Loading...
HomeMy WebLinkAboutVantage Technology Consulting Group,; 2025-04-17; PR-PSA-25001PPR-PSA-25001P Page 1 City Attorney Approved Version 2/11/2025 AGREEMENT FOR TECHNOLOGY DESIGN AND ENGINEERING SERVICES FOR VETERANS MEMORIAL PARK VANTAGE TECHNOLOGY CONSULTING GROUP THIS AGREEMENT is made and entered into as of the ______________ day of _________________________, 20___, by and between the City of Carlsbad, California, a municipal corporation ("City") and Vantage Technology Consulting Group, a limited liability company, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in technology design and engineering services. B. Contractor has the necessary experience in providing professional services and advice related to communications space, conduit and cable design. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A," which is incorporated by this reference in accordance with this Agreement’s terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date first above written. The City Manager may amend the Agreement to extend it for one (1) additional one (1) year period or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed forty-five thousand dollars ($45,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed forty-five thousand dollars ($45,000) for all Services. Payment terms are NET Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 25April 17th PR-PSA-25001P Page 2 City Attorney Approved Version 2/11/2025 30 unless provided otherwise in Exhibit “A.” The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A." Incremental payments, if applicable, should be made as outlined in attached Exhibit "A." 6. PUBLIC WORKS 6.1 Prevailing Wage Rates. Any construction, alteration, demolition, repair, and maintenance work, including work performed during design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000 and performed under this Agreement constitute “public works” under California Labor Code section 1720 et seq. and are subject to state prevailing wage laws. The general prevailing rate of wages, for each craft or type of worker needed to execute the contract, shall be those as determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement. Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which generally requires keeping accurate payroll records, verifying and certifying payroll records, and making them available for inspection. Contractor shall require any subcontractors to comply with Section 1776. 6.2 DIR Registration. California Labor Code section 1725.5 requires the Contractor and any subcontractor or subconsultant performing any public work under this Agreement to be currently registered with the California Department of Industrial Relations (DIR), as specified in Labor Code section 1725.5. Labor Code section 1771.1 provides that a contractor or subcontractor/subconsultant shall not be qualified to engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Labor Code section 1725.5. Prior to the performance of public work by any subcontractor or subconsultant under this Agreement, Contractor must furnish City with the subcontractor or subconsultant's current DIR registration number. 7. CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore (www.procore.com) online project management and document control platform. The intent of utilizing Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team dynamic by improving information flow, reducing non-productive activities, reducing rework and decreasing turnaround times. The Contractor is required to create a free web-based Procore user account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system. Unless the Engineer approves otherwise, the Contractor shall process all project documents through Procore because this platform will be used to submit, track, distribute and collaborate on project. If unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall complete a free training certification course located at http://learn.procore.com/procore-certification- subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of the Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to the Contractor for use of Procore. It is recommended that the Contractor provide mobile access for Windows, iOS located at https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P Page 3 City Attorney Approved Version 2/11/2025 installed to at least one on-site individual to provide real-time access to current posted drawings, specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient observations or punch list items. Providing mobile access will improve communication, efficiency, and productivity for all parties. The use of Procore for project management does not relieve the contractor of any other requirements as may be specified in the contract documents. 8. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 9. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 10. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 11. INDEMNIFICATION Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein, Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P Page 4 City Attorney Approved Version 2/11/2025 Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 12. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 12.1 Coverage and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 12.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 12.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 12.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 12.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P Page 5 City Attorney Approved Version 2/11/2025 12.