Loading...
HomeMy WebLinkAboutO'Day Consultants Inc; 2018-11-28; PSA19-585CAPSA19-585CA City Attorney Approved Version 7/19/17 1 PROJECT TASK DESCRIPTION AND FEE ALLOTMENT NO. 2 PROJECT NO. 6002 This second Project Task Description and Fee Allotment, is entered into on _________________________________________, pursuant to an Agreement between O'Day Consultants, Inc., a California corporation, ("Contractor") and the City of Carlsbad, ("City") dated November 28, 2018, (the “Agreement”), the terms of which are incorporated herein by this reference. 1. CONTRACTOR'S OBLIGATIONS Contractor shall provide Surveying in accordance with the City of Carlsbad Engineering Standards, 2016 Edition, the Standard Specifications for Public Works Construction, 2018 Edition and the supplements thereto as published by the “Green Book” Committee of Public Works Standards and the proposal dated September 3, 2020, (“proposal”), attached as Appendix "A" for the Sidewalk Construction Program, (the “Project"). The project services shall include aerial mapping, field surveys, right-of-way (ROW) mapping, and base map preparation for Garfield Street. 2. PROGRESS AND COMPLETION Contractor's receipt of this Project Task Description and Fee Allotment, signed by the City Manager or Director and a Purchase Order from the City’s Purchasing Department, constitutes notification to proceed to the Contractor. Contractor shall begin work within five (5) working days after receiving this fully executed document and a City Purchase Order. Contractor shall complete the work within one hundred eighty (180) working days thereafter. Working days are defined in section 6-7.2 "Working Day" of the Standard Specifications for Public Works Construction (Green Book). Extensions of time for this Task Description may be granted if requested and agreed to in writing by the Director or City Manager. In no event shall Contractor work beyond the term or authorized compensation of the Agreement, as amended by this Project Task Description and Fee Allotment. 3. FEES TO BE PAID TO THE CONTRACTOR Contractor’s compensation for the Project is shown in Table 1, "Fee Allotment", herein. Fees shall be paid on the basis of time and materials for each task group shown in Table 1. Progress payments shall be based on work days. Appendix "A", attached, prepared by Contractor and reviewed by City, shows the parties’ intent as to the elements, scope and extent of the task groups. Contractor acknowledges that performance of any and all tasks by the Contractor constitutes acknowledgment by Contractor that such tasks are those defined in Appendix "A". Additional task groups, not shown in Table 1 or Appendix “A”, will be performed by the Contractor only upon authorization of the City through the mechanism of a separate Project Task Description and Fee Allotment and Purchase Order. In the event that City directs Contractor to curtail or eliminate all, or portions of the task groups identified in Table 1 or Appendix “A”, then the Contractor shall only invoice the City for work actually DocuSign Envelope ID: 333A4E7E-1E25-4130-9266-F0A2C4AB5E2D September 22, 2020 PSA19-585CA City Attorney Approved Version 7/19/17 2 performed. The maximum total cost of Contractor's services for this Project Task Description and Fee Allotment is $8,578. 4. 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 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. /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: 333A4E7E-1E25-4130-9266-F0A2C4AB5E2D PSA19-585CA City Attorney Approved Version 7/19/17 3 TABLE 1 FEE ALLOTMENT TOPOGRAPHIC SURVEYS AND BASE MAP PREPARATION TASK GROUP TIME & MATERIALS Aerial Mapping, Supplemental Field Survey, Monument Search $8,578 TOTAL (Not-to-Exceed) $8,578 CONTRACTOR O'Day Consultants, Inc. (name of Contractor) (name of Contractor) By: By: (sign here) (sign here) Patrick N. O’Day, President & CFO (print name/title) (print name/title) If Contractor is a corporation, this document must be signed by one individual from each column: Column A Chairman, President or Vice-President Column B Secretary, Assistant Secretary, 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. CITY OF CARLSBAD, a municipal corporation of the State of California By: _______________________________________ Date: _________________________ Paz Gomez, Deputy City Manager, Public Works APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: ____________________________ Assistant City Attorney DocuSign Envelope ID: 333A4E7E-1E25-4130-9266-F0A2C4AB5E2D September 22, 2020 APPENDIX "A" SCOPE OF SERVICES DocuSign Envelope ID: 333A4E7E-1E25-4130-9266-F0A2C4AB5E2D DocuSign Envelope ID: 333A4E7E-1E25-4130-9266-F0A2C4AB5E2D DocuSign Envelope ID: 333A4E7E-1E25-4130-9266-F0A2C4AB5E2D DocuSign Envelope ID: 333A4E7E-1E25-4130-9266-F0A2C4AB5E2D ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSDWVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION$ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 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(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 8/26/2020 License # 0E67768 (858) 754-0063 50233 (619) 574-6288 13056 O'Day Consultants, Inc. 2710 Loker Avenue West, #100 Carlsbad, CA 92010-6609 26743 1 A 1,000,000 X X PSB0003052 6/24/2020 6/24/2021 1,000,000 Contractual Liab.10,000 Sev. of Interests 1,000,000 2,000,000 2,000,000 Deductible 0 1,000,000A PSA0001026 7/1/2020 7/1/2021 Comp.: $1,000 Coll.: $1,000 5,000,000A PSE0001046 6/24/2020 6/24/2021 5,000,000 0 A X PSW0001210 9/1/2020 9/1/2021 1,000,000 1,000,000 1,000,000 B Professional Liab.PFP603241403 1/20/2020 Per Claim 3,000,000 B Ded.: $50K Per Claim PFP603241403 1/20/2020 1/20/2021 Aggregate 3,000,000 Re: Master Agreement for Surveying Services - PSA19-586CA; PSA10-585CA. Master Agreement for General Services PSA19-559CA City of Carlsbad/CMWD is Additional Insured with respect to General Liability per the attached endorsement as required by written contract. Insurance is Primary and Non-Contributory. Waiver of Subrogation applies to General Liability and Workers' Compensation. