HomeMy WebLinkAbout2020-08-18; Municipal Water District; Resolution 1644EXHIBIT 2
RESOLUTION NO. 1644
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE CARLSBAD
MUNICIPAL WATER DISTRICT (CMWD), APPROVING THE EXECUTION OF
MASTER SERVICE AGREEMENTS WITH CMWD FOR AS-NEEDED HORIZONTAL
CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES WITH
KLEINFELDER CONSTRUCTION SERVICES, INC., INFRASTRUCTURE
ENGINEERING CORPORATION, HARRIS 8c ASSOCIATES, INC., AND VALLEY
CM, INC. DBA VALLEY CONSTRUCTION MANAGEMENT; AS-NEEDED
VERTICAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES WITH
SCHNEIDERCM, INC., GRIFFIN STRUCTURES, INC., KITCHELL/CEM, INC., AND
ANSER ADVISORY MANAGEMENT, LLC DBA ANSER ADVISORY; AND AS-
NEEDED MATERIALS TESTING SERVICES WITH ATLAS TECHNICAL
CONSULTANTS LLC (FORMERLY SCSI, INC.), LEIGHTON CONSULTING, INC.,
TWINING, INC., AND BARNETT QUALITY CONTROL SERVICES DBA NOVA
SERVICES, INC.
WHEREAS, the Board of Directors of the Carlsbad Municipal Water District (CMWD) has
determined that construction management and inspection service agreements requested by the Public
Works Branch, Construction Management & Inspection (CM&I) Department, for CMWD construction
projects are necessary on an ongoing, as-needed basis in order to maintain service levels; and
WHEREAS, the purchasing officer authorized competitive negotiations for these services
pursuant to Carlsbad Municipal Code Section No. 3.28.070; and
WHEREAS, CMWD solicited, received and reviewed responses to a Request for Qualifications
for horizontal construction management and inspection services, vertical construction management
and inspection services, and materials testing; and
WHEREAS, based on evaluation of the proposals received, staff recommends that CMWD enter
into agreements for horizontal construction management and inspection services with Kleinfelder
Construction Services, Inc., Infrastructure Engineering Corporation, Harris & Associates, Inc., and Valley
CM Inc. dba Valley Construction Management for an initial agreement term of three years with two
possible one-year extensions for a total agreement term of up to five years; and
WHEREAS, based on evaluation of the proposals received, staff recommends CMWD enter into
agreements for vertical construction management and inspection services with SchneiderCM, Inc.,
Griffin Structures, Inc., Kitchell/CEM, Inc., and Anser Advisory Management, LLC dba Anser Advisory for
an initial agreement term of three years with two possible one-year extensions for a total agreement
term of up to five years; and
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EXHIBIT 2
WHEREAS, based on evaluation of the proposals received, staff recommends CMWD enter into
agreements for materials testing services with Atlas Technical Consultants LLC (formerly SCST, Inc.),
Leighton Consulting, Inc., Twining, Inc., and Barnett Quality Control Services dba NOVA Services, Inc.
for an initial agreement term of three years with two possible one-year extensions for a total
agreement term of up to five years; and
WHEREAS, staff recommends that each agreement for horizontal and vertical construction
management and inspection services shall not exceed $800,000 per agreement year; and
WHEREAS, staff recommends that each agreement for materials testing shall not exceed
$600,000 per agreement year; and
WHEREAS, the CMWD Board of Directors approved sufficient funds with the fiscal year 2020-
21 Operating and Capital Improvement Program (CIP) Budgets to cover the first agreement year; and
WHEREAS, expenditures for these professional services in subsequent fiscal years are subject
to availability of Board of Directors-approved funding from the Public Works Operating Budget and the
CIP.
NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Carlsbad Municipal Water
District, as follows that:
1. The above recitations are true and correct.
2. The president or designee is hereby authorized and directed to execute the master
service agreements for horizontal construction management and inspection services,
attached hereto, with Kleinfelder Construction Services, Inc. (Attachment A.1),
Infrastructure Engineering Corporation (Attachment A.2), Harris & Associates, Inc.
(Attachment A.3), and Valley CM Inc. dba Valley Construction Management (Attachment
A.4) for an initial agreement term of three years with two possible one-year extensions
for a total agreement term of up to five years.
3. The president or designee is hereby authorized and directed to execute the master
service agreements for vertical construction management and inspection services,
attached hereto, with SchneiderCM, Inc. (Attachment A.5), Griffin Structures, Inc.
(Attachment A.6), Kitchell/CEM, Inc. (Attachment A.7), and Anser Advisory
Management, LLC dba Anser Advisory (Attachment A.8) for an initial agreement term of
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EXHIBIT 2
three years with two possible one-year extensions for a total agreement term of up to
five years.
4. The president or designee is hereby authorized and directed to execute the master
service agreements for materials testing services, attached hereto, with Atlas Technical
Consultants LLC (formerly SCST, Inc., Attachment A.9), Leighton Consulting, Inc.
(Attachment A.10), Twining, Inc. (Attachment A.11), and Barnett Quality Control
Services dba NOVA Services, Inc. (Attachment A.12) for an initial agreement term of
three years with two possible one-year extensions for a total agreement term of up to
five years.
5. The executive manager is hereby authorized to execute amendments to extend the
agreements for two additional one-year periods or parts thereof in an amount not-to-
exceed $800,000 per agreement year for both horizontal and vertical construction
management and inspection services, and $600,000 per agreement year for materials
testing services.
PASSED, APPROVED AND ADOPTED at a Special Meeting of the Board of Directors of the
Carlsbad Municipal Water District of the City of Carlsbad on the 18th day of August, 2020, by the
following vote, to wit:
AYES: Hall, Blackburn, Bhat-Patel, Schumacher.
NAYS: None.
ABSENT: None.
ofrff/iZer
MATT HALL, President
BARBARA ENGLESON, Secretary
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DocuSign Envelope ID: 2BAA02A2-FE93-4E92-965D-6E5E3B994982
PSA21-1213CMI
MASTER AGREEMENT FOR AS-NEEDED HORIZONTAL
CONSTRUCTION MANAGEMENT AND INSPECTION
KLEINFELDER CONSTRUCTION SERVICES, INC.
THIS AGREEMENT is made and entered into as of the 18th day of
August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and KLEINFELDER CONSTRUCTION
SERVICES, INC., a California corporation, hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of a firm that is experienced in
construction management and inspection for horizontal projects.
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 as-needed horizontal construction management & inspection.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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
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the Executive Manager (or designee) or General Manager of CMWD as authorized by the
Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Eight
Hundred Thousand Dollars ($800,000) per Agreement year. If CMWD extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
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Agreement will be delivered at once to CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name
Title
Address
Phone
Email
Mark Plotnikiewicz
Contract Administrator Project Manager
Public Works 5761 Copley Drive, Suite 100
CITY OF CARLSBAD/CMWD
1635 Faraday Avenue
San Diego, CA 92111
858-223-8480
Carlsbad, CA 92008 mplotnikiewicz@kleinfelder.com
760-602-2735
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 four categories.
Yes E No El
17. 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.
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 CMWD will reduce such questions, and
their respective views, to writing. A copy of such documented dispute will be forwarded to both
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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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
23. JURISDICTIONS AND VENUE
Any action at law or in equity brought by either of the parties for the purpose of enforcing a right
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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 CMWD 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 CMWD, 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.
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26. 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 17 day of August , 2020.
CONTRACTOR
KLEIN FELDER
CONSTRUCTION SERVICES,
INC., a California corporation
By:
Oacbra14, bat-ra,
(sign here)
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
Matt Hall, President
By:
Deborah Butera, Secretary
By:
(print name/title)
tAtxiS greltdrei
(sin here) for Barbara Engleson, Secretary
Louis Armstrong, President
(print name/title)
If required by CMWD, 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:
CELIA A. BREWER, General Counsel
BY:
Assistant General Counsel
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed horizontal construction management and inspection services
in accordance with the city's Request for Qualifications (RFQ20-1030CMI) with Fee Proposal
dated June 12, 2020. The agreed upon billing rates for services outlined in said proposal are
attached hereto.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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Exhibit "A" (continued)
KLIENFELDER CONSTRUCTION SERVICES 2020 BILLING RATES
CITY OF CARLSBAD
AS-NEEDED HORIZONTAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES
(NON-PREVAILING WAGE)
Field Staffing Position
Straight Time
($/Hr Range)
Overtime Rate ($/HR
Range)
Double Time Rate
(WHR Range)
Project Manager $195 $195 $195
Safety Inspector $145 $165 $145 $165 $145 $165
Construction Manager $180 $195 $180 $195 $180 $195
Schedule Engineer $130 $195 $130 $195 $130 $195
Resident Engineer $170 $195 $170 $195 $170 $195
Senior Inspector - Non PW $157 $167 $236 $251 $314 $334
Office Engineer $95 $125 $95 $125 $95 $125
Structures Representative $157 $167 $157 $167 $157 $167
Special Inspector $150 $160 $225 $240 $300 $320
(PREVAILING WAGE)
Field Staffing Position I Straight Time I Overtime Rate (WHR I Double Time Rate
Safety Inspector - PW $165 $170 $248 $330
Senior Inspector - PW $165 $170 $248 $330
Structures Inspector- PW $165 $170 $248 $330
Special Inspector - PW $165 $170 $248 $330
Hourly charges include provisions for normal overhead costs such as fringe benefits, insurance, clerical
services, equipment, normal supplies and materials. Field personnel are equiped with work trucks, cell
phone/radios, laptop computers and basic tools. All other direct costs shall be reimbursed at a rate of
costs plus 10%.
Prevailing Wage rates based on California DIR SD County Determination No. SD-23-63-3-2020-1D
including the two predetermined rate increases scheduled for July 1 of both 2020 and 2021.
Mileage costs for construction managers and inspectors are included in our hourly rate, and we will not
be billing separately for mileage expenses for work performed in those classifications. Also, all
equipment, cell phones, laptops, insurance, and vehicle charges are included in the hourly rates
as well, for all classifications.
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS-NEEDED HORIZONTAL
CONSTRUCTION MANAGEMENT AND INSPECTION
INFRASTRUCTURE ENGINEERING CORPORATION
THIS AGREEMENT is made and entered into as of the 18th day of August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the, City of
Carlsbad, hereinafter referred to as "CMWD", and INFRASTRUCTURE ENGINEERING
CORPORATION, a California corporation, hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of a firm that is experienced in
construction management and inspection for horizontal projects.
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 as-needed horizontal construction management & inspection.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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
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the Executive Manager (or designee) or General Manager of CMWD as authorized by the
Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Eight
Hundred Thousand Dollars ($800,000) per Agreement year. If CMWD extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to CMWD/City.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. 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 CMWD. Contractor will have the right to make one (1) copy
of the work product for Contractor's records.
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14. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name Scott Adamson
Contract Administrator Title Project Manager
Public Works Address 14271 Danielson Street
CITY OF CARLSBAD
1635 Faraday Avenue Phone
Poway, CA 92064
858-842-6979
Carlsbad, CA 92008 Email sadamson@iecorporation.com
760-602-2735
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 0
17. 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.
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 CMWD 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
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is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
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23. JURISDICTIONS 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 CMWD 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 CMWD, 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.
III
III
///
III
II/
III
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26. 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 17 day of August - , 2020.
CONTRACTOR
INFRASTRUCTURE ENGINEERING
CORPORATION, a California
corporation
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
By: By:
'..(;21ign here)
Matt Hall, President
Robert Weber, President
By:
(print name/title)
(sign here) for Barbara Engleson, Secretary
(print name/title)
If required by CMVVD, 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:
CELIA A. BREWER, General Counsel
BY:
Assis ant General Counsel
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed horizontal construction management and inspection services
in accordance with the city's Request for Qualifications (RFQ20-1030CMI) with Fee Proposal
dated June 12, 2020. The agreed upon billing rates for services outlined in said proposal are
attached hereto.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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Exhibit "A" (continued)
FEE SCHEDULE
MASTER AGREEMENT RATE SCHEDULE
The rates provided below are inclusive of all equipment, cell phones, laptops, insurance, vehicle charges, and mileage associated
with field personnel services and will be valid through Term of Agreement.
1-EC STAFF
1
IIIIIIIIIIII0 _.
*TITLE HOURLY RATE NaAl 111=-11111111r
1. Scott Adamson, PE, QSD/P Principal Engineer $200.00
2. Rob Fitzgerald/TBD Construction Manager $175.00
3. TBD Resident Engineer $165.00
4. TBD Senior Construction Inspector $155.00
5. Nancy Cambra/TBD Labor Compliance/Construction Administration $115.00
4 SUBCONSULTANT
NAME/FIRM TITLE HOURLY RATE
1. I Rockwell Construction Services (RCS) Electrical/SCADA Inspector
I $195.00
City of Carlsbad 2
Master Agreement Consultant Services
RFQ 20-1020CMI
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS-NEEDED HORIZONTAL
CONSTRUCTION MANAGEMENT AND INSPECTION
HARRIS & ASSOCIATES, INC.
THIS AGREEMENT is made and entered into as of the 18th day of
August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and HARRIS & ASSOCIATES, INC., a California
corporation, hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of a firm that is experienced in
construction management and inspection for horizontal projects.
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 as-needed horizontal construction management & inspection.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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
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the Executive Manager (or designee) or General Manager of CMWD as authorized by the
Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Eight
Hundred Thousand Dollars ($800,000) per Agreement year. If CMWD extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 Contractors 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and
minimum limits indicated below, unless the Risk Manager or Executive Manager for CMWD
approves a lower amount. These minimum amounts of coverage will not constitute any limitations
or cap on Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
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Agreement will be delivered at once to CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name
Title
Address
Phone
Email
Mahmoud Akhavaian
Contract Administrator Project Manager
Public Works 600 B Street, Suite 2000
CITY OF CARLSBAD
1635 Faraday Avenue
San Diego, CA 92101
619-236-1778
Carlsbad, CA 92008 mahmoud.akhavian@weareharris.com
760-602-2735
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 E No E]
17. 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.
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 CMWD will reduce such questions, and
their respective views, to writing. A copy of such documented dispute will be forwarded to both
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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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
23. JURISDICTIONS AND VENUE
Any action at law or in equity brought by either of the parties for the purpose of enforcing a right
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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 CMWD 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 CMWD, 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.
III
III
III
II/
///
II/
///
III
II/
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26. 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 17th day of August , 2020.
