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HomeMy WebLinkAboutFEHRS & PEERS..: u;,ANCE ON FILE N-2020-024 c— 'r:ORK MAY PROCEED �; 1; TIL INSURANCE EXPIRES 5/1/Za2u _ CLERK OF COUNCIL DATE �+ p� zee/ kek� A, c% AGREEMENT TO PROVIDE TRANSPORTATION PLANNING SERVICES ON AN ON -CALL BASIS THIS AGREEMENT is made and entered into this 1st day of December, 2019 by and between Fehr & Peers ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation = organized and existing under the Constitution and laws of the State of California ("City"). n co RECITALS N O A. The City desires to retain a consultant to provide transportation planning services on an on -call basis. B. Consultant represents that it is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES On an as -needed basis, and at the City's sole discretion, Consultant shall perform the services described in the scope of work that is attached as Exhibit A and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement, including any extension periods, shall not exceed $50,000. b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals and Scope of Work, which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on November 30, 2020, unless terminated earlier in accordance with Section 17, below. The term Page 1 of 8 OC13STAN W of this Agreement may be extended for up to two l -year periods upon a writing executed by the City Manager and City Attorney. 4. PREVAILING WAGES Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. Page 2 of 8 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subconsultants, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the CITY, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the CITY; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Workers' Compensation Insurance. In accordance with the California Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for workers' compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. C. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. Page 3 of 8 (iii) Certificates and policies shall state that the policies shall not be cancelled or reduced in coverage or changed in any other material aspect, by consultant, without thirty (30) days prior written notice to the City. (iv) Consultant shall supply City with a fully executed additional insured endorsement. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its subconsultants, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the breach by Consultant of the terms and conditions of this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the breach by Consultant of the terms and conditions of this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be reasonably selected by the City, regarding any action asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the breach by Consultant of the terns and conditions of this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. Page 4 of 8 10. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 11. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (e) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 12. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) Page 5 of 8 P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 Fax 714-647-5635 To Consultant: Fehr & Peers 101 Pacifica, Suite 300 Irvine, CA 92618 Attn: Jason D. Pack, P.E. A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to Page 6 of 8 this Agreement performed by City personnel or by other consultants retained by City. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 18. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, relation, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 19. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. Page 7 of 8 20. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 21. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 137 All exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. A Gomez of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: 04 711. -f.,M.,,A, J n M. Funk Assistant City Attorney FOR APPROVAL MeA Nabil Saba Executive Director Works Agency CITY OF SANTA ANA Kristine Ridge City Manager CONSULTANT Nam SO�ccT pt Titl : A''sl9G-+e Page 8of8 EXHIBIT A FEHR�'PEERS September 9, 2019 Zdenek Kekula, P.E:., T.E. 20 Civic Center Plaza Santa Ana, CA 92701 Subject: Proposal to Provide On -Call Professional Transportation Services For Vehicle Milos Traveled (VMT) Related Work Dear Mr. Zdenek Kekula, Recently, the City of Santa Ana adopted VMT thresholds and traffic impact study guidelines to satisfy Senate Bill 743 (SB 743). Fehr & Peers is pleased to continue to support the City of Santa Ana in VMT related work: • Assess development project