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services PO Box 4668 - ECM 35050 New York, NY 10163-4668 ODAYCON-01 MCGRAWM IOA Insurance Services 4370 La Jolla Village Drive Suite 600 San Diego, CA 92122 Erica Wilson Erica.Wilson@ioausa.com RLI Insurance Company Maxum Indemnity Company X 1/20/2021 X X X X X X X X X X X PSA19-585CA City Attorney Approved Version 7/19/17 1 PROJECT TASK DESCRIPTION AND FEE ALLOTMENT NO. 3 PROJECT NO. 6049 This third Project Task Description and Fee Allotment, is entered into on _________________________________________, pursuant to an Agreement between O'Day Consultants, Inc., ("Contractor") a California corporation, and the City of Carlsbad, ("City") dated November 28, 2018, (the “Agreement”), the terms of which are incorporated herein by this reference. 1. CONTRACTOR'S OBLIGATIONS Contractor shall provide surveying in accordance with the City of Carlsbad Engineering Standards, 2016 Edition, the Standard Specifications for Public Works Construction, 2018 Edition and the supplements thereto as published by the “Green Book” Committee of Public Works Standards and the proposal dated August 25, 2020, (“proposal”), attached as Appendix "A" for the Americans with Disabilities Act (ADA) Improvement Program, (the “Project"). The Project services shall include field surveys to provide ADA ramp designs. 2. PROGRESS AND COMPLETION Contractor's receipt of this Project Task Description and Fee Allotment, signed by the City Manager or Director and a Purchase Order from the City’s Purchasing Department, constitutes notification to proceed to the Contractor. Contractor shall begin within five (5) working days after receiving this fully executed document and a City Purchase Order. Contractor shall complete the work within one hundred eighty (180) working days thereafter. Working days are defined in section 6-7.2 “Working Day” of the Standard Specifications for Public Works Construction (Green Book). Extensions of time for this Task Description may be granted if requested and agreed to in writing by the Director or City Manager. In no event shall Contractor work beyond the term or authorized compensation of the Master Agreement, as amended by this Project Task Description and Fee Allotment. 3. FEES TO BE PAID TO THE CONTRACTOR Contractor’s compensation for the Project is shown in Table 1, "Fee Allotment", herein. Fees shall be paid on the basis of time and materials for each task group shown in Table 1. Progress payments shall be based on work days. Appendix "A", attached, prepared by Contractor and reviewed by City, shows the parties’ intent as to the elements, scope and extent of the task groups. Contractor acknowledges that performance of any and all tasks by the Contractor constitutes acknowledgment by Contractor that such tasks are those defined in Appendix "A". Additional task groups, not shown in Table 1 or Appendix “A”, will be performed by the Contractor only upon authorization of the City through the mechanism of a separate Project Task Description and Fee Allotment and Purchase Order. In the event that City directs Contractor to curtail or eliminate all, or portions of the task groups identified in Table 1 or Appendix “A”, then the Contractor shall only invoice the City for work actually DocuSign Envelope ID: ADFCA69C-D491-4FDF-8F82-64D8D82D1B5F September 21, 2020 PSA19-585CA City Attorney Approved Version 7/19/17 2 performed. The maximum total cost of Contractor's services for this Project Task Description and Fee Allotment is $20,564. 4. 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 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. /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: ADFCA69C-D491-4FDF-8F82-64D8D82D1B5F PSA19-585CA City Attorney Approved Version 7/19/17 3 TABLE 1 FEE ALLOTMENT TOPOGRAPHIC SURVEYS AND BASE MAP PREPARATION TASK GROUP TIME & MATERIALS Monroe and Magnolia field survey $1,868 Field surveys to support design of 100 ramps $18,696 TOTAL (Not-to-Exceed) $20,564 CONTRACTOR O'Day Consultants, Inc. (name of Contractor) (name of Contractor) By: By: (sign here) (sign here) Patrick N. O’Day, President & CFO (print name/title) (print name/title) If Contractor is a corporation, this document must be signed by one individual from each column: Column A Chairman, President or Vice-President Column B Secretary, Assistant Secretary, 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. CITY OF CARLSBAD, a municipal corporation of the State of California By: _______________________________________ Date: _________________________ Paz Gomez, Deputy City Manager, Public Works APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: ____________________________ Assistant