CONTRACTOR
HARRIS & ASSOCIATES, INC., a
California corporation
By: iktk, 6rYttAdits
(sign here)
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
By: cayyzeof
Matt Hall, President
John Kuprenas, Division President
(print name/title)
By:
ATTEST:
(sign here) for Barbara Engleson, Secretary
(print name/title)
If required by CMWD, 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:
CELIA A. BREWER, General Counsel
BY: 17Ae-s--Shnt General Counsel
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed horizontal construction management and inspection services
in accordance with the city's Request for Qualifications (RFQ20-1030CMI) with Fee Proposal
dated June 12, 2020. The agreed upon billing rates for services outlined in said proposal are
attached hereto.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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EXHIBIT B -MASTER AGREEMENT RATE SCHEDULE
Prices valid through Term of Agreement. Harris & Associates, inc. is not proposing subconsultants for
this contract.
Staff
Number Name Title Hourly Rate
$225
$220
$210
$210
$175
$-175
$175
$175
$175
$175
1. Lara Jennings
2. Mahmoud Akhavain
3. Scott Giannini
4. Anton Handal
5. Jamal Hanna
6. Christopher Kelley
7. Rick Skinner
8. Ralph Roberts
9. David Gulczynski
10. Alberta Mata
Principal-in-Charge
Senior Project Manager
Senior Construction Manager
Senior Construction Manager
Construction Manager/Senior Inspector
Construction Manager/Senior Inspector
Construction Manager/Senior Inspector
Construction Manager/Senior Inspector
Construction Manager/Senior Inspector
Senior Scheduler
Please note that that all equipment, cell phones, laptops, insurance, and vehicle charges are
included in the hourly rates as well as mileage, for all classifications.
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS-NEEDED HORIZONTAL
CONSTRUCTION MANAGEMENT AND INSPECTION
VALLEY CM INC. D.B.A. VALLEY CONSTRUCTION MANAGEMENT
THIS AGREEMENT is made and entered into as of the 18th day of August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and Valley CM Inc., a California corporation d.b.a.
Valley Construction Management, hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of a firm that is experienced in
construction management and inspection for horizontal projects.
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 as-needed horizontal construction management & inspection.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CM I and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD (Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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
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the Executive Manager (or designee) or General Manager of CMWD as authorized by the
Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Eight
Hundred Thousand Dollars ($800,000) per Agreement year. If CMWD extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad its officers,
officials, employees and volunteers from and against all claims, damages, losses and expenses
including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
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Agreement will be delivered at once to CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name Paul Mochel
Contract Administrator Title Project Manager
Public Works Address 3525 Del Mar Heights Road #192
CITY OF CARLSBAD
1635 Faraday Avenue Phone
San Diego, CA 92130
866-966-2720
Carlsbad, CA 92008 Email paul.mochel@valleycm.com
760-602-2735
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 four categories.
Yes 12] No
17. 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.
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 CMWD will reduce such questions, and
their respective views, to writing. A copy of such documented dispute will be forwarded to both
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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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
23. JURISDICTIONS AND VENUE
Any action at law or in equity brought by either of the parties for the purpose of enforcing a right
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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 CMWD 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 CMWD, 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.
///
III
III
///
///
III
III
III
/II
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26. 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 17th day of August , 2020.
CONTRACTOR
VALLEY CM INC., a California
corporation d.b.a. VALLEY
CONSTRUCTION MANAGEMENT
By:
p Aut. AtOda
(sign here)
Paul Mochel, Secretary
(print name/title)
By:
rz. Athata
(sign here)
Galina R. Mochel, President
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
Matt Hall, President
for Barbara Engleson, Secretary
By:
(print name/title)
If required by CMWD, 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:
CELIA A. BREWER, General Counsel
BY:
Assistant General Counsel
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed horizontal construction management and inspection services
in accordance with the city's Request for Qualifications (RFQ20-1030CMI) with Fee Proposal
dated June 12, 2020. The agreed upon billing rates for services outlined in said proposal are
attached hereto.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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Exhibit "A" (continued)
Master Agreement Rate Schedule
The following rates are firm for three (3) years and based on prevailing
wage rates. The hourly rates for all classifications include all typical
direct costs (mileage, equipment including cell phone, laptop,
insurance, vehicle charges, etc.).
Name Title Hourly
Rate
Paul Mochel, PE, CCM Principal Construction Manager $175
Jeff Moody, PE, CCM Construction Manager $165
Lisa Laszlo, CCM, CWI Construction Manager $165
Chris Marquardt, CCM, ICC Construction Manager $165
Matt Luttrell Senior Inspector $145
James Gaddis Senior Inspector $145
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS-NEEDED VERTICAL
CONSTRUCTION MANAGEMENT AND INSPECTION
SCHNEIDER CM, INC.
THIS AGREEMENT is made and entered into as of the 18th day of August 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and SCHNEIDER CM, INC., a California
corporation, hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of a firm that is experienced in
construction management and inspection for vertical projects.
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 as-needed vertical construction management & inspection.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CM I and has affirmed its willingness and ability to perform such work.
• NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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
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the Executive Manager (or designee) or General Manager of CMWD as authorized by the
Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Eight
Hundred Thousand Dollars ($800,000) per Agreement year. If CMWD extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
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Agreement will be delivered at once to CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name Robert Polley
Contract Administrator Title Project Manager
Public Works Address 7459 Circulo Sequoia
CITY OF CARLSBAD
1635 Faraday Avenue Phone
Carlsbad, CA 92009
760-717-0535
Carlsbad, CA 92008 Email robert.polley@schneidercm.net
760-602-2735
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 IZ No LI
17. 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.
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 CMWD will reduce such questions, and
their respective views, to writing. A copy of such documented dispute will be forwarded to both
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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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
23. JURISDICTIONS AND VENUE
Any action at law or in equity brought by either of the parties for the purpose of enforcing a right
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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 CMWD 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 CMWD, 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.
/II
III
II/
III
///
II/
III
III
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26. 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 20
CONTRACTOR
SCHNEIDER CM, INC., a California
corporation
By:
tat cdattietUr
(sign here)
day of August , 2020.
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
By: odevizze"
Matt Hall, President
Carl Schneider / CEO, President & CFO
(print name/title)
By:
(sign here) for Barbara Engleson, Secretary
(print name/title)
If required by CMWD, 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:
CELIA A. BREWER, General Counsel
BY:
Assis
-19..
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed vertical construction management and inspection services in
accordance with the city's Request for Qualifications (RFQ20-1030CMI) with Fee Proposal dated
June 12, 2020. The agreed upon billing rates for services outlined in said proposal are attached
hereto.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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SchneiderG-4.:'
Exhibit "A" (continued)
7459 Circulo Sequoia
Carlsbad, CA 92009
Tel: 619-905-5522
Fax: 888-638-1504
Attn: Janean Hawney
Contract Administrator
City of Carlsbad
1635 Faraday Avenue
Carlsbad, CA 92008
13 July 2020
Subject: FEE PROPOSAL for the City of Carlsbad's Master Agreement for Vertical Construction
Management and Inspection Services, RFQ #20-1031CMI
Dear Ms. Hawney,
SchneiderCM's Fee Proposal is based on the services provided in our written proposal and is broken down
as follows:
Scope
Project Management
Construction Management
Program Management
Program Controls
Quality Assurance
On-Site Inspection
Constructability Review
Value Engineering
Cost Estimating
Scheduling & Pull Planning
Detailed Cost Estimating
Document Management
Project Administrative Support
Position Hourly Fee
Sr. CM $155
Sr. CM $155
Sr. CM $155
Sr. CM $155
Sr. CM $155
Sr. CM $155
Sr. CM $155
Sr. CM $155
Sr. CM $155
Sr. CM $155
Estimating $155
Technical Assistant $85
Technical Assistant $85
Quality assurance and inspection are provided by the Senior Construction Manager as outlined above.
Firm Principal involvement in the above categories, where required is $180/hr.
Costs are in dollars per hour, fully burdened (inclusive of mileage, travel expenses, all equipment, cell
phones, laptops, insurance, and vehicle charges, etc.).
Reimbursable expenses: Procore management software at approximately $15,000/year if required and on
consultation with the City of Carlsbad.
Thank you for your consideration. Please contact me on 619-905-5522 if there are any questions or
clarifications needed.
Yours Sincerely,
Carl Schneider
CEO, SchneiderCM, Inc.
Exceeding your Project, Construction Management, and Consulting needs
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS-NEEDED VERTICAL
CONSTRUCTION MANAGEMENT AND INSPECTION
GRIFFIN STRUCTURES, INC.
THIS 18th AGREEMENT is made and entered into as of the day of August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and GRIFFIN STRUCTURES, INC., a California
corporation, hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of a firm that is experienced in
construction management and inspection for vertical projects.
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 as-needed vertical construction management & inspection.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above,
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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
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the Executive Manager (or designee) or General Manager of CMWD as authorized by the
Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Eight
Hundred Thousand Dollars ($800,000) per Agreement year. If CMWD extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
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Agreement will be delivered at once to CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name Jon Hughes
Contract Administrator Title Project Manager
Public Works Address 2 Technology Drive, Suite 150
CITY OF CARLSBAD
1635 Faraday Avenue Phone
Irvine, CA 92618
949-497-9000 x 208
Carlsbad, CA 92008 Email jhughes@griffinstructures.com
760-602-2735
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 Ei No Lii
17. 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.
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 CMWD will reduce such questions, and
their respective views, to writing. A copy of such documented dispute will be forwarded to both
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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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
23. JURISDICTIONS AND VENUE
Any action at law or in equity brought by either of the parties for the purpose of enforcing a right
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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 CMWD 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 CMWD, 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.
III
11/
III
III
///
III
III
III
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26. 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 17
CONTRACTOR
GRIFFIN STRUCTURES, INC., a
California corporation
By:
kart tt-ollu4
(sign here)
Mark Hoglund, CFO
(print name/title)
By:
tad--
(sign here)
day of August , 2020.
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
Matt Hall, President
for Barbara Engleson, Secretary
By:
Jon Hughes, Vice President
(print name/title)
If required by CMWD, 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:
CELIA A. BREWER, General Counsel
BY:
Assis ant General Counsel
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed vertical construction management and inspection services in
accordance with the city's Request for Qualifications (RFQ20-1030CMI) with Fee Proposal dated
June 12, 2020. The agreed upon billing rates for services outlined in said proposal are attached
hereto.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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Exhibit "A" (continued)
REQ20-1030CMI
EXHIBIT B - SAMPLE MASTER AGREEMENT RATE SCHEDULE
Prices valid through Term of Agreement
5:1=dijimb
NAME TITLE HOURLY RATE
1. Roger Torriero Principal-in-Charge $240.00
2. Jon Hughes, CCM, DBIA Project Executive $210.00
3. Lance Solomon, CCM Sr. PMCM Manager $190.00
4. Tom Ottenstein, DBIA Sr. PMCM Manager $190.00
5. Tim Shaw, RLA Sr. PMCM Manager $190.00
6. Robert Echavarria Sr. PMCM Manager $190.00
7. Robert Godfrey, CCM Sr. PMCM Manager $190.00
8. Sally Armanious, CCM Sr. PMCM Manager $190.00
9. Dustin Alamo, CCM, LEED AP Pre-Construction Manager $190.00
10. Sarah Brunzell Assistant Construction Manager $175.00
11. Cody Roth Assistant Construction Manager $175.00
12. Kelly Chen Sr. Program Analyst $175.00
13. Ryan Craven, CPE Cost Estimator $160.00
14. Susan Harden, LEED AP Public Outreach Facilitator $160.00
* All rates include mileage, equipment, cell phones, laptops, insurance and vehicle charges
SUB-CONSULTANTS
TITLE HOURLY RATE NAME/FIRM
1. N/A
2.
3.
9.
10.
*IF needed, all sub-consultants will be billed at cost with no mark up
EXPENSES
DESCRIPTION COST % MARKUP
1. Insurance $8/$1,000 0%
2. Misc. Office Supplies At Cost 0%
3. Submittal Exchange .25%41,000 of Construction Cost 0%
4.
5.
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS-NEEDED VERTICAL
CONSTRUCTION MANAGEMENT AND INSPECTION
KITCHELUCEM, INC.
THIS AGREEMENT is made and entered into as of the 18th day of August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and KITCHELL/CEM, INC., a California
corporation, hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of a firm that is experienced in
construction management and inspection for vertical projects.
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 as-needed vertical construction management & inspection.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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
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the Executive Manager (or designee) or General Manager of CMWD as authorized by the
Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Eight
Hundred Thousand Dollars ($800,000) per Agreement year. If CMWD extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
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Agreement will be delivered at once to CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name Kevin Pokrywa
Contract Administrator Title Project Manager
Public Works Address 2450 Venture Oaks Way, Suite
500
CITY OF CARLSBAD
1635 Faraday Avenue Phone
Sacramento, CA 95833
619-895-9031
Carlsbad, CA 92008 Email kpokrywa@kitchell.com
760-602-2735
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 E No LI
17. 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.
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 CMWD will reduce such questions, and
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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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
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23. JURISDICTIONS 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 CMWD 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 CMWD, 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.
III
II/
III
III
III
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II/
/II
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26. 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 17th day of August , 2020.
CONTRACTOR
KITCHELL/CEM, INC., a California
corporation
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
By: By:
15Vweiptoan..
(sign here) Matt Hall, President
By:
Michael Bruggeman,
Assistant Secretary
(print name/title)
We-yid? Colse,n.
(sign here) for Barbara Engleson, Secretary
Wendy Cohen, President
(print name/title)
If required by CMWD, 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:
CELIA A. BREWER, General Counsel
BY: ILL
Assistant General Counsel
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed vertical construction management and inspection services in
accordance with the city's Request for Qualifications (RFQ20-1030CMI) with Fee Proposal dated
June 12, 2020. The agreed upon billing rates for services outlined in said proposal are attached
hereto.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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Fee Schedule
PSA21-1222CMI
Exhibit "A" (continued)
The hourly rates below are fully burdened with employee benefits, statutory requirements, mileage
and travel within San Diego County, equipment, cell phones, laptops, insurance, vehicle charges, and
overhead and profit. These rates are applicable to services requested on an individualized hourly
billing basis. Our fees for comprehensive services take advantage of savings such as resource
allocations and economies of scale, which can result in improved hourly rate calculations.