compliance with City adopted VMT Thresholds • Develop VMT traffic studies' scope of work in compliance with City VMT Traffic Study Guidelines • Review VMT Traffic Studies • Provide VMT Guidelines updates, as needed • Provide staff support, training, and technical assistance for VMT related matters Fee Fehr & Peers will provide services to the City of Santa Ana on an as -needed basis. We will scope out each task individually and perform services on a time and materials basis not to exceed $50,000. We will only proceed with written authorization from the City. Our standard billing rates for this proposal are attached. We appreciate the opportunity to submit this proposal. Please do not hesitate to call us at (949) 308-6300 if you have any questions. Sincerely, FEHR & PEERS Jason D. Pack, P.E. Principal f Paul Herrmann, P.E. Associate 101 Pacifica I Suite 3001 Irvine, CA 92618 1(949) 308-63001 Fax (949) 859-3209 www.feh ra nd peers.cc m 2019-2020 Hourly Billing hates Classification Hourly Rate Principal $215,00 - $350.00 Senior Associate $180.00 - $340.00 Associate $155.00 - $250.00 Senior Engineer/Planner $130.00 - $200.00 Engineer/Planner $120.00 - $160.00 Senior Engineering Technician $145.00 - $195.00 Senior Project Accountant $160.00 - $165,00 Senior Project Coordinator $12.0,00 - $165,00 Project Coordinator $110.00 - $155,00 Technician $125.00 - $165.00 Intern $90.00 - $105.00 • Other Direct Costs / Reimbursable expenses are invoiced at cost plus 10% for handling. • Personal auto mileage is reimbursed at the then current IRS approved rate (58 cents per mile as of Jan 2019). • Voice & Data Communications (Telephone, fax, computer, e-moil, etc.) are invoiced at cost as a percentage of project labor. Fehr & Peers reserves the right to change these rates at any time with or without advance notice. FEHR&PE-01 SEITA �yenIVID 9 ) A� CERTIFICATE OF LIABILITY INSURANCE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement a . PRODUCER License s OES7768 c ACT Gigi Yuen IDA387 Insurance Services Suite 200 Hopyard Road Suit PN"C°Nx , em: (925) 660-3514 50008 FAIIC N° :(925) 416.7869 .Gigi.Yuen@ioausa.com Pleasanton, CA 94588 IN U R AFFORDING COVERAGE NAICY INSURER A:RLIInsurance Company 13056 _ INSURED INSURER a: Hartford C sualty Insurance Com any 29424 INsuRenc:Liberty Insurance UnderwritersInc 19917 Fehr &Peers INSURER D: 100 Pringle Avenue, Suite 600 Walnut Crook, CA 94596 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WRH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONSAND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INS& TYPE OF INSURANCE IADDLNSD BR POUCYNUMBER POLICY EFF POLICY UP LIMITS A X COMMMrAALGENERALUABILM CLAIMS -MADE OX OCCUR PSB0006683 12/612019 121612020 EACH OCCURRENCE S 2,000.000 pAMAGETORENTED 1,000,000 MED EXP An pro S 10,000 PERSONAL&ADVINJURY S 2,000,000 GEN'L AGGREGATE LpIMIT. APPLIES PER POLICY EXI JECpT E] LOC GENERAL AGGREGATE S 4,000,000 PRODUCTS . COMP,OP AGG 4,000.000 S OTHER A AUTOMoaLLE LMB,n, COdSINEOSINGLE LIMIT U S 1,000.000 9GI IWURY Per anon s ANY AUTO PSA0002276 12/6/2019 1216/2020 BODILY IWURY Par ac n S OWNED SCHEDULED AUTOS ONLY AUTO SyM� E I MACE S X AIROS ONLY X ANFTOS ONLD A UMBRELLA LIAB X OCCUR EACH OCCURRE E S 5,000,000 X EXCESS UAa I CLAIMS -MADE PSED002889 1216/2019 1216/2020 AGGREGATE S 5,000,000 OED I I RETENTIONS B WORKERS COMPENSATION AIDEMPLOYERVUABILITY YON ANY PROPRIETORIPARTNERr ECUTIVE ❑ WpFIFICcE"EgRV EXCLUDED? IMntlato 4I1 NNNN NIA 7WEGZJ1989 5/112019 51112020 X PER OTH- EL EA HA II)ENT 1,000,000 EL DISEASE EA EMPL YE 1,000,000 II YYea. deaoax wmr DESCRIPTION OF OPERATIONS Mi. E L DISEASE. POLICY LIMIT S 1,000.000 C Professional Liab. AEXNYABEFJ2004 1121612019 1216/2020 Per Claim 6,000,000 C Professional Liab. AEXNYABEFJ2004 17J6I2019 1216/2020 Aggregate 6,000,000 DESCMPnM OF OPERATION31 LOCATDNS I VEHICLES (ACORD 101, AddalP I Ram &$ Uhedu , may b aaacMd o m°n eryce la , uind) RE: P19.1593 Santa Ana On -Call VMT All Operations of the Named Insured, including the aforementioned project, if any. General Liability: Please see blanket Additional Insured endorsement attached; such coverage Is Primary and Non -Contributory, as required per written contract. Auto Liability: No company owned vehicles. Please see blanket Additional Insured endorsement, as required per written contract. GENERAL LIABILITY & AUTO LIABILITY INCLUDE THE FOLLOWING PERSON(S) OR ORGANIZATIONtS): The City of Santa Ana, its officers, employees, agents and representatives, as required per written contract 30-0ay Notice of Cancellation is included per policy previsions. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 3 2019 City of Santa Ana AUTIIORQEO REPRESENTATIVE Risk Management Division, 4 ' 20 Civic Center Plaza SAMANTHA M. LAMBE ACORD 25 (2016103) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy Number: PSB0006683 RLI Insurance Company Named Insured:Fehr 8 Peers THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following. BUSINESSOWNERS COVERAGE FORM - SECTION II - LIABILITY 1. C. WHO IS AN INSURED is amended to include as an additional insured any person or organization that you agree in a contract or agreement requiring insurance to include as an additional insured on this policy, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by you or those acting on your behalf: a. In the performance of your ongoing operations, b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "product -completed operations hazard". 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. 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 policy. b. This insurance does not apply to the rendering of or failure to render any "professional services". c. This endorsement does not increase any of the limits of insurance stated in D. Liability And Medical Expenses Limits of Insurance. 3. The following is added to SECTION III H.2. Other Insurance - COMMON POLICY CONDITIONS (BUT APPLICABLE ONLY TO SECTION 11 - LIABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an ALL OTHER 232019 additional insured under this policy must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such additional insured as a named insured, and we will not share with that other insurance, provided that: a. The "bodily injury" or "property damage" for which coverage is sought occurs after you have entered into that contract or agreement; or b. The "personal and advertising injury" for which coverage is sought arises out of an offense committed after you have entered into that contract or agreement. 4. The following is added to SECTION III K. 2. Transfer of Rights of Recovery Against Others to Us - COMMON POLICY CONDITIONS (BUT APPLICABLE TO ONLY TO SECTION II - LIABILITY) We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal and advertising injury" arising out of "your work" performed by you, or on your behalf, under a contract or agreement with that person or organization. We waive these rights only where you have agreed to do so as part of a contract or agreement with such person or organization entered into by you before the "bodily injury" or "property damage" occurs, or the "personal and advertising injury" offense is committed. REMAIN UNCHANGED. PPB 304 02 12 SAMA Page 1 of 1 HA M. LAMBERT Policy Number PSA0002276 Named InsuredFehr & Peers RLI Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPail BUSINESS AUTO ENHANCEMENT SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT A. Broad Form Named Insured B. Employees As Insureds C. Blanket Additional Insured D. Blanket Waiver Of Subrogation E. Employee Hired Autos F. Fellow Employee Coverage G. Auto Loan Lease Gap Coverage H. Glass Repair - Waiver Of Deductible I. Personal Effects Coverage J. Hired Auto Physical Damage Coverage K. Hired Auto Physical Damage - Loss Of Use L. Hired Car - Worldwide Coverage M. Temporary Transportation Expenses N. Amended Bodily Injury Definition - Mental Anguish O. Airbag Coverage P. Amended Insured Contract Definition - Railroad Easement O. Coverage Extensions - Audio, Visual And Data Electronic Equipment Not Designed Solely For The Production Of Sound R. Notice Of And Knowledge Of Occurrence S. Unintentional Errors Or Omissions T. Towing Coverage & APPROVED InvNIFNT DNisiON 2 3 2019 PPA 300 03 13 cnn4& HAM.IAM[3ERT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM A. Broad Form Named Insured The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Para- graph A.I. Who Is An Insured Provision: Any business entity newly acquired or formed by you during the policy period, provided you own fifty percent (50%) or more of the business entity and the business entity is not separately insured for Bus- iness Auto Coverage. Coverage is extended up to a maximum of one hundred eighty (180) days following the acquisition or formation of the business entity. This provision does not apply to any person or organization for which coverage is excluded by endorsement. B. Employees As Insureds The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Para- graph A.I. Who Is An Insured Provision: Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. C. Blanket Additional Insured The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Para- graph A.1. Who Is An Insured Provision: Any person or organization that you are required to include as an additional insured on this coverage form in a contract or agreement