City Attorney DocuSign Envelope ID: ADFCA69C-D491-4FDF-8F82-64D8D82D1B5F September 21, 2020 APPENDIX "A" SCOPE OF SERVICES DocuSign Envelope ID: ADFCA69C-D491-4FDF-8F82-64D8D82D1B5F DocuSign Envelope ID: ADFCA69C-D491-4FDF-8F82-64D8D82D1B5F DocuSign Envelope ID: ADFCA69C-D491-4FDF-8F82-64D8D82D1B5F DocuSign Envelope ID: ADFCA69C-D491-4FDF-8F82-64D8D82D1B5F ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSDWVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION$ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 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(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 8/26/2020 License # 0E67768 (858) 754-0063 50233 (619) 574-6288 13056 O'Day Consultants, Inc. 2710 Loker Avenue West, #100 Carlsbad, CA 92010-6609 26743 1 A 1,000,000 X X PSB0003052 6/24/2020 6/24/2021 1,000,000 Contractual Liab.10,000 Sev. of Interests 1,000,000 2,000,000 2,000,000 Deductible 0 1,000,000A PSA0001026 7/1/2020 7/1/2021 Comp.: $1,000 Coll.: $1,000 5,000,000A PSE0001046 6/24/2020 6/24/2021 5,000,000 0 A X PSW0001210 9/1/2020 9/1/2021 1,000,000 1,000,000 1,000,000 B Professional Liab.PFP603241403 1/20/2020 Per Claim 3,000,000 B Ded.: $50K Per Claim PFP603241403 1/20/2020 1/20/2021 Aggregate 3,000,000 Re: Master Agreement for Surveying Services - PSA19-586CA; PSA10-585CA. Master Agreement for General Services PSA19-559CA City of Carlsbad/CMWD is Additional Insured with respect to General Liability per the attached endorsement as required by written contract. Insurance is Primary and Non-Contributory. Waiver of Subrogation applies to General Liability and Workers' Compensation. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services PO Box 4668 - ECM 35050 New York, NY 10163-4668 ODAYCON-01 MCGRAWM IOA Insurance Services 4370 La Jolla Village Drive Suite 600 San Diego, CA 92122 Erica Wilson Erica.Wilson@ioausa.com RLI Insurance Company Maxum Indemnity Company X 1/20/2021 X X X X X X X X X X X PSA19-585CA City Attorney Approved Version 7/19/17 1 PROJECT TASK DESCRIPTION AND FEE ALLOTMENT NO. 1 PROJECT NO. 6052 This first Project Task Description and Fee Allotment, is entered into on _________________________________________, pursuant to an Agreement between O'Day Consultants, Inc., a California corporation, ("Contractor") and the City of Carlsbad, ("City") dated November 28, 2018, (the “Agreement”), the terms of which are incorporated herein by this reference. 1. CONTRACTOR'S OBLIGATIONS Contractor shall provide Surveying in accordance with the City of Carlsbad Engineering Standards, 2016 Edition, the Standard Specifications for Public Works Construction, 2018 Edition and the supplements thereto as published by the “Green Book” Committee of Public Works Standards and the proposal dated July 24, 2019, (“proposal”), attached as Appendix "A" for the Survey Monument Relocation, (the “Project"). The Project services shall include Field survey, prepare corner record & plancheck, and install M10 survey monument can to relocate a survey monument at Stagecoach Park parking lot. Relocation is from sidewalk curb to middle of parking lot. 2. PROGRESS AND COMPLETION Contractor's receipt of this Project Task Description and Fee Allotment, signed by the City Manager or Director and a Purchase Order from the City’s Purchasing Department, constitutes notification to proceed to the Contractor. Contractor shall begin work within five (5) working days after receiving this fully executed document and a City Purchase Order. Contractor shall complete the work within thirty (30) working days thereafter. Working days are defined in section 6-7.2 “Working Day” of the Standard Specifications for Public Works Construction (Green Book). Extensions of time for this Task Description may be granted if requested and agreed to in writing by the Director or City Manager. In no event shall Contractor work beyond the term or authorized compensation of the Master Agreement, as amended by this Project Task Description and Fee Allotment. 3. FEES TO BE PAID TO THE CONTRACTOR Contractor’s compensation for the Project is shown in Table 1, "Fee Allotment", herein. Fees shall be paid on the basis of time and materials for each task group shown in Table 1. Progress payments shall be based on work days. Appendix "A", attached, prepared by Contractor and reviewed by City, shows the parties’ intent as to the elements, scope and extent of the task groups. Contractor acknowledges that performance of any and all tasks by the Contractor constitutes acknowledgment by Contractor that such tasks are those defined in Appendix "A". Additional task groups, not shown in Table 1 or Appendix “A”, will be performed by the Contractor only upon authorization of the City through the mechanism of a separate Project Task Description and Fee Allotment and Purchase Order. In the event that City directs Contractor to curtail or eliminate all, or portions of the task groups identified in Table 1 or Appendix “A”, then the Contractor shall only invoice the City for work actually performed. The maximum total cost of Contractor's services for this Project Task Description and Fee Allotment is $7,978. DocuSign Envelope ID: D8418FCA-9AF7-41A8-AEAE-AC5EC2FB87A7 August 14, 2019 PSA19-585CA City Attorney Approved Version 7/19/17 2 4. 