Hourly Rate
Senior Construction Manager/Inspector $158
Construction Manager/Inspector $140
Project Engineer $115
Support Services $140
Subconsultant Hourly Rate
Acrostic: Senior Construction Manager/Inspector $158
Reimbursable Expenses
Reimbursable expenses are billed at actual cost plus 5% markup. Reimbursable costs vary from project
to project, and will only be incurred when specifically requested by the City of Carlsbad. Following are
categories of possible reimbursable expenses.
Construction Trailer and equipment, if required
Postal and delivery services
Document reproduction
Plans, prints, photographs
Travel outside of San Diego County
Expenses Rate Markup
Mileage Current Federal Rate 5%
Reproduction Cost 5%
KITCHELL RFQ 20-10 OCMI I MASTER AGREEMENT CONSULTANT SERVICES I PAGE F-1
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS-NEEDED VERTICAL
CONSTRUCTION MANAGEMENT AND INSPECTION
ANSER ADVISORY MANAGEMENT, LLC
THIS AGREEMENT is made and entered into as of the 18th day of August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and ANSER ADVISORY MANAGEMENT, LLC, a
California limited liability company, hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of a firm that is experienced in
construction management and inspection for vertical projects.
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 as-needed vertical construction management & inspection.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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
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the Executive Manager (or designee) or General Manager of CMWD as authorized by the
Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Eight
Hundred Thousand Dollars ($800,000) per Agreement year. If the City extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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
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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD'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.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. 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 CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
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15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name Stephen Mutch
Contract Administrator Title Project Manager
Public Works Address 3111 Camino Del Rio North, Suite
340
CITY OF CARLSBAD
1635 Faraday Avenue Phone
San Diego, CA 92108
714-209-7671
Carlsbad, CA 92008 Email stephen.mutch@anseradvisory.com
760-602-2735
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 [Z] No 11]
17. 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.
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 CMWD 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
Executive Manager. The Executive 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
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the Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
23. JURISDICTIONS 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.
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24. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon CMWD 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 CMWD, 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.
III
II/
/I/
III
/II
III
///
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26. 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 17th day of
CONTRACTOR
ANSER ADVISORY MANAGEMENT,
LLC, a California limited liability
company
August , 2020.
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
By:
f41, loyaretta
By:
(sign here) Matt Hall, President
Ed Imparato, CFO
(print name/title) ATTEST:
By:
S-tattir Vetaitc,
(sign here)
Sudhir Damle, President
for Barbara Engleson, Secretary
(print name/title)
If required by a/1WD, 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:
CELIA A. BREWER, General Counsel
BY:
Assistant General Counsel
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed vertical construction management and inspection services in
accordance with the city's Request for Qualifications (RFQ20-1030CMI) with Fee Proposal dated
June 12, 2020. The agreed upon billing rates for services outlined in said proposal are attached
hereto.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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EXhibit "A" (continued)
Fee Schedule
The table below includes a fee schedule for each discipline that indicates the title and hourly billing rates for each
team member. Revised Fee's for CM & Sr. Inspector to include mileage.
Role/Job Category Team Member Hourly Rate
Principal-in-Charge
Project Executive
Senior Project Engineer
Senior Construction Manager
Construction Manager
Project Engineer
Office Engineer
Senior Inspector
Paul Buckley
Stephen Mutch
Dennis Phinney
Chris Heidel,Tony Gatoff
Duygu Ustun
Marina Young-Meyers
Nagi Abdelsayed, Daniel Stewart,
Aaron Greene, Mike Villamil
$248
$221
$182
$182 /$190 (w/mileage)
$177
$160
$145
$130 / $138 (w/mileage)
Reimbursable Expenses
Mileage Federal IRS Rate
The hourly rates for staff members include cell phones, lap top computers, insurance
and PPE. The rates shall remain fixed for the three (3) year term, if the City elects to
extend the Agreement, the Costs of services will be increased a maximum of 2%, if
agreed by both parties.
The Mileage reimbursement rate for Construction Staff will be set annually in
accordance with the rate allowed by the IRS and will include any vehicle
expenses/charges.
Markup of any sub-consultants will not exceed 10% as stated in the RFP.
As of 7-13-2020, Anser has provided hourly rates inclusive of mileage for the
Construction Manager (CM) and Sr. Inspector rates as requested by City of Carlsbad)
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS NEEDED MATERIALS TESTING SERVICES
ATLAS TECHNICAL CONSULTANTS, LLC
THIS AGREEMENT is made and entered into as of the 18th day of August 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and ATLAS TECHNICAL CONSULTANTS, LLC, a
Delaware limited liability company, hereinafter referred to as "Contractor."
RECITALS
A. City requires the professional services of an engineering firm that is experienced
in materials testing.
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 as needed materials testing services.
D. In November 2018 SCST, Inc. reorganized to SCST, LLC as a wholly owned
subsidiary of Atlas Technical Consultants LLC ("Atlas").
E. Effective May 5, 2020, SCST, LLC was converted to Atlas Engineering West, Inc.
a wholly owned subsidiary of Atlas Technical Consultants, LLC, in anticipation of merging
into Atlas Technical Consultants LLC at a later date.
F. Also on May 5, 2020, the City published notice of RFQ20-1030CMI, to which
Contractor responded as "Atlas Technical Consultants LLC."
G. Contractor has submitted a proposal to City under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
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4. PROGRESS AND 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 CMWD 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 Executive Manager (or designee) or General Manager of CMWD as authorized by the
Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Six
Hundred Thousand Dollars ($600,000) per Agreement year. If the City extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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
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directly employed by Contractor. Nothing contained in this Agreement will create any contractual
relationship between any subcontractor of Contractor and CMWD. 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 CMWD.
8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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.
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10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's
work for CMWD). $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 CMWD'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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the city.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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
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work, 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 CMWD. 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 CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name Thomas Higginbotham
Contract Administrator Title Project Manager
Public Works Address 6280 Riverdale Street
CITY OF CARLSBAD
1635 Faraday Avenue Phone
San Diego, CA 92120
619-528-4763
Carlsbad, CA 92008 Email higgy@oneatlas.com
760-602-2735
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 Z No LII
17. 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.
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.
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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 CMWD 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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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
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information. If CMWD 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.
23. JURISDICTIONS 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 CMWD 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 CMWD, 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.
III
/I/
III
III
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for Barbara Engleson, Secretary
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26. 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 17th day of August , 2020.
CONTRACTOR
ATLAS TECHNICAL CONSULTANTS,
LLC, a Delaware limited liability
company
By:
Platir cliatkiottX
(sign here)
Phillip Schneider,
Western Region Manager
(print name/title)
By:
itttkrtitOtxStt, gown!
(sign here)
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
By: czy—/Izir
Matt Hall, President
Mehrnoush Yavary, Branch Manager
(print name/title)
If required by CMWD, 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:
CELIA A. BREWER, General Counsel
BY:
Assistant General Counsel
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed materials testing services in accordance with the city's
Request for Qualifications (RFQ20-1030CMI) with Fee Proposal dated June 12, 2020. The agreed
upon billing rates for services outlined in said proposal are attached hereto. For field services, the
client will be charged for the hours actually worked in 2, 4, 6 and 8 hour increments.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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MASTER AGREEMENT RATE SCHEDULE
City of Carlsbad
RFQ20-1030CMI
PSA21-1215CMI
Exhibit "A" (continued)
PROFESSIONAL STAFF TITLE PREVAILING WAGE CLASSIFICATION HOURLY RATE
Thomas Canady Senior Professional N/A $160
Thomas Higginbotham Project Manager N/A $130
Ron Baudour Field Supervisor/CMT N/A $115
Dan Ferguson Field Supervisor/Soils N/A $115
Darren Hicks Laboratory Technician N/A $72
Rocco Brunetti Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Sam Carbajal Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Andy Molina Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Gary Pitonyak Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Edwin Rosete Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Joey Urette Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Brad Chitwood Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Mike Flowers Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Ismael Gonzalez Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Roger Jimenez Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Tony Stewart Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Raul Tena Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Adam Thomas Field Technician Group 1 (Geotechnical, Concrete Sampling $100
Nate Bachour Special Inspector Group 2 (Special Inspection) $104
Dan Broyles Special Inspector Group 2 (Special Inspection) $104
Rocco Brunetti Special Inspector Group 2 (Special Inspection) $104
Sam Carbajal Special Inspector Group 2 (Special Inspection) $104
Andy Molina Special Inspector Group 2 (Special Inspection) $104
Duc Nguyen Special Inspector Group 2 (Special Inspection) $104
Gary Pitonyak Special Inspector Group 2 (Special Inspection) $104
Edwin Rosete Special Inspector Group 2 (Special Inspection) $104
Joey Urette Special Inspector Group 2 (Special Inspection) $104
Dan Broyles Special Inspector Group 3 (NDT Testing) $107
Duc Nguyen Special Inspector Group 3 (NDT Testing) $107
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Exhibit "A" (continued)
SCHEDULE OF FEES
California Prevailing Wage
Effective July 1, 2019
PROFESSIONAL SERVICES
Professional (Engineering, Geology, Environmental)
Principal Professional $180
Senior Professional 160
Project Professional 140
Staff Professional 115
Drafter 87
Field Services (Geotechnical, Inspection)
Field Supervisor $115
LA Certified Grading Inspector 120
Off Site Inspector 65
Laboratory Technician 72
Group 1 (Geotechnical, Concrete Sampling) 100*
Group 2 (Special Inspection) 102*
Group 3 (NDT Testing) 107*
Coring 162
Field Services (Utility/Rebar Locating)
Hourly Rate (A Mob/Demob charge of $300 applies to projects billed on hourly rates) $215
Full Day 1,950
Letter Report 300
Map (per day of field work) 350
Field Services (Geophysical Studies: UST, Landfill, Well, Void, UXO, Groundwater)
Ground Penetrating Radar, Electromagnetics, Magnetics
Full Day $2,350
Hourly Rate (A Mob/Demob charge of $325 applies to projects billed on hourly rates.) 265
Seismic (Refraction, MASW, Downhole/Crosshole), Resistivity (Sting, Standard, Wenner 4-Pin)
Full Day $3,000
Hourly Rate (A Mob/Demob charge of $550 applies to projects billed on hourly rates.) 325
Seismic ReMi
One Line $1,500
Each Additional Line 300
For Pavement/Requires Drilling 300
Project Management
Senior Project Manager $158
Project Manager 130
Administrative Assistant 67
Travel and Miscellaneous
Pick Up $55/hr
Travel Time Hourly Rate (or $125/hr beyond 2 hours from San Diego for Geophysical Crews)
Per Diem (variable, depending on location) Quote
Prevailing Wage Hourly Surcharge for Technicians and Inspectors per California Labor Code §720,et. Seq Quote
Overtime and Saturday Rate 1.5 x Regular Hourly Rate
Sunday and Nationally Recognized Holiday Rate (including the day after Thanksgiving) 2 x Regular Hourly Rate
Rush Surcharge Normal Rate plus 50%
Specialty Equipment Surcharge Quote
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Exhibit "A" (continued)
LABORATORY TESTS
Soil and Aggregate
California Bearing Ratio (ASTM D854) $418
California Impact (Cal 216) 206
Chloride Ion Testing (Cal 422) 150
Clay Lumps in Aggregate (ASTM C142) 150
Cleanness Value (Cal 227) 200
Consolidation (ASTM D2435) 200
Corrosivity Testing (Soluble Chlorides and Sulfates, pH and Resistivity) 187