that is executed by you before the "bodily injury" or "property damage" occurs is an "insured" for 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 — COVERED AUTOS LIABILITY COVERAGE. The insurance provided to the additional insured will be on a primary and non-contributory basis to the additional insured's own business auto coverage if you are required to do so in a contract or agreement that is executed by you before the "bodily injury" or "property damage" occurs. D. Blanket Waiver Of Subrogation The following is added to the SECTION IV — BUSI- NESS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may any person or organization to the exter you by a contract executed prior to any PPA 300 03 13 "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such contract The waiver applies only to the person or organization designated in Such contract. E. Employee Hired Autos 1. The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Paragraph A.I. Who Is An Insured Provision: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's' name, with your permission, while performing duties related to the conduct of your business. 2. Changes In General Conditions: Paragraph 5.b. of the Other Insurance Con- dition in the BUSINESS AUTO CONDITIONS is deleted and replaced with the following: b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "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 that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. However, any 'auto" that is leased. hired, rented or borrowed with a driver is not a covered "auto". F. Fellow Employee Coverage SECTION II — COVERED AUTOS LIABILITY COVERAGE, Exclusion B.S. does not apply if you have workers compensation insurance in -force covering all of your employees. G. Auto Loan Lease Gap Coverage SECTION III — PHYSICAL DAMAGE COVERAGE, C. Limit Of Insurance, is amended by the addition of the following: In the event of a total "loss' to a covered "auto" shown in the Schedule of Declarations, we will pay any unpaid amount due on the lease or loan for a covered 'auto", less: 1. The amount paid under the PHYSICAL DAMAGE COVERAGE section of the policy: and & APPRaVED nGEMENT Divisi®N Overdue lease/loan payments at the time of the "loss": 232019 M. LAMBERT FEHR -')-`PEERS 12/03/2019 Mr. Zdenek Kekla, P.E. City Of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 Subject: No owned or Scheduled Autos Notification OC19-STAN.00 P191593 City of Santa Ana On -Call To whom it may concern: Fehr & Peers does not have now, nor intend to have any owned, hired or scheduled automobiles. If Fehr & Peers were to obtain or have such automobiles during the term of the agreement, we will immediately obtain insurance in the amount of $1,000,000 for each accident & a combined single limit for bodily injury and property damage coverage for same. If this coverage is obtained a certificate of insurance will be issued with the Authority's entities named as additional insureds. Sincerely, FEHR & PEERS Spencer Reed Associate CC: RMD@santa-ana.org & APPROVED MEMENtlDIVISION 101 Pacifica i Suite 300 Irvine 6k MW(9�9) 308-6300 1 Fax (949) 859-3209 FEHR&PE-01 THOMASR A� o CERTIFICATE OF LIABILITY INSURANCE OATDDIYYYY) a1281zalzozo THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such ondorsemen s . PRODUCER License # OE67768 IDA Insurance Services 3875 Hopyard Road Suite 200 Pleasanton, CA 94588 CONTACT Gigi Yuen PHONE AIX (ABC, No, Eat): (925) 660-3514 50008 (A, No :(925) 416-7869 E-MAIL . Gigi.Yuen@ioausa.com INSURERS AFFORDING COVERAGE NAIC M INSURER A: RLI Insurance Company 13056 INSURED INSURER B:TrumbullInsurance Company 27120 INSURER C: Liberty Insurance Underwriters Inc 19917 Fehr & Peers 100 Pringle Avenue, Suite 600 Walnut Creek, CA 94596 INSURER D : INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER' REVISI N N O UMBER. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOROTHER DOCUMENTWITH RESPECTTOWHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECTTO ALL THETERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL D SUER WVn POLICY NUMBER POLICY EFF IMMIDEACH POLICY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY OCCURRENCE $ 2,000,000 CLAIMS-MADELAJ OCCUR PS80006683 121612019 1216/2020 DAMAG'ETOR NTUD PREMISMED 1,000,000 $ I1 EXP (Any one erson $ 10,000 PERSONAL &ADV INJURY $ 2,000,000 AGGREGATE LIMIT APPLIES PER PE� GENERALAGGREGATE $ 4,000,000 GEN'L PRODUCTS-COMPIOP AGG $ 4,000,000 POLICY LOC OTHER: A AUTOMOBILE LIABILITY COMaBINEEDISINGLE LIMITfLa 1,000,000 $ BODILY INJURY Per erson $ ANY AUTO PSA0002276 12/612019 121612020 OWNED SCHEDULED AUTOS ONLY AUTOS 1 BODILY INJURY Per accident) X XSONAUOS ONLY NON-OWNo PRR OPERTYDAMAGE