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 12.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 12.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 12.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.” 12.2.4 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 12.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 12.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 12.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 13. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 14. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement. 15. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P Page 6 City Attorney Approved Version 2/11/2025 16. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 17. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement are: For City: For Contractor: Name Nick Stupin Name Bruce Muir Title Park Planning Manager Title Project Manager Dept Parks & Recreation Address 2110 Artesia Blvd., Suite 705 CITY OF CARLSBAD Redondo Beach, CA 90278 Address 3096 Harding St. Phone 818-398-1523 Carlsbad, CA 92008 Email brucemuir@vantagetcg.com Phone 442-339-2527 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 18. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests as required in the City of Carlsbad Conflict of Interest Code. Yes ☐ No ☒ If yes, list the contact information below for all individuals required to file: Name Email Phone Number 19. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P City Attorney Approved Version 2/11/2025 Page 7 Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. 21. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 22. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 23. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering thirty (30) days written notice to City. In the event of termination of this Agreement by either party and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P City Attorney Approved Version 2/11/2025 Page 8 24. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 25. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 26. JURISDICTION AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California without regard to, or application of, choice of law rules or principles. Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 27. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 28. THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than the City and Contractor. 29. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P City Attorney Approved Version 2/11/2025 Page 9 30. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. Executed by Contractor this___________ day of _______________________, 20____. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California Vantage Technology Consulting Group, a limited liability company By: By: (sign here) Kyle Lancaster, Parks & Recreation Department Director Phil Crompton, Senior Principal and Partner (print name/title) ATTEST: By: SHERRY FREISINGER, City Clerk (sign here) By: Joanna Grama, CFO Deputy City Clerk (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney By: _____________________________ Deputy / Assistant City Attorney Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 4th 25April PR-PSA-25001P EXHIBIT A SCOPE OF SERVICES AND FEE PROJECT BACKGROUND INFORMATION • The city is in the midst of the design process for a planned new Veterans Memorial Park. • The park will span 90 acres, half of which will be protected natural habitat. • The project is three years into what is a five-year project. • The park will include a Veterans Memorial Area, gathering space, playgrounds, and bike features and paths. • There will be two entrances into the park: one on the north side and the other on the south side. • Near the north entrances, there will be two buildings (tied together). Near the south entrance, there will be a third building. • There is an IT room in one of the north buildings, which will be the central location to house data equipment and security system control equipment. This north building IT room will have consistent air temperature conditioning, via exhaust fans. • The project requires the final communications space, conduit, and cable design. Vantage Technology Consulting Group is providing this proposal in response to that requirement. - Project Schedule (1 ½ months) o Project Start: Mid-March 2024 o Targeted design completion date 5/05/2025 A. Scope and Tasks (“Basic Services”) The proposed Vantage scope of work for this project includes IT space, conduit, system electronics, and cable system design to support security cameras and Wi-Fi throughout the new park. Specific Areas that will be addressed: 1. Communications Infrastructure: Vantage would design, specify, and layout all of the requirements listed in this section on our drawings, but the actual installation would be performed by contractors. a. Incoming service pathways b. Incoming service duck banks c. Data-telecom equipment room planning d. Riser and horizontal cable distribution pathways e. Provide conduit design and room layouts for all three (3) IDF Rooms. f. Provide conduit pathway to all Irrigation Controllers, IP Security Cameras, Wireless Access Points, Vehicle Chargers, and any other IP connected devices. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P Page 2 of 5 City of Carlsbad – Veterans Memorial Park Pro V6 March 14, 2025 2. Structured Cabling: Again, Vantage would design, specify, and layout all of the requirements in this section, but actual installation would be performed by a cable contractor. a. Wired and wireless data connectivity points b. Telephone cabling infrastructure – This is for Voice Over IP phones. c. Optical fiber backbone d. Copper station cabling e. Equipment racks f. Cable management g. Patch panels h. Patch cords i. Modular voice and data jacks – We would work with the city on the location of these jacks. j. Cabling and connections to all Irrigation Controllers, IP Security Cameras, Wireless Access Points, Vehicle Chargers, and any other IP connected devices. k. Connection of IP-networked building system 3. Network Electronics and Wi-Fi Access Points: a. Network electronics – Help the City specify what is needed. The General Contractor and City IT department will decide on the product source. b. Wireless access points – Since Vantage is a consulting firm and not an integration vendor, we would design and locate the WAPs throughout the project, but the actual installation would be performed by an integration contractor. c. Mounting of equipment – Same as Item b. above. d. Coordination with other trades 4. Estimate of Probably Cost in 50% and 100% Construction Documents. 5. Construction Administration - These requirements are in our proposal: a. Answer RFI and Review Submittals b. (2) site visits c. Review of close-out documents 6. Hourly Rates for proposed Project Staffing: a. Principal in Charge: $300/hr b. Senior Consultant/PM: $260/hr c. Consultant: $215/hr d. CAD: $190/hr Project Tasks that will be completed: 1. Programming/Schematic Design a) Review Electrical and Civil design plans that have been developed to-date. b) Understand the City’s standards for Outside Plant and Inside Plant copper and fiber cable. c) Based on the information provided, develop a high-level Basis of Design (BoD) report, and provide it to the city and design team. d) Attend one (1) video conference team call during this phase. e) Deliverable: High-level Basis of Design Report. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P Page 3 of 5 City of Carlsbad – Veterans Memorial Park Pro V6 March 14, 2025 2. 50% Construction Documents a) With feedback from the BoD review, prepare a draft of the 50% Construction Documents and draft Specifications for cable. The design will include locations and sizing of conduit, and specification of cable outside and inside the buildings in the park. b) The design also includes the fit-up design for the IDF Room in the North Building. c) Conduct design coordination with the architect, civil engineer, and electrical Consultant. d) Review the 50% Construction Documents drawings and draft specifications with the city and the Design Team. e) Develop Estimate of Probable Costs. f) Two (2) video conference calls are included in this phase. g) Deliverable: 50% Construction Drawings, Estimate of Probable Costs, and draft Specifications. 3. 100% Construction Documents a) With feedback from the review meetings, update the drawings and specifications to create 100% Construction Documents deliverable for the project. b) Update Estimate of Probable Costs. c) Conduct final design coordination with the other design team members. d) Two (2) video conference calls are included in this phase. e) Deliverable: 100% Construction Documents Package and updated Estimate of Probable Costs 4. Installation Vendor/Product Decisions a) Meet with the City to discuss the make and model of all electronics equipment/systems to be used on the project. b) Work with the City to make sure that the installation teams used by the city are certified on the equipment being specified. This is important in order to obtain the Manufacturers’ Warranties on the equipment purchased and installed. c) Deliverable: Written decisions made by the City and Vantage on the equipment and installation teams to be used. 5. Construction Administration a) Review Product Submittals b) Respond to RFIs during the CA/Installation Phase c) Conduct two (2) Site Visits to inspect the installation at critical points during the phase. d) Review close-out documents: As-built drawings, test results, and gather System Warranties for the City. Three (3) video conference calls are included in this phase. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P Page 4 of 5 City of Carlsbad – Veterans Memorial Park Pro V6 March 14, 2025 B. Fees for Professional Services Vantage will provide the scope of services described above consulting proposal for a fixed fee of $20,780 plus any reimbursable expenses. Vantage’s consulting fee for IT cable/infrastructure is broken down by phase, as follows: Phase Fee Programming/Schematic Design $4,200 50% Construction Documents $6,115 100% Construction Documents $5,975 Installation Vendor/Product Decisions $ 520 Construction Administration $3,970 SUBTOTAL $20,780 As-needed, additional services and reimbursable expenses, subject to prior written approval by the City $24,220 TOTAL NOT-TO-EXCEED COST $45,000 In addition to the fixed fee scope, the City of Carlsbad has allocated an additional $24,220 for As- needed services and reimbursable expenses (subject to the client’s written approval). The total scope amount for this Professional Service Agreement will be $45,000. Please note that these As-needed services and reimbursable expenses are not guaranteed. Expenses Expenses incurred by Vantage in the course of delivering Basic Services shall be reimbursed to Vantage at actual cost. The City of Carlsbad shall reimburse Vantage for all reasonable document reproduction and delivery costs, as well as travel-related expenses, incurred by Vantage in connection with Vantage's performance of the Basic Services outlined herein. Reimbursable travel expenses shall include but are not limited