Crushed Particles (Cal 205, ASTM D693) 150
Direct Shear (ASTM D3080) 260
Durability Factor (Cal 229, ASTM D3744) 97
Durability Index (Cal 229, ASTM D3744) 224
Expansion Index (ASTM D4289) 177
Fine Aggregate Angularity (AASHTO T304) 200
Fineness Modulus (ASTM C136) 24
Flat & Elongated Pieces (ASTM D4791) 175
Light Weight Pieces (ASTM C123) 175
Liquid Limit (Cal 204, ASTM D4318) 75
Los Angeles Abrasion - 1 1/2" and smaller (Cal 211, ASTM C131) 224
Maximum Density Check Point (ASTM D698/D1557) 88
Maximum Density/Optimum Moisture — 4" (ASTM D698, D1557) 200
Maximum Density/Optimum Moisture —6" (ASTM D698, D1557) 220
Minimum Density (ASTM D1556) 74
Moisture Content (Cal 226, ASTM C566, ASTM D2216) 35
Natural Density - Chunk Sample (ASTM D2937) 41
Natural Moisture/Density Ring or Core Sample (ASTM D2937) 35
Organic Impurities (Cal 213, ASTM C40) 90
Organic Matter (ASTM D2974) 75
Percent Finer than #200 (ASTM C117, ASTM D1140) 70
Permeability Remold Sample (ASTM D2434) 200
Permeability Remold Sample (ASTM D5084) Quote
Permeability Undisturbed Sample (ASTM D5084) Quote
Petrographic Analysis (Cal 215, ASTM C295) Quote
pH & Resistivity (Cal 643, ASTM G51) 126
Plasticity Index (Cal 204, ASTM 4318) 127
Potential Reactivity (ASTM C289) 220
Residual Shear (ASTM D6467) 442
Rock Correction (ASTM D4718) 26
R-Value (Cal 301, ASTM D2844) 276
Sand Castle Test (USAGE) 195
Sand Equivalent (Cal 217, ASTM D2419) 88
Sieve Analysis (ASTM C136, ASTM D6913, Cal 202) 110
Sieve Analysis with Hydrometer (Cal 203, ASTM D422) 200
Soil Cement Compression Strength (Cal 312, ASTM D1633) 50
Soil Cement Cylinder Fabrication (Cal 312, ASTM D1632) 100
Soluble Chlorides (Cal 422) 62
Soluble Sulfate (Cal 417) 62
Soundness 5 Cycles (Cal 214, ASTM C88) 375
Specific Gravity Coarse Aggregate (Cal 206, ASTM C127) 115
Specific Gravity Fine Aggregate (Cal 207, ASTM C128) 115
Triaxial Shear Consolidated - Undrained (ASTM D4767) Quote
Triaxial Shear Unconsolidated - Undrained (ASTM D2850) Quote
Triaxial Staged Consolidated - Undrained (ASTM D4767) Quote
Triaxial Staged Unconsolidated - Undrained (ASTM D2850) Quote
Unconfined Compression (ASTM D2166) 162
Unit Weight Aggregate (Cal 212, ASTM C29) 80
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Exhibit "A" (continued)
Asphalt Concrete
Asphalt Core Specific Gravity (Cal 308, ASTM D2726 $58
Asphalt Core Specific Gravity Waxed (Cal 308, ASTM D1188) 74
Emulsion Content (CTM 382) 178
Film Stripping (Cal 302) Quote
Gyratory Compacted Maximum Specific Gravity (AASHTO T312) 350
Hamburg Wheel - Plant Produced HMA (AASHTO T324/Cal-Trans Section 39) 900
Hveem - Maximum Bulk Specific Gravity (Cal 308) 300
Hveem & Stabilometer Value (Cal 366) 400
Ignition Oven Correction Factor (AASHTO T308) 250
Ignition Oven Degradation Factor (AASHTO T308) 250
Marshall Density, Stability & Flow (ASTM D6927) 400
Marshall Density (ASTM D6926) 300
Moisture Content of Asphalt Mixtures Using Microwave (Cal 370) 50
Moisture Vapor Susceptibility (Cal 307) Quote
Optimum Bitumen Content (AASHTO R35/Cal 367) 3,100
Percent Bitumen Asphaltic Concrete (Cal 382, ASTM D6307) 180
Residue by Evaporation (Cal 331) 178
Rice - Maximum Theoretical Specific Gravity AC (Cal 309, ASTM D2041) 133
Sieve Analysis - Extracted Aggregate (Cal 382, ASTM D5444) 90
Stability and Flow (ASTM D1559) 350
Stabilometer Value (Cal 366) 350
RAP Testing - Fractionated (ASTM D2172/AASHTO T308/Cal-Trans Section 39 Quote
RAP Testing - Not Fractionated (ASTM D2172/AASHTO 1308/Cal-Trans Section 39) Quote
Tensile Strength Ratio - Plant Produced HMA (AASHTO T283) 900
Wet Track Abrasion (ASTM D3910) 185
Concrete
2X2 Cube Compression $27
Concrete Core Compression (ASTM C42) 59
Concrete Cylinder Compression (Cal 521, ASTM C39) 27
Flex Beam Modulus of Rupture (Cal 523, ASTM C78) 74
Modulus of Elasticity (Cal 522, ASTM C469) 261
Shotcrete Mockup Panel (ASTM C1140) 1,040
Shotcrete Panel, 3 Cores - Compression (CBC) 290
Shrinkage - Hardened Concrete (ASTM C157 - Modified) 371
Split Tensile, Concrete Cylinder (ASTM C496) 74
Time of Set (ASTM C403) 200
Trial Batch Fabrication (ASTM C192) 298
Unit Weight, Hardened Concrete (ASTM C642) 45
Unit Weight, Lightweight Concrete (ASTM C567) 59
Masonry
Absorption Block (ASTM C140) $115
Compression Adobe 155
Compression Block, Standard (ASTM C140) 150
Compression, Brick (ASTM C67) 115
Efflorescence Block 175
Efflorescence, Brick (ASTM C67) 175
Grout Prism Compression (ASTM C1019) 27
Masonry Core Compression (ASTM C42) 51
Masonry Core Shear (CBC 2105A.4) 95
Masonry Prism Compression (ASTM E447) 150
Mortar Bond Strength - Pull Test (ASTM C482) 62
Mortar Cylinder Compression 27
Mortar Shear Strength (ANSI 118) 53
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Exhibit "A" (continued)
Masonry - Continued
Relative Mortar Strength (Cal 515) $850
Shrinkage - Masonry Block (ASTM C426) 250
Trial Grout Prisms (ASTM C942) 38
Water Retention and Air Content (ASTM C270) 470
Metal
Bolt Assembly - Hardness Test $74
Bolt Assembly - Tensile & Proof Load Test 125
Modulus of Elasticity (Steel) 146
Post-Tension Tendon Tensile Testing 185
Tensile Strength & Bend Test, Reinforcing Steel (ASTM A615/A706) 125
Tensile Strength #14 - #18 Bar (ASTM A615) Quote
Tensile Strength - Mechanical Splices #9 and Smaller (Cal 670) Quote
Tensile Strength - Mechanical Splices #10 to #14 (Cal 670) Quote
Tensile Strength - Mechanical Splices #18 (Cal 670) Quote
Tensile Strength and Bend Test, Structural Steel (ASTM A370) 180
Miscellaneous
Fire Proofing Density Test (ASTM E605) $69
Fiber Reinforced Polymer, Tensile (ASTM D3039) 520
Material Preparation 70/hr
Relative Humidity Test (ASTM F2170) 80/kit
Concrete Vapor Emission Kits (ASTM F1869) 72/kit
Test Chamber and Water Spray Rack (ASTM E1105) 275/hour
Miscellaneous Charges Various
Default Expense Various
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS NEEDED MATERIALS TESTING SERVICES
LEIGHTON CONSULTING, INC.
THIS AGREEMENT is made and entered into as of the 18th day of
August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and LEIGHTON CONSULTING, INC., a California
corporation, hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of an engineering firm that is
experienced in materials testing services.
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 as needed materials testing services.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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 Executive Manager (or designee) or General Manager of CMWD as authorized by the
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Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Six
Hundred Thousand Dollars ($600,000) per Agreement year. If CMWD extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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-:VI I"; 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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
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Agreement will be delivered at once to CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authdrized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name William "Dave" Olson
Contract Administrator Title Project Manager
Public Works Address 17781 Cowan
CITY OF CARLSBAD
1635 Faraday Avenue Phone
Irvine, CA 92614
858-300-8491
Carlsbad, CA 92008 Email dolson@leightongroup.com
760-602-2735
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 Z No LI
17. 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.
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 CMWD will reduce such questions, and
their respective views, to writing. A copy of such documented dispute will be forwarded to both
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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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
23. JURISDICTIONS AND VENUE
Any action at law or in equity brought by either of the parties for the purpose of enforcing a right
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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 CMWD 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 CMWD, 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.
11/
III
III
///
III
III
III
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CELIA A. BREWER, General Counsel
BY:
ssist t General Counsel
By:
(sign here)
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26. 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 31st day of August , 2020.
CONTRACTOR
LEIGHTON CONSULTING, INC., a
California corporation
By: 20"1.4 a. veax
(sign here)
Joseph Dean, Secretary
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
Matt Hall, President
By:
(print name/title) ATTEST:
7- Z72- Na4.,,Te
for Barbara EnglesoeSecretary
Thomas C. Benson, Jr., President / CEO
(print name/title)
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:
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed materials testing services in accordance with the city's
Request for Qualifications (RFQ20-1030CMI) with Fee Proposal dated June 12, 2020. The agreed
upon billing rates for services outlined in said proposal are attached hereto. For field services, the
client will be charged for the hours actually worked in 2, 4, 6 and 8 hour increments.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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11.9 CARLSBAD PROFESSIONAL FEE SCHEDULE
Leighton
CLASSIFICATION $/HR CLASSIFICATION $11-11R
Technician I 78 Project Administrator/Word Processor/Dispatcher 72
Technician Ill Special Inspector 89 Information Specialist 99
Senior Technician / Senior Special Inspector 99 CAD Operator 113
Prevailing Wage (field soils / materials tester) * 134 GIS Specialist 126
Prevailing Wage (Special Inspector) * 134 GIS Analyst 149
Prevailing Wage (Source Inspector, NOT and soil remediation O&M)* 139 Staff Engineer / Geologist / Scientist 105
System Operation & Maintenance (O&M) Specialist 129 Senior Staff Engineer / Geologist! Scientist / ASMR 120
Non Destructive Testing (NDT) 139 Operations / Laboratory Manager 162
Deputy Inspector 99 Project Engineer / Geologist / Scientist 167
Field / Laboratory Supervisor 132 Senior Project Engineer / Geologist / Scientist / SMR 185
Source Inspector 122 Associate 203
City of Los Angeles Deputy Building (including Grading) Inspector 140 Principal 221
* See Prevailing Wages in Terms and Conditions
GEOTECHNICAL LABORATORY TESTING
METHOD $1TEST METHOD 5/TEST
CLASSIFICATION & INDEX PROPERTIES
Photograph of sample
Moisture content (ASTM D2216)
10
20
California Bearing Ratio (CBR, ASTM 01883) —3 point
- 3 point
- 1 point
R-Value (AASHTO T190/ASTM D2844/CTM 301) untreated
500
185
310 Moisture & density (ASTM D2937) ring samples 30 soils/aggregates
Moisture & density (ASTM D2937) Shelby tube or cutting 40 R-Value (AASHTO T190/ASTM D2844/CTM 301) lime or cement 340
Atterberg limits (ASTM D4318) 3 points: 150 treated soils/aggregates
- Single point, non-plastic 85
- Atterberg limits (organic ASTM D2487 / D4318) 180 SOIL CHEMISTRY & CORROSIVITY
- Visual classification as non-plastic (ASTM D2488) 10 pH Method A (ASTM D4972 or CTM 643) 45
Particle size: Electrical resistivity — single point — as received moisture 45
- Sieve only 1Y2 inch to #200 (AASHTO T27/ASTM C136/ASTM D6913/CTM 2021 135 Minimum resistivity 3 moisture content points (ASTM G187/CTM 643) 90
- Large sieve 6 inch to #200 (AASHTO T27/ASTM C136/ASTM D6913/CTM 2021 175 pH + minimum resistivity (CTM 643) 130
- Hydrometer only (ASTM D7928) 110 Sulfate content - gravimetric (CTM 417 B Part 2) 70
- Sieve + hydrometer (3 inch sieve, ASTM 7928) 185 Sulfate content - by ion chromatograph (CTM 417 Part 2) 80
- Percent passing #200 sieve, wash only (ASTM D1140) 70 Sulfate screen (Hach®) 30
Specific gravity and absorption of fine aggregate (AASHTO 125 Chloride content (AASHTO T291/CTM 422) 70
T84/ASTM C128/ASTM D854/CTM 207) Chloride content — by ion chromatograph (AASHTO T291/CTM 422) 80
Specific gravity and absorption of coarse aggregate (AASHTO 100 Corrosion suite: minimum resistivity, sulfate, chloride, pH (CTM 643) 265
T85/ASTM C127/CTM 206) Organic matter content (ASTM D2974) 65
- Total porosity - on Shelby tube sample (calculated)
- Total porosity - on other sample (calculated)
165
155 SHEAR STRENGTH
Shrinkage limits (wax method, ASTM D4943) 126 Pocket penetrometer 15
Pinhole dispersion (ASTM D4647) 210 Direct shear (ASTM D3080, mod., 3 points):
Dispersive characteristics (double hydrometer ASTM D4221)
As-received moisture & density (chunk/carved samples)
90
60
Consolidated undrained - 0.05 inch/min (CU)
Consolidated drained - <0.05 inch/min (CD)
285
345
Sand Equivalent (SE, AASHTO T176/ASTM D2419/CTM 217) 105 Residual shear EM 1110-2-1906-IM (price per each additional pass after shear)
Remolding or hand trimming of specimens (3 points)
50
90
COMPACTION & PAVEMENT SUBGRADE TESTS Oriented or block hand trimming (per hour) 65
Standard Proctor compaction, (ASTM D698) 4 points: Single point shear 105
- 4 inch diameter mold (Methods A & B) 160 Torsional shear (ASTM D6467 / ASTM D7608) 820
- 6 inch diameter mold (Method C) 215 CONSOLIDATION & EXPANSION/SWELL TESTS Modified Proctor compaction (ASTM D1557) 4 points:
- 4 inch diameter mold (Methods A & B) 220 Consolidation (ASTM 02435): 195
- 6 inch diameter mold (Method C)
Check point (per point)
Relative compaction of untreated/treated soils/aggregates (CTM 216)
Relative density (0.1 ft mold, ASTM D4253, D4254)
245
65
250
235
Each additional time curve
Each additional load/unload w/o time reading
Expansion Index (El, ASTM D4829)
Swell/collapse — Method A (ASTM D4546-A, up to 10 load/unloads w/o time curves)
Single load swell/collapse - Method B (ASTM 04546-B, seat, load & inundate only)
45
40
130
290
105
www.leightongroup.com PAGE 1 of 4 Aug. 18, 2020 Item #4 Page 275 of 314
DocuSign Envelope ID: 2E600ACB-D57D-4494-A71A-3F85E99005FE
METHOD $/TEST
TRIAXIAL TESTS
Unconfined compression strength of cohesive soil 135
(with stress/strain plot, ASTM D2166)
Unconsolidated undrained triaxial compression test on cohesive soils 170
(UU, ASTM D2850, USACE Q test, per confining stress)
Consolidated undrained triaxial compression test for cohesive soils, 375
(CU, ASTM D4767, USACE R-bar test) with back pressure
saturation & pore water pressure measurement (per confining stress)
Consolidated drained triaxial compression test (CD, USACE S test),
with volume change measurement. Price per soil type below EM
1110-2-1906(X):
- Sand or silty sand soils (per confining stress) 375
- Silt or clayey sand soils (per confining stress) 500
- Clay soils (per confining stress) 705
- Three-stage triaxial (sand or silty sand soils) 655
- Three-stage triaxial (silt or clayey sand soils) 875
- Three-stage triaxial (clay soils) 1,235
Remolding of test specimens 65
PSA21-1216CMI
Exhibit "A" (continued)
Leighton I Fee Schedule
METHOD $fTEST
HYDRAULIC CONDUCTIVITY TESTS
Triaxial permeability in flexible-wall permeameter with backpressure 310
saturation at one effective stress