A UMBRELLA LIAB X OCCUR EACH OCCURRENCE 5+000+000 X EXCESS LIAB CLAIMS -MADE PSE0002889 121612019 121612020 AGGREGATE 5,000,000 DED RETENTIONS B X PER ERµ AND EMPLOYERS'LIABILIITY YIN EL. EACH ACCIDENT $ 1,000,000 ANY PROPRIETORIPARTNER/EXECUTIVE NIA 57WEGZJ7989 51112020 5/1/2021 O0ppFICERIMEMBER EXCLUDED? NH) lfym E.L. DISEASE -EA EMPLOYE $ 1,000,000 describe EL DISEASE-POUCVLIMB $ 1,000,000 DESCRIPTION PTION OF OPERATIONS can. C Professional Liab. AEXNYABEFJ2004 12/612019 121612020 Per Claim 5,000,000 C Professional Liab. AEXNYABEFJ2004 121612019 121612020 Aggregate 5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS VEHICLES ACORD 101, Additional Remarks Schedule. maybe attached if more space is required) RE: P19-1593 Santa Ana On -Call VMT - OC20-0410.00, OC20-07%01 & OC19-STAN.00 All Operations of the Named Insured, including the aforementioned project, if any. General Liability: Please see blanket Additional Insured endorsement attached; such coverage is Primary and Non -Contributory, as required per written contract. Auto Liability: No company owned vehicles. Please see blanket Additional Insured endorsement, as required per written contract. GENERAL LIABILITY & AUTO LIABILITY INCLUDE THE FOLLOWING PERSON(S) OR ORGANIZATION(S): The City of Santa Ana, its officers, employees, agents and representatives, as required per written contract 30-Day Notice of Cancellation is included per policy provisions. I] By RISK ly"1111-.. - 2 City of Santa Ana Risk Management Divis4,11dFloor 20 Civic Center Plaza SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ^��•-� —� t—� • �•�-I ll TBDO-ZU10 AGUKU GUKPUHA I ION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy Number: PSB0006683 RLI Insurance Company Named Insured:Fehr & Peers THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM - SECTION II - LIABILITY 1. C. WHO IS AN INSURED is amended to include as an additional insured any person or organization that you agree in a contract or agreement requiring insurance to include as an additional insured on this policy, but only with respect to liability for "bodily injury", "property damage' or "personal and advertising injury" caused in whole or in part by you or those acting on your behalf: a. In the performance of your ongoing operations; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "product -completed operations hazard". 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. 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 policy. b. This insurance does not apply to the rendering of or failure to render any "professional services". c. This endorsement does not increase any of the limits of insurance stated in D. Liability And Medical Expenses Limits of Insurance. 3. The following is added to SECTION III H.2. Other Insurance - COMMON POLICY CONDITIONS (BUT APPLICABLE ONLY TO SECTION II - LIABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an additional insured under this policy must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such additional insured as a named insured, and we will not share with that other insurance, provided that: a. The "bodily injury" or "property damage" for which coverage is sought occurs after you have entered into that contract or agreement; or b. The "personal and advertising injury" for which coverage is sought arises out of an offense committed after you have entered into that contract or agreement. 4. The following is added to SECTION III K. 2. Transfer of Rights of Recovery Against Others to Us - COMMON POLICY CONDITIONS (BUT APPLICABLE TO ONLY TO SECTION II - LIABILITY) We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal and advertising injury" arising out of "your work" performed by you, or on your behalf, under a contract or agreement with that person or organization. We waive these rights only where you have agreed to do so as part of a contract or agreement with such person or organization entered into by you before the "bodily injury" or "property damage" occurs, or the "personal and advertising injury" offense is committed. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. REVIEWED & APPROVED By Risk MANAGEMENT DiviSiON PPB 304 02 12 mt6&_ Page 1 of 1 Policy Number: PSA0002276 Named Insured: Fehr & Peers RLI Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° BUSINESS AUTO ENHANCEMENT SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT A. Broad Form Named Insured B. Employees As Insureds C. Blanket Additional Insured D. Blanket Waiver Of Subrogation E. Employee Hired Autos F. Fellow Employee Coverage G. Auto Loan Lease Gap Coverage H. Glass Repair — Waiver Of Deductible I. Personal Effects Coverage J. Hired Auto Physical Damage Coverage K. Hired Auto Physical Damage — Loss Of Use L. Hired Car —Worldwide Coverage M. Temporary Transportation Expenses N. Amended Bodily Injury Definition — Mental Anguish 0. Airbag Coverage P. Amended Insured Contract Definition — Railroad Easement Q. Coverage Extensions — Audio, Visual And Data Electronic Equipment Not Designed Solely For The Production Of Sound R. Notice Of And Knowledge Of Occurrence S. Unintentional Errors Or Omissions T. Towing Coverage REVIEWED & APPROVED By Risk MANAGEMENT DIVISION 1 I IY I p Is W-7. PPA 300 03 13 This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM A. Broad Form Named Insured The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Para- graph A.1. Who Is An Insured Provision: Any business entity newly acquired or formed by you during the policy period, provided you own fifty percent (50%) or more of the business entity and the business entity is not separately insured for Bus- iness Auto Coverage. Coverage is extended up to a maximum of one hundred eighty (180) days following the acquisition or formation of the business entity. This provision does not apply to any person or organization for which coverage is excluded by endorsement. B. Employees As Insureds The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Para- graph A.1. Who Is An Insured Provision: Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. C. Blanket Additional Insured The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Para- graph A.1. Who Is An Insured Provision: Any person or organization that you are required to include as an additional insured on this coverage form in a contract or agreement that is executed by you before the "bodily injury" or "property damage" occurs is an "insured" for 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 — COVERED AUTOS LIABILITY COVERAGE. The insurance provided to the additional insured will be on a primary and non-contributory basis to the additional insured's own business auto coverage if you are required to do so in a contract or agreement that is executed by you before the "bodily injury' or "property damage" occurs. D. Bfanket Waiver Of Subrogation The following is added to the SECTION IV — BUSI- NESS AUTO CONDITIONS, A. Loss Conditions, 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 extent required of you by a contract executed prior to any "accident" or PPA 300 03 13 "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. E. Employee Hired Autos 1. The following is added to the SECTION II — COVERED AUTOS LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured Provision: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. 2. Changes In General Conditions: Paragraph 5.b. of the Other Insurance Con- dition in the BUSINESS AUTO CONDITIONS is deleted and replaced with the following: b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "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 that individual "employee's' name, with your permission, while performing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". F. Fellow Employee Coverage SECTION II — COVERED AUTOS LIABILITY COVERAGE, Exclusion B.5. does not apply if you have workers compensation insurance in -force covering all of your employees. G. Auto Loan Lease Gap Coverage SECTION III — PHYSICAL DAMAGE COVERAGE, C. Limit Of Insurance, is amended by the addition of the following: In the event of a total "loss" to a covered "auto" shown in the Schedule of Declarations, we will pay any unpaid amount due on the lease or loan for a covered "auto", less: 1. The amount paid under the PHYSICAL DAMAGE COVERAGE section of the policy; and 2. Any: a. Overdue] tMU)E&r t f VEDme of the "loss'gY Risk MAN,tf EMENT DIVISION YO FEHR�PEERS 04/28/2020 Mr. Zdenek Kekla, P.E. City Of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 Subject: No Owned or Scheduled Autos Notification OC19-STAN.00 P191593 City of Santa Ana On -Call To whom it may concern: Fehr & Peers does not have now, nor intend to have any owned, hired or scheduled automobiles. If Fehr & Peers were to obtain or have such automobiles during the term of the agreement, we will immediately obtain insurance in the amount of $1,000,000 for each accident & a combined single limit for bodily injury and property damage coverage for same. If this coverage is obtained a certificate of insurance will be issued with the Authority's entities named as additional insureds. Sincerely, FEHR & PEERS Z � ,�e Spencer Reed Associate CC: RMD@santa-ana.org REVIEWED & APPROVED By Risk MANAGENIFNT DIVISION W - - Ony-�L 101 Pacifica I Suite 300 1 Irvine, CA 92618 1 (949) 308-6300 1 Fax (949) 859-3209 www.fehrandpeers.com