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 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. /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: D8418FCA-9AF7-41A8-AEAE-AC5EC2FB87A7 PSA19-585CA City Attorney Approved Version 7/19/17 3 TABLE 1 FEE ALLOTMENT RELOCATE SURVEY MONUMENT AT STAGECOACH PARK PARKING LOT TASK GROUP TIME & MATERIALS 1.Field Survey & Data Collection $4,062 2.Set M10 Survey Monument 1,500 3.Prepare Corner Record & Plancheck 2,166 4. Reimbursable Expenses 250 TOTAL (Not-to-Exceed) $7,978 CONTRACTOR O'Day Consultants, Inc. O'Day Consultants, Inc. (name of Contractor) (name of Contractor) By: By: (sign here) Patrick N. O’Day, President (sign here) Patrick N. O’Day, CFO (print name/title) (print name/title) If Contractor is a corporation, this document must be signed by one individual from each column: Column A Chairman, President or Vice-President Column B Secretary, Assistant Secretary, 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. CITY OF CARLSBAD, a municipal corporation of the State of California By: _________________________________________ Date: _________________________ Paz Gomez, Deputy City Manager, Public Works APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: ____________________________ Deputy City Attorney DocuSign Envelope ID: D8418FCA-9AF7-41A8-AEAE-AC5EC2FB87A7 August 14, 2019 APPENDIX "A" SCOPE OF SERVICES DocuSign Envelope ID: D8418FCA-9AF7-41A8-AEAE-AC5EC2FB87A7 Promo. No. 19-0070 July 2, 2019 Page 1 of 1 O:\ProjectManagers\NF\19-0070 Stagecoach Monument\Proposal\19-0070s.docx SURVEY SERVICES FOR FIELD TOPOGRAPHY – SAN DIEGO Re-Set 1st Order Horizontal/Vertical Control Monument At Stagecoach Community Park SCOPE OF WORK Scope I – Lump Sum fee of $7,728.00 due and payable upon percentage of work completed. Field Topographic Services A. First mobilization: a. Tie in existing GPS Point #11 per ROS 17271 and tie in 2 additional GPS survey points utilizing static GPS methods. Tie out location of new monument. B. Second mobilization: a. Construct monument in can per SDRSD M10 in middle of parking lot and punch. C. Prepare a Corner Record and submit to the County of San Diego D. Address any plancheck comments from the County of San Diego Scope II – Not to exceed fee of $250.00 without prior written authorization. Reimbursable expenses, reproduction costs and deliveries. NOTE: Prevailing wage rates used for 2-person survey crew and 1-person survey crew field time. DOES NOT INCLUDE: • Agency Fees • Construction staking • Easements • Preliminary Title Report • Public Improvement Plans DocuSign Envelope ID: D8418FCA-9AF7-41A8-AEAE-AC5EC2FB87A7 First Order Control GPS Monument Replacement Stagecoach Community Park, Carlsbad Fees Estimate O'Day, PSA19-585CA July 2, 2019 Number of Hours Billing Rate Total Field Survey & Data Collection Project Manager 1 X $208.00 $208.00 2-Person Survey Crew*12 X $292.00 $3,504.00 Project Engineer 2 X $175.00 $350.00 Total Field Survey & Data Collection $4,062.00 Contractor to Set M10 Survey Monument 1 X $1,500.00 $1,500.00 Prepare Corner Record & Plancheck Project Manager 2 X $208.00 $416.00 Project Engineer 10 X $175.00 $1,750.00 Total Corner Record & Plancheck $2,166.00 Reimbursable Expenses $250.00 Total Reimbursable $250.00 $7,978.00 * Time breakdown for field survey crew is 4 hours of 2~ two-man survey crews for simultaneous static GPS survey on 4 points for first mobilization, set nail and straddlers for M10. After contractor installs M10 can and monument, assume 4 hours for second crew to check accuracies, restore point and punch disk. Total Page 1 of 1 DocuSign Envelope ID: D8418FCA-9AF7-41A8-AEAE-AC5EC2FB87A7 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSDWVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION$ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 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(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 6/13/2019 License # 0E67768 (858) 754-0063 50233 (619) 574-6288 13056 O'Day Consultants, Inc. 2710 Loker Avenue West, #100 Carlsbad, CA 92010-6609 26743 1 A 1,000,000 X X PSB0003052 6/24/2019 6/24/2020 1,000,000 Cont Liab/Sev of Int 10,000 1,000,000 2,000,000 2,000,000 Deductible 0 1,000,000A PSA0001026 7/1/2019 7/1/2020 Comp.: $1,000 Coll.: $1,000 5,000,000A PSE0001046 6/24/2019 6/24/2020 5,000,000 0 A X PSW0001210 9/1/2018 9/1/2019 1,000,000 1,000,000 1,000,000 B Prof Liab/Clms Made PFP603241402 1/20/2019 Per Claim 3,000,000 B Ded.: $50K Per Claim PFP603241402 1/20/2019 1/20/2020 Aggregate 3,000,000 Re: Master Agreement for Surveying Services - PSA19-586CA; PSA10-585CA. Master Agreement for General Services PSA19-559CA City of Carlsbad/CMWD is Additional Insured with respect to General Liability per the attached endorsement as required by written contract. Insurance is Primary and Non-Contributory. Waiver of Subrogation applies to General Liability and Workers' Compensation. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services PO Box 4668 - ECM 35050 New York, NY 10163-4668 ODAYCON-01 MCGRAWM IOA Insurance Services 4370 La Jolla Village Drive Suite 600 San Diego, CA 92122 Erica Wilson Erica.Wilson@ioausa.com RLI Insurance Company Maxum Indemnity Company X 1/20/2020 X X X X X X X X X X MASTER AGREEMENT FOR SURVEYING SERVICES O'DAY CONSULTANTS, INC. PSA 19-585CA THIS AGREEMENT is made and entered into as of the 2 Cf3~ day of l\,J Q.Jy\lV\~ , 2018, by and between the City of Carlsbad, a municipal corporation, ("City"), and O'Day Consultants, Inc., a California corporation, hereinafter referred to as "Contractor." RECITALS A. The City requires the professional services of a consulting firm that is experienced in surveying. B. The professional services are required on a non-exclusive, project-by-project basis. C. Contractor has the necessary experience in providing professional services and advice related to surveying. D. Contractor has submitted a proposal to the City under Request for Qualifications (RFQ) No. 18-05, and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, the City and Contractor agree as follows: 1. SCOPE OF WORK The 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. Contractor's obligations with respect to any project granted to Contractor under this Agreement will be as specified in the Task Description for the project (see paragraph 5 below). 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 three (3) years from December 1, 2018, through November 30, 2021. 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, the 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. PROGRESS ANO COMPLETION The work for any project granted to Contractor pursuant to this Agreement will begin within ten (10) days after receipt of notification to proceed by the City and be completed within the time specified in the Task Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director as authorized by the City Manager ("Director"). The City Manager or Director will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of Contractor, or delays caused by the City inaction or other agencies' lack of timely action. City Attorney Approved Version 6/12/18 PSA 19-585CA 5. COMPENSATION The cumulative total for all projects allowed pursuant to this Agreement will not exceed three hundred thousand ($300,000) dollars per Agreement term. Fees will be paid on a project-by- project basis and will be based on Contractor's Schedule of Rates specified in Exhibit "A". Prior to initiation of any project work by Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which, upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this Agreement. The Task Description will include a detailed scope of services for the particular project being considered and a statement of Contractor's fee to complete the project in accordance with the specified scope of services. The Task Description will also include a description of the method of payment and will be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a combination thereof. 6. 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 the City. Contractor will be under control of the City only as to the result to be accomplished, but will consult with the City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of the 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. The City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. The 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 the City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which the 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, the City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of the City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to the 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 the 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 the City. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, 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 negligence, recklessness, or willful misconduct 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. City Attorney Approved Version 6/12/18 2 PSA 19-585CA The parties expressly agree that any payment, attorney's fee, costs or expense the 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. 10. 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. 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the Risk Manager or the 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. The 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. 10.1.1 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. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for the City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 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 the City's satisfaction, a declaration stating this. 10.1.4 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. 10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. City Attorney Approved Version 6/12/18 3 PSA 19-585CA 10.2.3 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 the City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to the City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to the City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then the 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 the City to obtain or maintain insurance and the City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. The City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 11. 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. 12. 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 the 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 workr data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of the 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 the City. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in the City and Contractor relinquishes all claims to the copyrights in favor of the City. Ill Ill Ill City Attorney Approved Version 6/12/18 4 PSA 19-585CA 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of the City and on behalf of the Contractor under this Agreement. For City Name Eleida Felix Yackel Title Senior Contract Administrator Department Public Works City of Carlsbad Address 1635 Faraday Avenue Carlsbad, CA 92008 Phone No. 760-602-2767 For Contractor Name Pat N. O'Day Title Project Manager 2710 Loker Avenue West Address Suite 100 Carlsbad, CA 92010 Phone No. 760-931-7700 Email pato@odayconsultants.com 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. 16. 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 in all categories. Yes El No D 17. GENERAL COMPLIANCE WITH LAW$ 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. 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. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. 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 the 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 City Attorney Approved Version 6/12/18 5 PSA 19-585CA 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. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, the City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If the City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, the 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 the City and all work in progress to the City address contained in this Agreement. The City will make a determination of fact based upon the work product delivered to the City and of the percentage of work that Contractor has performed which is usable and of worth to the City in having the Agreement completed. Based upon that finding the City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of the City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to the 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. The City will make the final determination as to the portions of tasks completed and the compensation to be made. 21. 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, the 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. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to the 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 the 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 the 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 the City to terminate this Agreement. City Attorney Approved Version 6/12/18 6 PSA 19-585CA 23. JURISDICTION AND VENUE 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. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon the 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 the City, which shall not be unreasonably withheld. 25. 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. 26. PUBLIC AGENCY CLAUSE Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its governing body, shall have the option to participate in this contract at the same prices, terms, and conditions. If another public agency chooses to participate, the term shall be for the term of this contract, and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely responsible for the placing of orders, arranging for delivery and/or services, and making payments to the Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible, for any obligations, including but not limited to financial responsibility, in connection with participation by another public agency. Ill Ill Ill Ill Ill Ill Ill City Attorney Approved Version 6/12/18 7 PSA 19-585CA 27. 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 __________ , 2018. CONTRACTOR O'Day Consultants, Inc., a California corporation By: (print name/title) By: CITY OF CARLSBAD, a municipal corporation of the State of California By: ATTEST: ?,MJc.,✓c1L N, ~-'oA---r ,£cs (print name/title)7 ~C--'1("£.T'7f 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 Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, 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: CELIA A. BREWER, City Attorney BY ldifc«/NfornF¥F City Attorney Approved Version 6/12/18 8 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ~ . County of Sa l} j__J I 4 0 On t)W,[& /:Z; -< 012 before me, -""-L=u~-"---------'::...!.....>.L...:::::,~+-..L:>,L_"'--'---':::..:::....::.+--..!.....?t-"'v'--"i.J"'--L...!.._1__,,,,,c_.,=----- Date Here In ert Name and Tit/ of the Officer personally appeared __ :+z_ZL~-/n~r~·CJ~<--~--+tJ~, _ __.,_{),....· _' ~b~t~t_4,___ __________ _ Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. ~-···········~ .· .. ,;,·,.>.. LUPE ORTEGA -@·~-_.-\ Notary Public -California i -<" ":'. San Diego County ! '. ·., Commission# 2195510 - My Comm. Expires Jun 1, 2021 Place Notary Sea/ Above I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ---------------OPTIONAL--------------- Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to ~~ ~~intenfded do_,cum_e~t-4 S ?! v 1 (!,L.(J {?-Zi! / "I -5 . !:.'S ('.,A) Description of Attached Document ltf!(-e.-elY/b/. zo,JU/Vt!.-/)li.<1 Title or Type of Document: lftJ of-. flil1/.