(EPA 9100/ASTM D5084, falling head Method C):
- Each additional effective stress 120
- Hand trimming of soil samples for horizontal K 60
Remolding of test specimens 65
Permeability of granular soils (ASTM D2434) 135
Soil suction (filter paper method, ASTM D5298) 400
SOIL-CEMENT
Moisture-density curve for soil-cement mixtures (ASTM D558) 240
Wet-dry durability of soil-cement mixtures (ASTM D559) ' 1,205
Compressive strength of molded soil-cement cylinder (ASTM D1633)' 60
Soil-cement remolded specimen (for shear strength, consolidation, etc.) ' 235
Compaction (ASTM D558 maximum density) should also be performed —
not included in above price
CONSTRUCTION MATERIALS LABORATORY TESTING
METHOD $/TEST
CONCRETE STRENGTH CHARACTERISTICS
METHOD $fTEST
AGGREGATE PROPERTIES
Concrete cylinders compression (ASTM C39) (6" x 12") 25 Bulk density and voids in aggregates (AASHTO T19/ASTM C29/ CTM 212) 50
Concrete cylinders compression (ASTM C39) (4" x 8") 22 Organic impurities in fine aggregate sand (AASHTO T21/ASTM C40/CTM 213) 60
Compression, concrete or masonry cores (testing only) inch (ASTM C42) 40 LA Rattler-smaller coarse aggregate <1.5" (AASHTO T96/ASTM C131/ 200
Trimming concrete cores (per core)
Flexural strength of concrete (simple beam-3rd pt. loading, ASTM C78/CTM 523)
20
85
CTM 211)
LA Rattler-larger coarse aggregate 1-3" (AASHTO T96/ASTM 0535/CTM 211) 250
Flexural strength of concrete (simple beam-center pt. loading, ASTM C293/CTM 523) 85 Apparent specific gravity of fine aggregate (MSHTO T84/ASTM C128/
CTM 208)
130
Non shrink grout cubes (2 inch, ASTM C109/C1107) 25 Clay lumps, friable particles (AASHTO 1112/ASTM C142) 175 Drying shrinkage - four readings, up to 90 days, 3 bars (ASTM 0157)
Length of concrete cores (CTM 531)
400
40 Durability Index (AASHTO T210/ASTM D3744/CTM 229)
Moisture content of aggregates by oven drying (MSHTO T255/
200
40
HOT MIX ASPHALT (HMA) ASTM C566/CTM 226)
Resistance of compacted HMA to moisture-induced damage
(AASHTO T283/CTM 371)
Hamburg Wheel, 4 briquettes (modified) (MSHTO T324)
Superpave gyratory compaction (AASHTO T312/ASTM D6925)
Extraction by ignition oven, percent asphalt (AASHTO T308/ASTM
D6307/CTM 382)
2,100
900
350
150
Uncompacted void content of fine aggregate (MsidTo 1304/
ASTM C1252/ CTM 234)
Percent of crushed particles (AASHTO T335/ASTM D5821/CTM 205)
Flat & elongated particles in coarse aggregate (ASTM D4791/CTM 235)
Cleanness value of coarse aggregate (CTM 227)
Soundness, magnesium (AASHTO T104/ASTM C88/CTM 214)
130
135
215
210
225
Ignition oven correction/correlation values (MSHTO T308/ASTM 1,350 Soundness, sodium (AASHTO 1104/ASTM C88/CTM 214) 650
D6307/CTM 382)
Extraction by centrifuge, percent asphalt (ASTM 02172)
Gradation of extracted aggregate (AASHTO T30/ASTM D5444/CTM 202)
Stabilometer, S-Value (ASTM 01560/CTM 366)
Bituminous mixture preparation (AASHTO R30/CTM 304)
150
135
265
80
MASONRY
Mortar cylinders (2" by 4", ASTM C780)
Grout prisms (3" by 6", ASTM C1019)
Masonry cores compression, 5_6" diameter (testing only, ASTM C42)
25
25
40
Moisture content of HMA (AASHTO T329/ASTM D6037/CTM 370)
Bulk specific gravity of compacted HMA, molded specimen or
60
50
Masonry core-shear, Title 24 (test only)
Veneer bond strength, cost for each (5 required, ASTM C482)
80
55
cores, uncoated (AASHTO T166/ASTM D2726/CTM 308) CMU compression to size 8" x 8" x 16" (3 required, ASTM C140) 45
Bulk specific gravity of compacted HMA, molded specimen or
cores, paraffin-coated (AASHTO T275/ASTM D1188/CTM 308)
55 CMU moisture content, absorption & unit weight (6 required, ASTM C140)
CMU linear drying shrinkage (ASTM C426)
40
175
Maximum density - Hveem (c-rm 308) 200 CMU grouted prisms (compression test 8" x 8" x 16", ASTM C1314) 180
Theoretical maximum density and specific gravity of HMA 130 CMU grouted prisms (compression test > 8" x 8" x 16", ASTM C1314) 250
(AASHTO 1209/ASTM D2041/CTM 309) BRICK
Thickness or height of compacted bituminous paving mixture
specimens (ASTM D3549)
40 Compression (cost for each, 5 required, ASTM C67) 40
Wet track abrasion of slurry seal (ASTM D3910) 150
Rubberized asphalt (add to above rates) + 25%
www.leightongroup.com PAGE 2 of 4 Aug. 18, 2020 Item #4 Page 276 of 314
DocuSign Envelope ID: 2E600ACB-D570-4494-A71A-3F85E990C5FE PSA21-1216CMI
Exhibit "A" (continued)
Leighton I Fee Schedule
METHOD $/TEST METHOD VIEST
REINFORCING STEEL SPRAY APPLIED FIREPROOFING
Rebar tensile test up to s No. 10 bars (ASTM A370) 45 Unit weight (density, ASTM E605) 60
Rebar tensile test > No. 10 bars s No. 17 (ASTM A370)
Rebar bend test, up to s No. 10 bars (ASTM A370)
100
45 BEARING PADS/PLATES AND JOINT SEAL
Rebar bend test > No. 10 bars s No. 17 (ASTM A370) 150 Elastomeric bearing pads (Caltrans SS 51-3) 990
Epoxy coated rebar/dowel film thickness (coating) test (ASTM A775) 45 Elastomeric bearing pad with hardness and compression tests 1230
Epoxy coated rebar/dowel continuity (Holiday) test (ASTM A775) 65 (Caltrans SS 51-3)
Epoxy coated rebar flexibility/bend test, up to No. 11 (ASTM A775) 55 Type A Joint Seals (Caltrans SS 51-2) 1620
Tensile strength, 5-100,000 pounds axial load (ASTM A370) 45 Type B Joint Seals (Caltrans SS 51-2) 1530
Prestressing wire, tension (ASTM A416) 150 Bearing plates (A536) 720
Sample preparation (cutting) 50 STREET LIGHTS/SIGNALS
Resistance butt-welded hoops/bars, up to No. 10 (CTM 670) 180 100W HPS Lighting (Caltrans RSS 86) 1296
Post-tensioned bars (ASTM A772) 420
SAMPLE TRANSPORT $/TRIP
Pick-up & delivery (weekdays, per trip, <50 mile radius from Leighton office) 90
EQUIPMENT, SUPPLIES & MATERIALS
$1UNIT VUNIT
1/4 inch Grab plates 5 each Mileage (IRS Allowable) 0.58 mile
1/4 inch Tubing (bonded) 0.55 foot Moisture test kit (excludes labor to perform test, ASTM E1907) 60 test
1/4 inch Tubing (single) 0.35 foot Nuclear moisture and density gauge 88 day
3/8 inch Tubing, clear vinyl 0.55 foot Pachometer 25 day
4-Gas meter (RKI Eagle or similar)/GEM 2000 130 day Particulate Monitor 125 day
Air flow meter and purge pump (200 cc/min) 50 day pH/Conductivity/Temperature meter 55 day
Box of 24 soil drive-sample rings 120 box Photo-Ionization Detector (PID) 120 day
Brass sample tubes 10 each Pump, Typhoon 2 or 4 stage 50 day
Caution tape (1000-foot roll) 20 each QED bladder pump w/QED control box 160 day
Combination lock or padlock 11 each Quire fee — Phase I only 200 each
Compressed air tank and regulator 50 day Resistivity field meter & pins 50 day
Concrete coring machine (s6-inch-dia) 150 day Slip / threaded cap, 2-inch or 4-inch diameter, PVC Schedule ao 15 each
Consumables (gloves, rope, soap, tape, etc.) 35 day Slope inclinometer 200 day
Core sample boxes 11 each Soil sampling T-handle (Encore) 10 day
Crack monitor 25 each Soil sampling tripod 35 day
Cutoff saws, reciprocating, electric (SawzallO) 75 day Stainless steel bailer 40 day
Disposable bailers 12 each Submersible pump, 10 gpm, high powered Grundfos 2-inch 160 day
Disposable bladders 10 each with controller
Dissolved oxygen meter 45 day Submersible pump/transfer pump, 10-25 gpm 50 day
DOT 55-gallon containment drum with lid 65 drum Support service truck usage (well installation, etc.) 200 day
Double-ring infiltrometer 125 day Survey/fence stakes 8 each
Dual-stage interface probe 80 day Tedlar0 bags 18 each
Dynamic Cone Penetrometer 400 day Traffic cones (s25)/barricades (single lane) 50 day
Generator, portable gasoline fueled, 3,500 watts 90 day Turbidity meter 70 day
Global Positioning System/Laser Range Finder 80 day TyvekO suit (each) 18 each
Hand auger set 90 day Vapor sampling box 55 day
HDPE safety fence (sill° feet) 40 roll Vehicle usage (carrying equipment) 0 hour
Horiba U-51 water quality meter 135 day VelociCalc 35 day
Light tower (towable vertical mast) 150 day Visqueen (20 x 100 feet) 100 roll
Magnehelic gauge 15 day Water level indicator (electronic well sounder) <300 feet 60 day
Manometer 25 day deep well
ZIPLEVELO 15 day
Other specialized geotechnical and environmental testing & monitoring equipment are available, and priced per site
www.leightongroup.com PAGE 3 of 4
Aug. 18, 2020 Item #4 Page 277 of 314
DocuSign Envelope ID: 2E600ACB-D57D-4494-A71A-3F85E990C5FE PSA21-1216CMI
Exhibit "A" (continued)
Leighton Fee Schedule
TERMS & CONDITIONS
• Expiration: This fee schedule is effective through
the term of this agreement.
• Proposal Expiration: Proposals are valid for at least 30
days, subject to change after 30 days; unless otherwise
stated in the attached proposal.
• Prevailing Wages: Our fees for prevailing wage work
are based upon California prevailing wage laws and
wage determinations. Unless specifically indicated in our
proposal, costs for apprentice are not included. If we are
required to have an apprentice on your project, you will
be notified and additional fees will be charged.
• Overtime: Standard overtime rate is per California
Labor Law and is billed at 1.5 or 2 times their hourly
billing rate. Overtime rate for non-exempt field personnel
working on a Leighton observed holiday is billed at 2
times their hourly billing rate. Overtime rate for Prevailing
wage work is per the California Department of Industrial
Relations (DIR) determination and is multiplied at 1.5 to
2 times their hourly billing rate.
• Expert Witness Time: Expert witness deposition and
testimony will be charged at 2 times hourly rates listed on
the previous pages, with a minimum charge of four hours
per day.
▪ Minimum Field Hourly Charges: For Field Technicians,
Special Inspectors or any on-site (field) materials testing
services will be charged for worked hours in 2, 4, 6 and
8 hour increments.
• Outside Direct Costs: Heavy equipment, subcontractor
fees and expenses, project-specific permits and/or
licenses, project-specific supplemental insurance, travel,
subsistence, project-specific parking charges, shipping,
reproduction, and other reimbursable expenses will be
invoiced at cost plus 10%, unless billed directly to and
paid by client.
• Insurance & Limitation of Liability: These rates are
predicated on standard insurance coverage.
• Invoicing: Invoices are rendered monthly, payable upon
receipt in United States dollars.
• Client Disclosures: Client agrees to provide all
information in Client's possession about actual or
possible presence of buried utilities and hazardous
materials on the project site, prior to fieldwork, and
agrees to reimburse Leighton for all costs related to
unanticipated discovery of utilities and/or hazardous
materials. Client is also responsible for providing safe
and legal access to the project site for all Leighton field
personnel.
• Earth Material Samples: Quoted testing unit rates are
for soil and/or rock (earth) samples free of hazardous
materials. Additional costs will accrue beyond these
standard testing unit rates for handling, testing and/or
disposing of soil and/or rock containing hazardous
materials. Hazardous materials will be returned to the
site or the site owner's designated representative at
additional cost not included in listed unit rates. Standard
turn-around time for geotechnical-laboratory test results
is 10 working days. Samples will be stored for 2 months,
after which they will be discarded. Prior documented
notification is required if samples need to be stored for a
longer time. A monthly storage fee of $10 per bag and
$5 per sleeve or tube will be applied. Quoted unit rates
are only for earth materials sampled in the United States.
There may be additional cost for handling imported
samples.
• Construction Material Samples: After all designated
28-day breaks for a given sample set meet specified
compressive or other client-designated strength, all
"hold" cylinders or specimens will be automatically
disposed of, unless specified in writing prior to the 28-day
break. All other construction materials will be disposed
of after completion of testing and reporting
www.leightongroup.com PAGE 4 of 4
Aug. 18, 2020 Item #4 Page 278 of 314
IFMa NICKLAUS ENGINEERING, INC.
8(a) - DBE - WOSB SBE
DocuSign Envelope ID: 2E600ACB-D57D-4494-A71A-3F85E990C5FE PSA21-1216CMI
Exhibit "A" (continued)
• Civil • Survey • Architecture
• Environmental • Geotechnical
SCHEDULE B
Standard Rate Schedule
Division Description Rate/Hour
Civil Project Manager $165
Project Engineer- Senior $155
Project Engineer- Staff $130
Project Engineer- Junior $95
Engineering Technician $85
Civil Designer $110
CAD Technician $80
Resident Construction Engineer $155
Survey Survey Office Calculations $110
Survey Crew and Equipment $170
Architecture Project Manager $165
Project Architect- Senior $155
Project Architect- Staff $130
Architectural Designer $95
Architectural Technician $80
Environmental Certified Industrial Hygienist $165
Project Manager $165
Project Engineer- Senior $155
Project Engineer- Staff $130
Project Engineer- Junior $95
Geologist- Senior $155
Geologist- Staff $130
Geologist- Junior $95
Environmental Professional/Scientist $105
Environmental Technician $85
Geotechnical Project Manager $165
Lab Manager $105
Lab/Field Technician III $76
Lab/Field Technician II $60
Lab/Field Technician I $50
Drill Crew and Equipment $195
Inspections Inspector/Assessor- Senior $110
Inspector/Assessor- Junior $85
Construction Project Manager $165
Site Superintendent $110
Quality Control Manager/SSHO $110
Administration Contracts Manager $155
Office Manager $110
Administrative Assistant $60
Updated 2020 Aug. 18, 2020 Item #4 Page 279 of 314
DocuSign Envelope ID: 2E600ACB-D57D-4494-A71A-3F85E990C5FE PSA21-1216CMI
Exhibit "A" (continued)
Baja Exploration
— Fee Schedule
Service Unit Price
.. .. - . ,._ . ___ - c __
CME 75, minimum drill site charge, including mobilization, up to 4 hours $ 1,600.00
CME 75, minimum drill site charge, including mobilization, up to 4 hours, with prevailing wages $ 2,200.00
CME 95, minimum drill site charge, including mobilization, up to 4 hours $ 1,700.00
CME 95, minimum drill site charge, including mobilization, up to 4 hours, with prevailing wages $ 2,500.00 _
Day Rates
CME 75, day rate drill site charge, including mobilization, up to 8 hours $ 2,400.00
CME 75, day rate drill site charge, including mobilization, up to 8 hours, with prevailing wages $ 3,200.00
CME 95, day rate drill site charge, including mobilization, up to 8 hours $ 2,800.00
CME 95, day rate drill site charge, including mobilization, up to 8 hours, with prevailing wages $ 3,600.00
Limted Access Rig (LAR), day rate drill site charge, including mobilization, up to 8 hours $ 2,500.00
Limted Access Rig (LAR), day rate drill site charge, including mobilization, up to 8 hours, with PW $ 3,300.00
Mobilization Fees I
Mobilization to San Diego, Riverside and SB county sites (up to 1 hour from Escondido, CA) $ 500.00 ... _ Hollow Stem Auger (HSA) Drilling Footage Rates for Permitted or Non-permitted Soil Borings (SB)
HSA 0'-30 for SB's, including grout and surface restoration $ 35.00
HSA 31-50' for SB's, including grout and surface restoration $ 35.00
HSA 51-100' for SB's, including grout and surface restoration $ 50.00 . .
