accord with Exhibit A-3 of the Master Agreement (attached hereto for reference) D Attachment A: Includes Description of Project, Scope of Services, Schedule of Performance and Compensation CITY PROJECT MANAGEMENT Managing Department: Public Works Project Manager: Roger Lee FISCAL/BUDGET Master Agreement Maximum Compensation: Previously Encumbered on MA : Amount of previously Encumbered balance expended: Amount available to be Encumbered for a SO: ENCUMBER: Account No. 270-85-821-900-921 SO # 3 Amount: $526,635.00 $296,925 .00 $ 0 $229,710.00 $144,250.00 Total Expended and Encumbered to date: $441,175.00 Master Agreement Balance: $ 85,460.00 City of Cupertino Service Order #3 In s p ection, surveying, asphalt tes ting & con cre te d esign consu lting services -PEI, Inc. Re-establishment of Survey Monuments Page 1 of 2 (,t,incfarci f"r111 ,-ullSUll,1J1l lll,1stc1 ,1grL'L'llll'Jlt-S l) Oc t.,b,•r ?lllJ) Exhibit B APPROVALS Consultant: Date: Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are available as of this date of signature. City Finance: Name: --+~--~~· __ Date: City of Cupertino Inspection, surveying, asphalt te s ting & concrete design consu lting services -PEI, Inc . Re -es tablishme nt of Survey Monuments (51<l11,L11 d iurrn cun~ult,1111 111,1,kr ,1,1],11·L'JllL'lli-'.-,,) Uc i()hl'r 21111) Service Order #3 Page 2 of 2 Exhibit B MASTER AGREEMENT PO #: i& i , ("2,. SERVICE ORDER PO#: 4 ------ 93401 Maximum Compensation: $85,460.00 Term: NTP: May 21, 2108 Approval by: City Manager City Council D D END DATE: June 30, 2019 Director 0 Date: Item Number: Date: Consultant: Firm Name: Pavement Engineering, Inc. Address: 3485 Sacramento Dr, Suite A, San Luis Obispo, CA Contact: Joe Ririe Phone: (805) 781-2265 PROJECT DESCRIPTION Project Name: Inspection and Material Quality Control for 2018 Pavement Maintenance Project -Phase 2, City Project No. 2019-102 0 Description: Time and reimbursables between May 21, 2018 and June 30, 3019 for service in accord with Exhibit A-3of the Master Agreement (attached hereto for reference) 0 Attachment A: Includes De scription of Project, Scope of Services, Schedule of Performance and Compensation CITY PROJECT MANAGEMENT Managing Department: Public Works Project Manager: Roger Lee FISCAL/BUDGET Master Agreement Maximum Compensation: Previously Encumbered on MA: Amount of previously Encumbered balance expended: Amount available to be Encumbered for a SO: Amount: $526,635.00 $441,175.00 $ 0 $85,460.00 ENCUMBER: Account No. 270-85-821-900-921 SO# 4 $85,460.00 Total Expended and Encumbered to date : $526,635.00 Master Agreement Balance: $0.00 City of Cupertino Service Order #4 Inspection, surveying, aspha lt testing & concrete design consultin g services -PEI, Inc. Construction Management for 2018 Pavement Maintenance Project -Phase 2, City Project No. 2018-XXX Page 1 of 2 (,t,llld,11d f(JJJn cu11~ult.i11I m,islt 1 <1g1,·,·111,·11t-S U ( J, tulH r 7{)J '1J Exhibit B APPROVALS Consultant: Date: Director of Public Works: ~=.,.L.~~;;i:::=:::::-Date: Appropriation Certification: I hereby certify that an unexpended appropriation is available in the above fund for the above contract as estimated and that funds are available as of this date of signature . City Finance : Name: --~,....,....__ __ {µA __ Date: Ci ty of Cupertino In s p ection, s urveyin g, as pha lt tes tin g & co ncre te d esign co n sulting serv ices -PEI, In c. Cons truction M an agem ent for 201 8 Pa ve m ent Ma inten a n ce Proj ec t -Phase 2, Ci ty Proj e ct No. 201 8-XXX (,t<111d,11 ti for Ill , rn1:,1Ji !,1111 111,h!t I .ign•, •11w11 t ~ \) Uclt ,lit r ?I I J ·, J Service Order 11 4 Page 2 of 2 EXHIBIT A-4 SCOPE OF SERVICES The CONSULT ANT shall provide certain Inspection/Quality Control services a s required and requested by the CITY. The CONSULT ANT shall provide services under this Master Agreement on an "as needed" basis and only (1) upon written request from the CITY's Director of Public Works or authorized Agent a s defined in Se ction 11, PROJECT COORDINATION and (2) as defined in a fully executed SERVICE ORDER, Exhibit B. SECTION 1-GENERAL PROVISIONS A. The CONSULTANT shall perform all services to the satisfaction of the CITY 