$L1v/ MMl.v/ J"' Document Date: J{)/1,;;. /; g Number of Pages: / 5 S1gn~r(s) Other Than Named Above: -' Capacity(ies) Claime by Signer(s) Signer's Name: · l1 IV, Signer's Name: ____________ _ G?torporate Officer -Title(s): 1-· D..CL.LLl<!,.L.l'.Lf-~=~lti"2f• Corporate Officer -Title(s): ______ _ • Partner -• Limited • General • Partner -• Limited • General • Individual • Attorney in Fact [J Individual • Attorney in Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator •Other:-----------,--------,------• Other: ______________ _ Signer Is Representing: Q1bq1CotJ~µ..tfa11ts ,VJC. Signer Is Representing: ________ _ ©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 PSA 19-585CA EXHIBIT "A" SCOPE OF SERVICES Perform a variety of surveying related tasks as outlined in individual Project Task Description & Fee Allotments (PTD&FA) related to the following: A. Arial surveying and photogrammetric services B. Geographic information systems (GIS) C. Potholing D. Property acquisition plats and legals Requests for work not listed above must be contracted under separate agreement. City Attorney Approved Version 6/12/18 9 0/~~~ C. ·zE · · ~s/4-1vr nguieenng • urveymg Certified: SDVOSB • DVBE • SBE • SLBE SCHEDULE OF HOURLY BILLING RA TES OFFICE ENGINEERING Project Manager Project Engineer Design Engineer AutoCad Technician Engineering Technician Engineering Intern July 1, 2018 Construction Office Management/Document Control Word Processing FIELD ENGINEERING 2 Man Survey Crew 1 Man Survey Crew/Survey Chief/Project Surveyor FIELD ENGINEERING-PREY AILING WAGE 3 Man Survey Crew 2 Man Survey Crew 1 Man Survey Crew/Survey Chief/Project Surveyor CONSULTATION Principal $208.00 175.00 148.00 131.00 110.00 80.00 85.00 85.00 210.00 144.00 424.00 292.00 179.00 $275.00 PSA 19-585CA All out-of-pocket expenses. such as filing fees. printing. reproduction costs and deliveries. will be extra and invoiced at our direct cost plus l 0%. Prevailing wage projects will be charged a higher rate for field engineering. Four ( 4) hour minimum charge for survey crew time. Any site visits less than 4 hours will be charged as extra work to fixed fee scopes of work. Payment Terms: Accounts are due and payable within 10 days of the date of the invoice. If payment for invoice is not received within 30 days from the date of invoice. then a finance charge will be assessed at 1.5% per month for each month the invoice remains unpaid. starting at the 31 st day. l f payment for invoice is not received within 60 days from the date of invoice. then work will stop and will recommence once the account is paid in full. 10 AEROTECH MAPPING, INC. '-, ,-t AeroTech Mapping Rates as of 6-15-2018 Task Hourly Rate Project Principal $180 Project Manager $125 Production Manager $95 Photogrammetrist II Senior $110 Photogrammetrist I $95 Aerotriangu lat ion $85 CAD Map Editor II Senior $80 CAD Map Editor I $70 Imaging Specialist $75 GIS Tech $75 Administration $65 Project Mobilization $250 Aircraft Cessna $950 Camera Digital Vexcel $750 Lidar sensor $2,750 Drones Inspire $320 ARIZONA CALIFORNIA NEVADA NEW MEXICO \\/WVv.atmlv.com 11 200 Spectrum Center Drive Suite 300 Irvine. California 92618 ( 619) 606-5020 PSA 19-585CA TEXAS UNDERGROUND SOLUTIONS STAFF POSITIVEID ·~/ ITEM NAME 1 Thomas (T.C.) Mueller 2 Travis Leigh 3 Chris Mueller 4 Vince Dominquez 5 Adma Perez LOCATING 11-man crew\ ITEM NAME 1 Electromaonetic locatino 2 GPR locating 3 Utility Vault Dies -each 4 Sonde/Push Rod locatino POTHOLING Nacmaster 4000 incl 2-men crew\ ITEM NAME 1 Pothole Service (Prevailino Waoe)cer hour/reo 2 Pothole Service (Prevailing Wage)per hour/premium 3 Cold-Mix Aschalt (each) 4 Perma Patch / Rapid Set/Hot Mix Asphalt Repairs 5 Hot-Patch Aschalt Grind & Overlav (each) 6 Traffic Control Plans (cer sheet) 7 Traffic Control Plans-Enoineer-stamped (per sheet) 8 Standard Traffic Control (per day) 9 Maier Traffic Control (oer dav) 10 Niohttime Maier Traffic Control (per dav) 11 Flagman Service (per man hour)-Prev Wage 12 Subsurface Utility Reoort (1 - 5 potholes) (each) Dioital Flash Card 13 Subsurface Utility Report (5 -10 potholes) (each) Digital Flash Card 14 Subsurface Utility Report (10-20 cotholes) (each) Dioital Flash Card 15 Subsurface Utility Report (20 -30 potholes) (each) Digital Flash Card 16 Subsurface Utility Report (30 -40 potholes) (each) Dioital Flash Card 17 Subsurface Utility Report (40 -50) cotholes) (each) Dioital Flash Card 18 Additional Hard Copy of Utility Report ( each ) TITLE VP Field Operations Gen. Superintendent Foreman Plans/Permits Contracts/ Admin RATE $200/hr $250/hr $150/each $225/hr RATE $300/hr $350/hr $25/each $100/each $550/each $150/each $550/each $500 cer dav $1,000/per day $1,800/per night $75/hr $150/each $250/each $350/each $450/each $550/each $650/each $100/each 120 N. Andreasen Dr., Escondido, CA 92029 (760) 294-9449 www.usipothole.com 12 PSA 19-585CA HOURLY RATE $175/hr $150/hr $100/hr $100/hr $75/hr PSA 19-585CA EXHIBIT B -SAMPLE MASTER AGREEMENT RATE SCHEDULE Prices valid through Term of Agreement STAFF NAME TITLE HOURLY RATE 1. Pat O'Day Principal-in-Charge $275 2. Joanne Tyler Project Manager $208 3. Brian Faraci QA/QC Manager $208 4. Elizabeth Becerra Project Engineer $175 5. Chris Endozo Project Engineer $175 6. Jason St. Aubin Design Engineer $148 7. Colin O'Brien Survey Manager $179 (prevailing wage*) 8. -2 Man Survey Crew** $292 (prevailing wage*) 9. -3 Man Survey Crew** $424 (prevailing wage*) 10. -Word Processing $85 * Prevailing wage rates are subject to change based on the Director of the Department of Industrial Relations determination, according to the type of work and location of the project. ** Four (4) hour minimum charge for survey crew time. Any site visits less than four hours will be charged as extra work to fixed fee scopes of work. SUB-CONSULTANTS NAMElFIRM TITLE HOURLY RATE*** 1. AeroTech