Geotechnical Drilling for permitted PVC Wells v-co.,r4
HSA 0'-30' for 2" MW, including casing, 15' of screen and all annular materials $ 50.00
HSA 0'-30' for 4" MW $ 60.00
HSA 31-50' for 2" MW $ 50.00
NSA 31-50' for 4" MW $ 60.00
NSA 51400' for 2" MW Call for quote
HSA 51-100' for 4" MW Call for quote
Brass Ring/SS for CA Modified (CANNISTER QTY) $ 3.00
Environmental SS Sample Liners-EACH $ 5.00
Surface Completions, in asphalt or soil (3 foot concrete pad) $ 600.00
Air Rotary Drilling or Coring Call for quote
Extra Personnel (3rd man) Hourly Rate (non-prevailing wage) $ 60.00
Air Rotary Drilling or Coring
Concrete Cutting or coring for up to 3 foot diameter Well Pads, up to 6" thick concrete, first hole $ 400.00
Additional holes or cuts $ 200.00
Well Destruction
2 inch PVC Call for quote
4 inch PVC Call for quote
Additional Vehicles
Support Truck (day rate) $ 250.00
Support Truck with Lift Gate (day rate) $ 500.00
Self Contained Decontamination Trailer (day rate) $ 450.00
Materials
Bag of Portland Cement $ 20.00
Bag of Bentonite Chips $ 20.00
Bag of Bentonite Grout $ 25.00
Bag of Concrete $ 12.00
Bag of Rapidset $ 25.00
Bucket of Aquaphalt $ 55.00
55 Gallon Drum $ 65.00
Phone - (760) 743-7678 • Fax - (760) 737-6044 • Email - dbhogan@bajadrilling.com • C57 License# 804318
6/8/2020
Aug. 18, 2020 Item #4 Page 280 of 314
DocuSign Envelope ID: 2E600ACB-D57D-4494-A71A-3F85E990C5FE PSA21-1216CMI
Exhibit "A" (continued) -s
Services Price List
Cut 'N Core, Inc. • 9194 Chesapeake Drive, San Diego, CA. 92123 • Phone: 858.560.6627 • Fax: 858.560.1841
Inc.
Service Type Description Hourly Rate Minimum Note
Flatsaw 44HP Gas Saw 1"-7" $145.00 2 Hours Portal to Portal
Flatsaw 60HP $208.00 2 Hours' Portal to Portal / Flatsaw Green Cutting $150.00 2 Hours' Portal to Portal
Flatsaw Loop Cutting $150.00 2 Hours' Portal to Portal
Flatsaw Electric Hi -Cycle $160.00 2 Hours Portal to Portal
Flatsaw Electric Saw (Bull) $178.00 2 Hours 1 Portal to Portal
Handsaw Electric Hi-Cycle $150.00 2 Hours' Portal to Portal
Handsaw Handsaw- Skillsaw 2.5" Deep $150.00 2 Hours Portal to Portal
Handsaw Handsaw- Gas Saw 4.5" $150.00 2 Hours 1 Portal to Portal
Handsaw Hand Held Core Drill $150.00 2 Hours Portal to Portal
Chainsaw Gas Powered Chainsaw $176.00 2 Hoursi Portal to Portal
Core Drill Core Drilling- 1"- 10" $150.00 1 2 Hours' Portal to Portal
Core Drill Core Drilling- 4 Speed 11"- 24" $190.00 2 Hours Portal to Portal i
Disposal Wastewater Disposal $73.00 Barrel'
Loader Skid Steer Loader $155.00 3 Hours! Breaker Skid Steer Hydraulic Breaker $168.00 2 Hours
Skid Steer Track Skid Steer $155.00 3 Hours
Mini Excavator 303 Mini, 303.5 Mini, 305 Mini Excavator $155.00 3 Hours
Backhoe CAT 430F, CAT 430E Backhoe $145.00 4 Hours
Backhoe w/ Breaker CAT 430F, CAT 430E Backhoe w/ Breaker $223.00 2 Hours
Compaction Wheel Shaker Head/Compaction Wheel $288.00 Per Day
Move On/Off Move-On/Move-Off Backhoe $195.00 Each Move On and Off
Truck Labor Truck and Tools $130.00 / 2 Hourst Portal to Portal
Compressor 1 Man Compressor w/ Air Tools $175.00 2 Hours
Compressor 2 Man Compressor w/ Air Tools $275.00 2 Hours
Laborer Laborer $105.00 2 Hours
Bobcat Bobcat w/ Grinder Attachment/ Sweeper $200.00 4 Hours
Move On/Off Move-On/Move-Off Bobcat w/ attachments $195.00 Each Move On and Off
Water Wagon Water Wagon Rental $250.00 Per Day
Delivery/Pickup Water Wagon Delivery and Pickup $130.00 Each Way Delivery and Pickup
Overtime Time and a Half $30.00 Per Hour!
Double Time Double Time $45.00 Per Houri
** Prices Effective July 1,2019
Aug. 18, 2020 Item #4 Page 281 of 314
DocuSign Envelope ID: 2E600ACB-D57D-4494-A71A-3F85E990C5FE
PSA21-1216CMI
%%eurofins
Exhibit "A" (continued)
Ca!science 2/28/2020
Parameter Method Matrix TAT (bus.
days)
Unit Price
($)
Volatile Organics by GC/MS EPA 8260B Soil/Aqueous 5 70
BTEX & Fuel Oxygenates by GC/MS EPA 8260B Soil/Aqueous 5 40
TPH by GC/FID Gasoline Range EPA 8015B Soil/Aqueous 5 25
TPH by GC/FID Diesel Range EPA 8015B Soil/Aqueous 5 37
TPH by GC/FID Motor Oil Range EPA 8015B Soil/Aqueous 5 35
TPH Carbon Chain C6 to C44 EPA 8015B Soil/Aqueous 5 45
TPH by GC/FID DRO & MOR (quantitated against Diesel
Standard) EPA 80158 Soil/Aqueous 5 38
Semivolatile Organics by GC/MS EPA 8270C Soil/Aqueous 10 135
Polynuclear Aromatic Hydrocarbons by HPLC EPA 8310 Soil/Aqueous 10 95
Polynuclear Aromatic Hydrocarbons by GC/MS SIM EPA 8270C-SIM Soil/Aqueous 10 90
Organochlorine Pesticides by GC EPA 8081A Soil/Aqueous 5 75
Organochlorine Herbicides by GC EPA 8151A Soil/Aqueous 10 195
Polychlorinated Biphenyls (PCBs) by GC/ECD EPA 8082 Soil/Aqueous 5 55
1,4-Dioxane by GC/MS-SIM ID EPA 8270C-SIM ID Soil/Aqueous 10 95
1,2,3-Trichloropropane (TCP) EPA 82608 Soil/Aqueous 5 80
1,2,3-Trichloropropane (TCP) EPA 524.2 SRL Aqueous 5 80
N-Nitrosodimethylamine (NDMA) EPA 1625CM Aqueous 10 125
N-Nitrosodimethylamine (NDMA) EPA 8270C SIM Soil/Aqueous 10 125
CCR Title 22 Metals by ICP EPA 6010/7000S Soil/Aqueous 5 70
CCR Title 22 Metals by ICP/MS EPA 6020/7000S Soil/Aqueous 5 70
Metals by ICP, each EPA 6010B Soil/Aqueous 5 15
Metals by ICP/MS, each EPA 6020 Soil/Aqueous 5 17
Chromium, Hexavalent by Colorimetric EPA 7196A Soil/Aqueous 5 40
Chromium, Hexavalent by IC EPA 7199 Soil/Aqueous 5 65
Chromium, Hexavalent by IC EPA 218.6 Soil/Aqueous 5 70
Mercury EPA 7470A/7471 Soil/Aqueous 5 22
Ferrous Iron SM 3500FeD Aqueous 5 35
Alkalinity (as CaCO3) SM 2320 B Aqueous 5 12
Anions by IC (CI,F,Br,NO2,NO3,PO4,SO4) each EPA 300.0 Aqueous 5 15
Anions Scan by IC (CI,F,Br,NO2,NO3,PO4,504) EPA 300.0 Aqueous 5 50
Bicarbonate Alkalinity SM 2320 B Aqueous 5 12
Biochemical Oxygen Demand (BOD) SM 5210 B Aqueous 5 50
Carbon Dioxide RSK 175 Aqueous 5 65
Carbonate Alkalinity SM 2320 B Aqueous 5 12
Chemical Oxygen Demand (COD) SM5220D Aqueous 5 25
Chlorine, Residual SM 4500 Cl F Aqueous 5 20
COD (Chemical Oxygen Demand) EPA 410.4 Aqueous 5 20
Conductivity SM 2510 B Aqueous 5 7
Dissolved Oxygen SM 4500 0 G Aqueous 5 75
Ethane, Ethene, & Methane RSK 175 Aqueous 5 75
Fluoride General EPA 300.0 Aqueous 5 15
Hardness, as CaCO3 SM 2340 C Aqueous 5 15
MBAS (Surfactants) SM 5540 C Aqueous 5 40
7440 Lincoln Way
Garden Grove CA 92814 www.EurofinsUS.com/Calscience 714 895-5494 Aug. 18, 2020 Item #4 Page 282 of 314
DocuSign Envelope ID: 2E600ACB-D57D-4494-A71A-3F85E990C5FE
PSA21-1216CMI
.eurofins
Exhibit "A" (continued)
Ca!science 2/28/2020
Nitrate Nitrogen EPA 300.0 Aqueous 5 15
Parameter Method Matrix TAT (bus.
days)
Unit Price
($)
Nitrate/Nitrite Nitrogen EPA 300.0 Aqueous 5 20
Nitrite Nitrogen EPA 300.0 Aqueous 5 15
Nitrogen, Ammonia EPA 350.2/350.3/SM 4500
B/C/F Aqueous 5 50
Nitrogen, Total Kjeldahl (TKN) SN 4500 N Org B Aqueous 5 50
Oil & Grease, Total (HEM.) EPA 1664A Aqueous 5 50
Percent Moisture ASTM D2216 Soil 5 12
Perchlorate EPA 314.0 Aqueous 5 35
Perchlorate EPA 314.0 Soil 5 60
Perchlorate EPA 6850/331.0 Soil/Aqueous 10 135
pH SM 4500 H+B/9045D Aqueous 5 7
Phosphate, ortho- SM 4500 P B/E Aqueous 5 25
Phosphate, ortho- EPA 365.1 Aqueous 5 45
Phosphate, Total SM 4500 P B/E Aqueous 5 25
Phosphate, Total EPA 365.1 Aqueous 5 30
Salinity SM 2520B Aqueous 5 30
Sieve Analysis ASTM D422 Soil 5 75
Solids, Settleable SM 2540 F Aqueous 5 12
Solids, Total Dissolved SM 2540 C Aqueous 5 12
Solids, Total Suspended SM 2540 D Aqueous 5 12
Sulfate EPA 300.0 Aqueous 5 15
Sulfide SM 4500 S2 D Aqueous 5 20
Sulfide, Dissolved SM 4500 S2 D Aqueous 5 20
Sulfide, Reactive SW846 Ch.7 1 Soil/Aqueous 5 20
Sulfite SM 4500 503 Aqueous 5 35
Total Dissolved Solids (TDS) SM 2540 C Aqueous 5 12
Total Inorganic Carbon EPA 415.1/SM 5310 D Aqueous 5 40
Total Organic Carbon EPA 415.1/SM 5310 D Aqueous 5 30
Total Organic Carbon EPA 9060A Soil 5 70
Total Recoverable Petroleum Hydrocarbons by IR EPA 418.1 Soil/Aqueous 5 40
Turbidity SM 2130 B Aqueous 5 12
lgnitability EPA 1010 Soil/Aqueous 5 30
Corrosivity as pH EPA 9040/9045 Soil/Aqueous 5 7
Reactive Sulfides/Cyanides EPA SW-846 Soil/Aqueous 5 25
TCLP Extraction-Zero Headspace Extraction EPA 1311 Soil/Aqueous 5 90
TCLP Extraction EPA 1311 Soil/Aqueous 5 30
STLC Extraction CCR Title 22 Soil/Aqueous 5 30
Parameter Method Matrix TAT (bus.