's Public Works Director or authorized Agent. B. The CONSULTANT shall perform all services under this agreement to the currently prevailing professional standards and quality found among Inspection and Material Testing Consultants with similar knowledge and skill engaged in related work throughout Californi a under the sam e or similar circums tance s . C. The CONSULTANT shall perform services under thi s AGREEMENT only by authorization of a fully executed SERVICE ORDER which shall clearly provide the nature of the specific services, the time limit within which such services must be completed, and the compensation for such services . Unauthorized serv ices performed by the CONSULTANT shall be at no cost to the CITY . D. The CONSULTANT shall begin work only after receipt of a fully authorized and executed SERVICE ORDER. The CITY shall incorporate each authorized and fully executed SERVICE ORDER into the terms and conditions of this MASTER AGREEMENT. E. The CITY shall designate a Project Manager for each authorized and fully executed SERVICE ORDER under this AGREEMENT. The CONSULTANT shall coordinate the SERVICE ORDER performance with the CITY 's designated Project Manager. SECTION 2. BASIC SERVICES The Consultant shall provide Inspection/Quality Control services for 2018 Pavement Maintenance Project Phase 2-City Project No. 2019-102 . All services performed shall be authorized by a fully executed SERVICE ORDER prior to work commencement and as detailed in the Pavement Engineering Inc. transmittal dated April 21, 2018 (attached for reference). Consultant service s under thi s Master Agreement may include, but ar e not limited to : City of Cupertin o Exhibit A-1 -Scope of Services In s p ecti on/Qu ality Control and Con s truction Managem ent Services 2018 Pavem ent Maintenance Proj ec t Phase 2-City Proj ec t N o . 201 8-XXX-PEI In c. Pa ge 1 of 2 EXHIBIT A-4 SCOPE OF SERVICES A. Inspection/Quality Control Phase 1. Support asphalt testing of 2018 Pavement Maintenance Project Phase 2-City Project No. 2019-102 . Coordinate with designated City staff, City consultants and Contractor as required. Services to include: a. Attend and participate in fi e ld meetings . b. Assist City designated Project Manager with quality control of materials and processes as required by Contract documents . c. Timely perform all required asphalt testing as required by Contract documents. d. At the direction of the Project Manager, assist with daily inspection reports. e. At the direction of the Project Manager, collect and re view material tags, test results and other records as required by Contract documents . f. Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained. B. Construction Phase: 1. Support City staff and City d esignated Project Mana ge r with construction management of 2018 Pavement Maintenance Phase 2 Project -City Project No . 2019- 102 . Service s to include: City of Cupertin o a. Attend and participate in field meetings. b . At the direction of the Project Manager, assist with tabulation of bid quantities as needed to revie w and recommend pay requests from contractor. c. Timely refer Contractor que stions in the field to the Project Manager. d. Coordinate with Project Manager the Contractor implementation of the various traffic control plans. e. Coordinate with Project Manager local resident and business concerns including access to driveways, maintenance of work areas, noise complaints and needs of temporary signage. f. Report to designated Project Manager any questions or concerns that materially affect cost, quality, time, safety or relations with residents / businesses. g. Files (both hard copies and electronic copies) containing the above along with communications, City instructions, punch lists and other project information will be maintained . h. Ability to act on behalf of Project Manager during Project Manager absence. 1. Ability to match Project Manager & Contractor work schedule, including work at night. END OF EXHIBIT Exhibit A-1 -Scope of Services In s p ec tion/Quality Co ntrol a nd Con s truction Mana gem ent Se rvi ces 201 8 Pa ve ment Mainten an ce Proj ec t Phase 2-City Proj ec t No. 201 8-XXX -PEI In c. Page 2 of 2