to car mileage costs at the then-current rate published by the Internal Revenue Service, tolls, parking, or other conveyance charges, and other incidental costs Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 PR-PSA-25001P Page 5 of 5 City of Carlsbad – Veterans Memorial Park Pro V6 March 14, 2025 related to travel. Vantage will separately document reimbursable expenses in monthly invoices presented to the City of Carlsbad. Reimbursable expenses are over and above the listed project fees. Invoicing and Payment Fees will be invoiced monthly based on the level of completion of the work. Reimbursable expenses incurred during the billing period will be invoiced separately, but along with Fees. Payment will be due in thirty (30) days. C. Project Assumptions and Exceptions Vantage has made the following assumptions and exceptions in compiling this proposal: 1. The project will approximately 1 ½ months. Should the project extend significantly beyond the original schedule, additional fees may apply. Should the project go on hold for a significant time, additional demobilization and mobilization fees may apply. 2. The scope for the project only includes IT cable and infrastructure design to support Wi-Fi and security cameras. 3. Since the project site has not been developed yet, there is no need to visit the site at this point. 4. All meetings will be conducted via video conference. Five (5) team Video Calls have been priced in this proposal. 5. Drawings delivered by Vantage will be developed in CAD. Vantage will provide AutoCAD services for the project. Note that starting the project in AutoCAD and migrating to Revit will incur additional fees for the recreation of the model and drawing package. 6. The City of Carlsbad and their design team acknowledges that Vantage built an extensive repertoire of intellectual property, including but not limited to, assessment tools and techniques, specification libraries, reporting templates and graphics, and Revit families and modeling tools. Our deliverables shall be the exclusive property of the City of Carlsbad with allowances for right-to-use where deliverables contain Vantage intellectual property. The City of Carlsbad is granted right-to-use specifically limited to the services provided under this agreement for any intellectual property utilized in the development of project deliverables. Ownership and rights of Vantage intellectual property remain with Vantage and cannot be otherwise shared, distributed, or used for any other purposes. D. Additional Services Any required additional services provided by Vantage will be jointly agreed upon by the City of Carlsbad and Vantage (at our then published rates) and approved by the City in writing. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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(s). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY 4/1/2025 InterWest Insurance Services,LLC40169TruckeeAirportRoad,Suite 203TruckeeCA96161 K Hippert 800-579-6369 530-582-6007 khippert@iwins.com License#:0B01094 Admiral Insurance Company 24856 VANTTEC-01 Lexington Insurance Company 19437VantageTechnologyConsultingGroupLLC2110ArtesiaBoulevard,Suite 705RedondoBeachCA90278 Technology Insurance Co.,Inc 42376 Progressive Northwestern 2028066643 B X 1,000,000 X 100,000 5,000 2,000,000 X Y Y 019810075-00 2/26/2025 2/26/2026 D 1,000,000 X X X 994377378 3/11/2025 3/11/2026 B X 4,000,000 X Y 071732439-00 2/26/2025Y 2/26/2026 4,000,000 C XYTWC45796542/26/2025 2/26/2026 1,000,000 1,000,000 1,000,000 A ProfessionalLiability EO000065169-01 2/26/2025 2/26/2026 EACH CLAIMAGGREGATE 5,000,0005,000,000 Additional Insured status applies to requested entities if required by written contract per the attached policy form/endorsement(s).Waiver of subrogation appliestorequestedentitiesifrequiredbywrittencontractpertheattachedpolicyform/endorsement(s).Primary non-contributory applies to requested entities ifrequiredbywrittencontractpertheattachedpolicyform/endorsement(s).Re:Veterans Memorial Park.The City of Carlsbad,its officials,employees and volunteers. City of Carlsbad1200CarlsbadVillage DriveCarlsbadCA92008 Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 10 04 13 Copyright, Insurance Services Office, Inc., 2012 Page 1 of 2 ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Those persons or organizations where required Those locations where required by written executed prior to the occurrence or loss. by written contract or agreement with the Insured, executed prior to the occurrence 019810075-00 or loss. contract or agreement with the Insured, Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 Page 2 of 2 Copyright, Insurance Services Office, Inc., 2012 CG 20 10 04 13 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV – Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. by this endorsement. Any and all persons or organizations where required by written loss to provide such persons or organizations with coverage afforded contract with the insured, and executed prior to the occurrence or Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT 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. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed. 04-84) Schedule Any person or organization as required by written contract 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 2/26/2025 Policy No.TWC4579654 Endorsement No.0 Insured VANTAGE TECHNOLOGY CONSULTING GROUP LLC Premium $11,704 Insurance Company Technology Insurance Company, Inc. Countersigned by WC 00 03 13 (Ed. 04-84) Docusign Envelope ID: 04C06841-B772-4559-A3FF-8EDC78681206