Unit Price
($) days)
7440 Lincoln Way
Garden Grove CA 92814 www.EurofinsUS.com/Calscience 714 895-5494 Aug. 18, 2020 Item #4 Page 283 of 314
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PSA21-1216CMI
eurofins
Exhibit "A" (continued)
Calscience 2/28/2020
Toxic Organic Compounds by GC/MS SCAN EPA TO-15 - SCAN Air 5 125
Toxic Organic Compounds by GC/MS SIM EPA 10-15 - SIM
Air 10 175
TPH as Gasoline EPA 10-3 Air 10 50
Fixed Gases Inorganics Includes: Oxygen, Nitrogen, Carbon
Monoxide, & Carbon Dioxide. ASTM D1946 Air 5 75
Summa Canister Rental (One-liter or six-liter, batch certificatio) 30
Summa Canister Rental (SIM or Individual certification) 75
Flow Controller Rental (Soil gas, batch certification) 15
Flow Controller Rental (Indoor Air or Ambient Air, batch certification) 25
Flow Controller Rental (Indoor Air or Ambient Air, SIM certification) 50
Tedlar bags, one liter (purchase) 25
EnCore sampler (price is for each sampler, need 3 for any VOC test, 5 if VOCs + TPHg) 8
5035 Prep Fee for samples submitted in EnCore samplers 10
5035 Field Sampling Kit for VOCs (3 vials) 14
5035 Field Sampling Kit for VOCs (5 vials) 25
Notes:
Discount from Standard Fee Schedule (for methods not listed above): 20%
Rush surcharges: 24-hrs 100% (2.0 multiplier), 48-hrs 50% (1.5 multiplier), 3 days 25% (1.25 multiplier), 4 days 15% (1.15 multiplier
Surcharge for Data Packages: Level III +10%, Level IV +15%
requested, is 15 working days
Project Specific Quotes Available
7440 Lincoln Way
Garden Grove CA 92814 www.EurofinsUS.com/Calscience 714 895-5494 Aug. 18, 2020 Item #4 Page 284 of 314
DocuSign Envelope ID: 2E600ACB-D57D-4494-A71A-3F85E990C5FE PSA21-1216CMI
ExhilVontinued)
FEE SCHEDULE
KEHOE TESTING 8c ENGINEERING
CONE PENETRATION TESTING (CPT) SERVICES/PRICING (portal to portal*):
• CPT Soundings w/ CPT Rig, Direct Push, Limited or Track Rig
• CPT Soundings w/ CPT Rig, Direct Push, Limited or Track Rig (Overtime)
• CPT Soundings w/ CPT Rig, Direct Push, Limited or Track Rig (Double time)
• Minimum Call Out for CPT Soundings w/ CPT Rig, Direct Push, Limited or Track Rig (4 hrs or less)
CPT SERVICES/PRICING INCL. PREVAILING WAGE (portal to portal*):
• CPT Soundings w/ CPT Rig, Direct Push, Limited or Track Rig
• CPT Soundings w/ CPT Rig, Direct Push, Limited or Track Rig (Overtime)
• CPT Soundings w/ CPT Rig, Direct Push, Limited or Track Rig (Double time)
• Minimum Call Out for CPT Soundings w/ CPT Rig, Direct Push, Limited or Track Rig (4 hrs or less)
SOIL, GROUNDWATER, VAPOR SAMPLING SERVICES/PRICING (portal to portal*):
• Direct Push, Limited or Track Rig
• Direct Push, Limited or Track Rig (Overtime)
• Direct Push, Limited or Track Rig (Double time)
• Minimum Call Out for Direct Push, Limited or Track Rig (4 hrs or less)
SOIL, GROUNDWATER, VAPOR SAMPLING INCL. PREVAILING WAGE (portal to portal*):
• Direct Push, Limited or Track Rig
• Direct Push, Limited or Track Rig (Overtime)
• Direct Push, Limited or Track Rig (Double time)
• Minimum Call Out for Direct Push, Limited or Track Rig (4 hrs or less)
OTHER SERVICES/PRICING:
• Seismic Shear Wave Measurements w/ CPT Rig
• Pore Pressure Dissipation Testing w/ CPT Rig (no charge w/ daily rate)
• Pore Pressure Dissipation Testing w/ CPT Rig (no charge w/ daily rate, incl. Prevailing Wage)
• Concrete Coring (up to 8" thick)
• Per Diem/Two Man
• Cancellation Fee (less than 24 hrs notice given)
MATERIALS:
• Acetate Liners (1" dia x 2' length)
• Acetate Liners (1 %" dia x 4' length)
• PVC Blank (3/4" or 1" dia), Flush Threaded
• PVC Screen (3/4" or 1" dia), Flush Threaded
• PVC Caps
• Bentonite Granules / Portland Cement / Concrete / Sand / Asphalt Patch
• Bentonite Grout
• Waste Drum (55 gallon)
• Polyethylene Tubing for Groundwater (3/8" dia) & Vapor Sampling (1/4" dia)
• Nylon (NylaFlow) Tubing for Vapor Sampling (1/4" dia)
• Teflon Tubing for Vapor Sampling (1/4" dia)
• Vapor Valves
• Vapor Filter/Implant (1/4" Polypropolene)
• Disposable Steel Tips for Groundwater Sampling / Vapor Sampling
• Other Materials
280.00/hr
320.00/hr
360.00/hr
1,500.00/day
420.00/hr
480.00/hr
540.00/hr
2,000.00/day
180.00/hr
220.00/hr
260.00/hr
900.00/day
300.00/hr
360.00/hr
420.00/hr
1,300.00/day
30.00/ea
no charge
no charge
150.00/core
400.00/nt
300.00/ea
3.00/ea
4.50/ea
3.50/ft
4.00/ft
1.00/ea
15.00/ea
30.00/ea
50.00/ea
.25/ft
.75/ft
2.00/ft
3.25/ea
2.00/ea
10.00/ea
(cost + 15%)
" Portal to portal time includes travel time & loading/unloading equipment. It is also included in total hours estimated.
"" All unit prices are subject to change. Must call for an estimate based on a specific scope of work.
(Rev.02/11 /20-1)
5415 Industrial Drive " Huntington Beach, CA 92649-1518 * (714) 901-7270 ofc * (714) 901-7289 fax " vvww.kehoetesting.com
Aug. 18, 2020 Item #4 Page 285 of 314
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2020 Fee Schedule
(Geophysical/Utility Locating Services)
PSA21-1216CMI
Exhibit "A" (continued)
SubSurface Surveys & Associates, Inc.
2075 Corte Del Nogal, Suite W I Carlsbad, California 92011
Office: (760) 476-0492
Fax: (760) 476-0493
Description Billing Unit
Non-
Prevailing
Wagel
Prevailing
Wage'
Geophysical Services
Basic Geophysical Surveying* (Cost of Crew) Hourly $ 280.00 $ 325.00
Advanced Geophysical Surveying** (Cost of Crew) Hourly $ 325.00 $ 430.00
Vibration/Blast Monitoring (Cost of Crew) Hourly $ 120.00 $ 120.00
Rebar/Post-Tension Delineation (Cost of Crew) Hourly $ 210.00 $ 250.00
*Basic geophysical surveying includes: borehole clearance, utility locating, abandoned oil well and UST detection and locating, Ground Penetrating
Radar, Electro-Magnetic, Magnetic and VLF surveys, soil resistivity surveys using the Wenner four electrode array.
**Advanced geophysical surveying includes: seismic surveys (refraction and reflection, surface, down-hole, and cross-hole), Electrical Resistivity
Imaging Surveys using the STING.
Description Billing Unit Amount Amount
Mobilizations Within Service Area
Basic Geophysical Surveying4 Daily $ 280.00 $ 280.00
Advanced Geophysical Surveying4 Daily $ 400.00 $ 400.00
Blast/Vibration Monitoring/Rebar/PT Surveying4 Daily $ 240.00 $ 240.00
Mobilizations Outside Service Area (Driving)
Basic Geophysical Surveying4 Hourly $ 176.00 $ 175.00
Advanced Geophysical Surveying4 Hourly $ 225.00 $ 225.00
Blast/Vibration Monitoring/Rebar/PT Surveying4 Hourly $ 150.00 $ 150.00
Other Costs
Weekend, Nighttime2 Lump Sum 25% Increase 25% Increase
Overtime3 Lump Sum 25% Increase 25% Increase
Presite Visits Hourly $ 60.00 $ 60.00
Per Diem (Only charged for out of town projecgs) Night/person $140.00 $140.00
Seismic Tomography Processing Per Line $ 100.00 $ 100.00
Footnotes
'All costs are a turnkey rate, including a professional report with appropriate graphics
2Nighttime rates will be applied to all field hours and mobilization rates during the times of 6:00pm to 6:00am.
30vertime rates will be applied to all field hours in excess of 8 field hours worked in any one day.
4Mobilization to project sites located within 2 hours of Carlsbad, CA
Aug. 18, 2020 Item #4 Page 286 of 314
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
General Counsel Approved Version 6/12/18
Aug. 18, 2020 Item #4 Page 287 of 314
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PSA21-1219CMI
MASTER AGREEMENT FOR AS NEEDED MATERIALS TESTING SERVICES
TWINING, INC.
THIS AGREEMENT is made and entered into as of the 18th day of
August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and TWINING, INC., a California corporation,
hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of an engineering firm that is
experienced in materials testing services.
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 as needed materials testing services.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above,
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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 Executive Manager (or designee) or General Manager of CMWD as authorized by the
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Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Six
Hundred Thousand Dollars ($600,000) per Agreement year. If the City extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
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Agreement will be delivered at once to CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name Andrew Suarez
Contract Administrator Title Project Manager
Public Works Address 2883 East Spring Street
CITY OF CARLSBAD
1635 Faraday Avenue Phone
Long Beach, CA 90806
858-974-3750
Carlsbad, CA 92008 Email asuarez@twininginc.com
760-602-2735
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 Z No LI
17. 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.
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 CMWD will reduce such questions, and
their respective views, to writing. A copy of such documented dispute will be forwarded to both
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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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
23. JURISDICTIONS AND VENUE
Any action at law or in equity brought by either of the parties for the purpose of enforcing a right
6 General Counsel Approved Version 6/12/18
Aug. 18, 2020 Item #4 Page 293 of 314
DocuSign Envelope ID: C4AB74BC-1200-4210-6322-61772196D746
PSA21-1219CMI
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 CMWD 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 CMWD, 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.
///
///
///
///
/I/
III
III
///
///
7 General Counsel Approved Version 6/12/18
Aug. 18, 2020 Item #4 Page 294 of 314
DocuSign Envelope ID: C4AB74BC-1200-4210-B322-61772196D746
PSA21-1219CMI
26. 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 25th day of August , 2020.
CONTRACTOR
TVVINING, INC., a California corporation
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
By: By:
/GPI otto,tA,s
(sign here)
.17/7
Matt Hall, President
Amy Owens, Secretary
(print name/title)
By:
flag teri, At tkIitA jr -
(sign here) for Barbara Engleson, Secretary
Edward M. Twining, Jr., Chairman
(print name/title)
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:
CELIA A. BREWER, General Counsel
BY:
Assistant General Counsel
8 General Counsel Approved Version 6/12/18
Aug. 18, 2020 Item #4 Page 295 of 314
DocuSign Envelope ID: C4AB74BC-1200-4210-6322-61772196D746
PSA21-1219CMI
EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed materials testing services in accordance with the city's
Request for Qualifications (RFQ20-1030CMI) with Fee Proposal dated June 12, 2020. The agreed
upon billing rates for services outlined in said proposal are attached hereto. For field services, the
client will be charged for the hours actually worked in 2, 4, 6 and 8 hour increments.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
9 General Counsel Approved Version 6/12/18
Aug. 18, 2020 Item #4 Page 296 of 314
Equipment Usage (Daily Unless Otherwise Noted)
Skidmore
= Torque Wrench, Small
Torque Wrench, Large
Torque Multiplier
Air Meter
Brass Mold
Nuclear Gauge (Per Hour)
Pull Test Equipment
Concrete/Asphalt Coring Equipment
Pachometer
Floor Flatness (Dipstick)
Schmidt Hammer
Vapor Emission Test Kits
Relative Humidity Probe
UPV (Ultrasonic Pulse Velocity) Meter
Fireproofing Adhesion/Cohesion (Per Test)
A Scan Ultrasonic Equipment and Consumables
Magnetic Particle Equipment and Consumables
Liquid Penetrant Consumables
Phased Array Ultrasonic Equipment (Per Hour)
Ground Penetrating Radar
Impact Echo
Ultrasonic Tomography
Inertial Profiler (Per Hour)
Project Dedicated Vehicle
Roller Compacted Concrete Vibrating Hammer/Tempting Plate
Half-cell Potential Equipment Set
Concrete Electrical Resistivity Meter
Field Hardness (Steel)
Coating Thickness Gauge
Temperature Control Curing Box (Per Month)
Temperature Matching Curing Box (Per Month)
Specimen Pick-Up
Standard Sample: Concrete Cylinders (Each)
Standard Sample: Mortar/Grout Cubes and Cores,
Fireproofing, Rebar, and Epcpry Prisms (Each)
Oversize Sample: Masonry Prisms, Shotcrete Panels,
Flexural Beams (Each)
Technician for Specimen Pick-Up Not Listed Above
(Per Hour, 2-Hour Minimum)
Technician for Specimen Pick-Up Before 5:00 a.m.