Mapping Project Principal $180 2. AeroTech Mapping Project Manager $125 3. AeroTech Mapping Production Manager $95 Master Agreement Consulting Services 14 of 24 Request for Qualification RFQ No.18-05 13 PSA 19-585CA 4. AeroTech Mapping Photogrammetrist II $110 Senior 5. AeroTech Mapping Photogrammetrist II $110 Senior 6. AeroTech Mapping Photogrammetrist I $95 7. AeroTech Mapping Aerotriangulation $85 8. AeroTech Mapping CAD Map Editor II $80 Senior 9. AeroTech Mapping CAD Map Editor I $70 10. AeroTech Mapping Imaging Specialist $75 11. AeroTech Mapping GIS Tech $75 12. AeroTech Mapping Administration $65 13. AeroTech Mapping Project Mobilization $250 14. AeroTech Mapping Aircraft Cessna $950 15. AeroTech Mapping Camera Digital Vexcel $750 16. AeroTech Mapping Lidar sensor $2,750 17. AeroTech Mapping Drones Inspire $320 18. Thomas (T.C.) Mueller/Underground VP Field Operations $175 Solutions 19. Travis Leigh/Underground Solutions Gen.Superintendent $150 20. Chris Mueller/Underground Solutions Foreman $100 21 Vince Dominguez/Underground Plans/Permits $100 Solutions 22. Adma Perez/Underground Solutions Contracts/ $75 Admininistration *** Subject to 10% markup. Master Agreement Consulting Services 14 of 24 Request for Qualification RFQ No.18-05 14 PSA 19-585CA EXPENSES DESCRIPTION COST % MARKUP 1. Filing Fees Cost 10% 2. Printing Cost 10% 3. Reproduction Cost 10% 4. Deliveries Cost 10% Master Agreement Consulting Services 14 of 24 Request for Qualification RFQ No.18-05 15 ODAYCON-01 AUSTINA ACORDe CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 10/2/2018 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(s). PRODUCER License# OE67768 22~¥:'cT Erica Wilson IOA Insurance Services fl:8,NJo, Ext): (858) 754-0063 50233 I FAX 4370 La Jolla Village Drive (AIC, No):(619) 574-6288 Suite 600 i~DAJ~ss: Erica.Wilson@ioausa.com San Diego, CA 92122 INSURERISl AFFORDING COVERAGE NAIC# INSURER A: RLI Insurance Comoanv 13056 INSURED INSURER B: Maxum lndemnitv Comoanv 26743 O'Day Consultants, Inc. INSURERC: 2710 Loker Avenue West, #100 INSURERD: Carlsbad, CA 92010-6609 INSURERE: INSURERF: COVERAGES CERTIFICATE NUMBER· REVISION NUMBER· THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 1rJ: TYPE OF INSURANCE 1~~.PnL ,~.';!~.!: POLICY NUMBER POLICY EFF POLICY EXP LIMITS IMMIDD""""'' ,. A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 ~ • CLAIMS-MADE [R] OCCUR X X PSB0003052 06/24/2018 06/24/2019 ~~~b~~J9E~~~JJ~nce\ $ 1,000,000 X Cont Liab/Sev of Int MED EXP /Anv one nerson) $ 10,000 ~ PERSONAL & ADV INJURY $ 1,000,000 ~ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 =l POLICY [R] ~f8r • LOC PRODUCTS -COMP/OP AGG $ 2,000,000 OTHER: Deductible $ 0 A ~TOMOBILE LIABILITY iic~~~~~~llNGLE LIMIT $ 1,000,000 X ANY AUTO PSA0001026 07/01/2018 07/01/2019 BODILY INJURY <Per nerson) $ ~ OWNED SCHEDULED -AUTOS ONLY ~ AUTOS BODILY INJURY <Per accident) $ ~ll'T'H'soNLY ~ ~&flo~~i~ f~?~2c~d1Jit~AMAGE $ X Comp.: $1,000 X Coll.: $1,000 $ A UMBRELLA LIAB H OCCUR EACH OCCURRENCE $ 5,000,000 ~ PSE0001046 06/24/2018 X EXCESSLIAB CLAIMS-MADE 06/24/2019 AGGREGATE $ 5,000,000 OED I I RETENTION $ $ A WORKERS COMPENSATION X I ~ff-ruTE I I OTH- AND EMPLOYERS' LIABILITY ER Y/N X PSW0001210 09/01/2018 09/01/2019 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE • E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A 1,000,000 (Mandatory in NH) E.L. DISEASE -EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ 1,000,000 B Prof Liab/Clms Made PFP603241401 01/20/2018 01/20/2019 Per Claim 2,000,000 B Ded.: $50k Per Claim PFP603241401 01/20/2018 01/20/2019 Aggregate 2,000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: Master Agreement for Surveying Services -PSA19-586CA City of Carlsbad/CMWD is Additional Insured with respect to General Liability per the attached endorsement as required by written contract. Insurance is Primary and Non-Contributory. Waiver of Subrogation applies to General Liability and Workers' Compensation. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. CERTIFICATE HOLDER City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services PO Box 4668 -ECM 35050 ACORD 25 (2016/03) CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE \. /4~~.Q_tQ. © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Named Insured: O'Day Consultants, Inc. Policy Number: PSB0003052 RU Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack® FOR PROFESSION.ALS 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 pol icy. 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 Ill 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 Ill 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. PPB 304 0212 Page 1 of 1 Named Insured: O'Day Consultants, Inc. WORKERS' COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY Policy Number: PSW0001210 WC 040306 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA 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.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be __ % of the California workers' compensation premium otherwise due on such remuneration. Person or Organization All persons or organizations that are party to a contract that requires you to obtain this agreement, provided you executed the contract before the loss Schedule Job Description Jobs performed for an person or organization that you have agreed with in a written contract to provide this agreement