or After 5:00 p.m. Monday thru Friday, or All Day Saturday
(Per Hour, 2-Hour Minimum Plus Mileage)
Jobsite Trailer, Mobile or On-site Laboratory
Mobile laboratory for rapid strength concrete
(per shift not exceeding 12 hours)
All others by quotation
Rate
$ 40.00
15.00
25.00
40.00
20.00
20.00
WAIVED
60.00
$ 250.00
55.00
45.00
20.00
30.00
60.00
5 350.00
35.00
75.00
40.00
$ 35.00
60.00
$ 300.00
350.00
$ 450.00
$ 260.00
$ 110.00
70.00
$ 350.00
5 160.00
$ 100.00
$ 100.00
$ 450.00
$ 520.00
Rate
WAIVED
WAIVED
50.00
95.00
$ 120.00
Rate
450.00
Rate
25.00
25.00
77.00
62.00
85.00
90.00
$ 240.00
$ 490.00
$ 450.00
Task
Code
95318
95309
95312
95315
95321
95324
95343
95333
95348
95327
95336
95330
95341
95342
95339
95351
95300
95303
95306
95307
95347
95345
95362
95349
95357
95364
95367
95368
95369
95370
95371
95372
Task
Code
20102
20101
20103/
20104
20107
20109
Task
Code
95360
Task
Code
20201
20202
20203
20205
20207
Concrete Tests (Field Made Specimens)
6" x 12" Cylinder: Compression Strength
(ASTM C39)
4" x 8" Cylinder Compression Strength
(ASTM C39)
Density of Structural Lightweight Concrete
Equilibrium or Oven Dry Method (ASTM C567)
Core Compression including Trimming (ASTM C42)
6"x 6"x 18" Flexural Beams Not Exceeding
Referenced Size (ASTM C78, C293 or CTM 523)
20209 Splitting Tensile Strength (ASTM C496)
20211 Modulus of Elasticity Test (ASTM C469)
80003 Rapid Chloride Permeability Test: Cylinders or
Cores (ASTM C1202)
80006 Density, Absorption, and Voids in Hardened
Concrete (ASTM C642)
DocuSign Envelope ID: C4AB74BC-1200-4210-B322-61772196D746
• • • •
"TWINING
PSA21-1219CMI
Exhibit "A" (continued)
Schedule of Fees
Personnel Rates: Per Hour Unless Otherwise Noted
Task
Code Engineering and Consulting Personnel Rate
10026 Senior Principal Advisor/Consultant 300.00
10001 Principal Engineer/Geologist 200.00
10017 Metallurgical Engineer 190.00
70000 Registered Geotechnical Engineer 195.00
10010 Technical Advisor 195.00
10011 Material Scientist, Welding/NDT Consultant 205.00
70003 Registered Geologist/Certified Engineering Geologist -$ 165.00
10003 Senior Engineer/Geologist 175.00
10009 Registered Civil Engineer $ 170.00
60003 Roofing/Waterproofing Consultant 195.00
10013 Project Engineer/Manager 135.00
30000 Quality Control Manager 155.00
10005 Senior Staff Engineer/Geologist 150.00
10007 Staff Engineer/Geologist 145.00
10015 Quality Control Administrator 135.00
10019 Metallurgical Technician 110.00
90001 CADD Operator/Draftsperson 97.00
70107 Field Supervisor 130.00
91030 Safety Supervisor 130.00
20000 Laboratory Manager 115.00
98000 Laboratory Technician 95.00
90005 Expert Witness Testimony 525.00
91010 Qualified SWPPP Developer 150.00
91000 Qualified SWPPP Practitioner 135.00
30001 Vibration Engineer 175.00
Task
Code Field Inspection Personnel Rate
10101 Concrete/Reinforced Steel Inspector 100.00
10103 Prestressed/Post Tensioned Inspector 100.00
10105 Concrete ICC Inspector 100.00
10109 Drilled-In-Anchor Inspector 100.00
10111 Gunite/Shotcrete Inspector 100.00
10113 Masonry Inspector -$ 100.00
10201 Structural Steel/Welding Inspector 100.00
10203 AWS Certified Welding Inspector 100.00
10207 Fireproofing Inspector 100.00
10501 Lead Inspector 110.00
10115 Firestop Special Inspector - IFC Premier 110.00
10117 Firestop Special Inspector- IQP 110.00
70109 L.A. Deputy Grading Inspector 120.00
75001 Asphalt Field and Plant Inspector/Technician 100.00
70103 Pile Driving Inspector 100.00
70101 Soils Technician 100.00
10107 Concrete Quality Control (ACl/Caltrans Technician) 100.00
10122 Wood Framing Inspector 100.00
60001 Rooting/Waterproofing Inspector 122.00
10515 Mechanical Inspector 140.00
10519 Electrical Inspector 140.00
10521 Plumbing Inspector 140.00
10523 Building Inspector 135.00
30002 Vibration Monitoring Technician 108.00
50003 Field Engineering Technician 120.00
Task
Code Shop Inspection Personnel Rate
10301 Structural Steel Fabrication Inspector $ 110.00
10309 Batch Plant Quality Control Technician/Inspector $ 110.00
10325 Glue-Laminated Fabrication Inspector Quotation
10328 Pre-Cast Concrete/Pipe Fabrication Inspector $ 116.00
Task
Code Non-Destructive Testing Personnel Rate
10401 NDE Ultrasonic Testing Technician $ 115.00
10403 NDE Magnetic Particle Testing Technician $ 115.00
10405 NDE Dye Penetrant Testing Technician $ 115.00
10305 Combination NDE Technician/Welding Inspector $ 115.00
10409 Radiographic Testing (crew of 2) $ 315.00
10020 NDE Engineer $ 180.00
1 Aug. 18, 2020 Item #4 Page 297 of 314
Physical and Chemical Analysis of Fly Ash
Chemical Analysis of Fly Ash per
Standard Requirements (ASTM C618)
Physical Testing of Fly Ash per Standard Requirements
(ASTM C618)
Partial Analysis or Specific Physical Tests
Chemical Analysis and Physical Testing of Fly Ash per
Standard Requirements (ASTM C1618)
Physical Testing of Chemical Admixtures for
Concrete
Qualification of Admixture per ASTM C494
Rate
650.00
$ 650.00
Quotation
$ 1,100.00
Rate
Quotation
Rate
$ 195.00
$ 195.00
$ 150.00
$ 550.00
$ 650.00
$ 3,200.00
$ 150.00
175.00
$ 175.00
$ 275.00
$ 175.00
$ 105.00
$ 195.00
$ 45.00
$ 245.00
$ 175.00
$ 245.00
$ 225.00
$ 195.00
210.00
$ 150.00
$ 190.00
$ 225.00
$ 195.00
$ 175.00
$ 65.00
$ 195.00
$ 25.00
$ 30.00
$ 40.00
$ 275.00
350.00
$ 90.00
Quotation
$ 525.00
$ 825.00
$ 875.00
$ 2,600.00
$ 2,800.00
Rate
$ 1,200.00
$ 650.00
$ 650.00
$ 650.00
Quotation
$ 2,400.00
$ 2,600.00 70399
Task
Rate Code
$ 800.00 80140
$ 450.00 80143
$ 500.00
80146
80147
Rate
$ 32.00 Task
$ 32.00 Code
80196
Rate Task
$ 50.00 Code
30503
$ 90.00 30505
70301
$ 110.00 70303
$ 260.00 70304
$ 95.00 70344
$ 475.00
$ 950.00 70305
30403
30321
30322
$ 490.00 70393
70396
$ 45.00 70309
$ 30.00 70311
$ 130.00 70313
$ 130.00
$ 520.00 70315
$ 450.00 70317
$ 450.00 70319
70321
$ 800.00
70378
$ 5,000.00
70325
75004
$ 1,100.00
30507
$ 7,000.00 30508
70331
70333
Rate
$ 250.00 70335
$ 2,200.00 70337
70339
$ 1,700.00 70341
70340
70342
30401
70343
80001
70394
70391
Soils and Aggregate Tests
Abrasion: LA Rattler (ASTM C131)
Abrasion: LA Rattler (ASTM C535)
Atterberg Limits/Plasticity Index (ASTM D4318, CTM204)
California Bearing Ratio Excluding Maximum Density
(ASTM 01883): Soil
California Bearing Ratio Excluding Maximum Density
(ASTM D1883): Cement-Treated Soil
Cement-Treated Soil/Base Mix Design: includes three trial
cement contents with three unconfined compressive strength
specimens per cement content
Chloride and Sulfate Content (CTM 417, CTM 422)
Clay Lumps and Friable Particles (ASTM 0142)
Cleanness Value: 1" x#4 (CTM 227)
Cleanness Value: 1.5" x .75" (CTM 227)
Collapse Potential/Index (ASTM D5333)
Compressive Strength of Molded Soil-Cement
Cylinders (ASTM 01633)
Consolidation Test: Full Cycle (ASTM 2435, CTM 219)
Consolidation Test: Time Rate per Load Increment
(ASTM 02435, CTM 219)
Corrosivity Series: Sulfate, Cl, pH, Resistivity
(CTM 643, 417, and 422)
Crushed/Fractured Particles (ASTM D5821, CTM 205)
Direct Shear Test: Remolded and/or Residual
(ASTM 03080)
Direct Shear Test: Undisturbed - Slow [CD] (ASTM 03080)
Direct Shear Test: Undisturbed - Fast [CU]
(ASTM D3080)
Durability Index: Per Method - ABC, or D
(CTM 229, ASTM D3744)
Expansion Index (ASTM D4829, UBC 18-2)
Fine Aggregate Angularity
(AASHTO T304, ASTM C1252, CTM 234)
Flat and Elongated Particle (ASTM D4791)
Flat or Elongated Particle (ASTM 04791)
Maximum Density: Methods A/B/C
(ASTM 01557, D698, CTM 216)
Maximum Density Check Point
(ASTM 01557, 0698)
Maximum Density: AASHTO C [Modified]
(AASHTO T-180)
Moisture Content (ASTM D2216,CTM 226)
Moisture and Density: Ring Sample (ASTM 02937)
Moisture and Density: Shelby Tube Sample
(ASTM 02937)
Moisture-Density Relations of Soil-Cement
Mixtures Premixed in the Field (ASTM 0558)
Moisture-Density Relations of Soil-Cement Mixtures
Mixed in the Lab (ASTM 0558)
Organic Impurities (ASTM C40, CTM 213)
Permeability (ASTM D5084)
Potential Reactivity: Chemical Method (ASTM C289 -
Discontinued Method)
Potential Reactivity: Mortar Bar Expansion Method,
14-Day Exposure (ASTM C1260)
Potential Reactivity: Mortar Bar Expansion Method,
28-Day Exposure (ASTM 01260)
70398 Potential Reactivity: Concrete Bar Expansion,
Method (ASTM C1293), 12 month
Potential Reactivity: Concrete Bar Expansion,
Method (ASTM 01293), 24 month
DocuSign Envelope ID: C4AB74BC-1200-4210-6322-61772196D746
• • •
"TWINING
Task Concrete Tests (Field Made Specimens),
Code Continued
40005 Flexural Toughness (ASTM C1609, Formerly
ASTM C1018)
40006 Double Punch Strength of Fiber Reinforced Concrete
40009 Coefficient of Thermal Expansion of Concrete
(CRD 39, AASHTO T336)
Task
Code Concrete Specimen Preparation
20151 Sawing of Specimens (Each)
20157 Coring of Specimens in Lab (Each)
Task Laboratory Trial Batch: Concrete, Cement
Code and Mortar
30217 Compression Test Cylinders Made and Tested in
Laboratory (ASTM 0192, C35)
30219 6" x 6" x 18" Flexural Beams Made and Tested in
Laboratory (ASTM 0192, C78)
30223 Splitting Tensile Strength Cylinders Made and Tested
in Laboratory (ASTM C192, C496)
30225 Modulus of Elasticity Test Cylinders Made and Tested in
Laboratory (ASTM 0192, C469)
30227 Density of Structural Lightweight Concrete Made in the
Laboratory, Equilibrium or Oven Dry Method (ASTM 0567)
30201 Laboratory Trial Batch (ASTM 0192)
30203 Laboratory Trial Batch: Packaged Dry Concrete
Including Verification of Slump, Air Content, Plastic Unit
Weight, Six Cylinders for Compressive Strength (ASTM
0387 and C192)
30205 Drying Shrinkage Up 10 28 Days: Three 3" x 3" or
4" x 4" Bars, Five Readings up to 28 Dry Days
(ASTM 0157)
30230 Additional Reading, Per Set of Three Bars
30231 Storage over Ninety (90) Days, Per Set of
Three Bars, Per Month
30207 Setting Time Up to 7 Hours (ASTM C403)
30209 Bleeding (ASTM 0232)
30229 Concrete Restrained Expansion (ASTM C878)
30211 Mix, Make and Test Mortar or Grout Specimens for
Compressive Strength: Set of 6 (ASTM 0878)
20263 Non-Shrink Grout: Height Change after Final
Set (ASTM 01090)
20265 Non-Shrink Grout: Height Change at Early
Age (ASTM 0827)
30232 Cracking Resistance, Set of Three Rings,
Laboratory Trial Batching, Test Until Cracking or
up to 28 Days (ASTM 1581)
30233 Evaluation of Pre-Packaged Masonry Mortars
(ASTM 0270)
30234 Creep, ASTM 0512 (One Age of Loading, 12 Months
Duration of Testing)
Task Chemical Analysis and Petrographic
Code Examination of Concrete
80123 Chemical Analysis for Acid Soluble Chlorides
(ASTM 01152) (includes sample prep)
80193 Chloride Diffusion Coefficient of Cementitious
Mixtures by Bulk Diffusion (ASTM C1556)
80129 Petrographic Examination of Hardened
Concrete (ASTM 856) (Comprehensive)
Task
Code Physical and Chemical Analysis of Cement
80195 Physical Testing and Chemical Analysis of Portland
Cement per Standard Requirements (ASTM 0150)
80100 Chemical Analysis of Portland Cement per
Standard Requirements (ASTM 0150)
80103 Physical Testing of Portland Cement per
Standard Requirements (ASTM 0150)
80194 Physical Testing of Type K Cement, Mortar
Expansion (ASTM 0806)
80106 Partial Analysis or Specific Physical Tests
80110 Sulfates Resistance of Hydraulic
Cement (ASTM C1012) -6 months
80111 Sulfates Resistance of Hydraulic
Cement (ASTM C1012) -12 months
PSA21-1219CMI
Exhibit "A" (continued)
2 Aug. 18, 2020 Item #4 Page 298 of 314
Rate
125.00
175.00
55.00
Task
Code
20301
20303
20305
20307
20309
20311
20313
20315
Task
Code
20321
20323
20327
20335
20329
20331
20333
20339
Brick Masonry Tests, ASTM C67
Modulus of Rupture: Flexural
Compression Strength
Absorption: 5 Hour or 24 Hour
Absorption (Boil): 1, 2 or 5 Hours
Initial Rate of Absorption
Efflorescence
Cores: Compression
Shear Test on Brick Cores: 2 Faces
Concrete Block, ASTM C140
Compression
Absorption/Moisture Content/Oven Dry Density
Linear Shrinkage (ASTM C426)
Web and Face Shell Measurements
Tension Test
Core Compression
Shear Test of Masonry Cores: 2 Faces
Efflorescence Tests
$ 80.00
$ 150.00
$ 150.00
$ 200.00
$ 350.00
$ 245.00
$ 200.00
$ 200.00
$ 210.00
$ 215.00
Task
$ 80.00 Code Masonry Prisms, ASTM C1314
20341 Compression Test: Composite Masonry
Prisms Up To 8" x 16"
$ 90.00 20343 Compression Test: Composite Masonry
Prisms Larger Than 8" x 16"
20346 Prism Cord Modulus of Elasticity
$ 150.00 20347 Prism Cord Modulus of Elasticity with Transverse
Strain (for double-wythe specimen)
$ 80.00
Task
$ 230.00 Code Mortar and Grout
20351 Compression: 2" x 4" Mortar Cylinders (ASTM C780)
$ 230.00 20353 Compression: 3" x 3" 06" Grout Prisms,
Includes Trimming (ASTM C119)
20355 Compression: 2" Cubes (ASTM C109)
$ 230.00 20357 Compression: Cores (ASTM C42)
$ 85.00
DocuSign Envelope ID: C4AB74BC-1200-4210-6322-61772196D746
00 0 • .'TWINING
PSA21-1219CMI
Exhibit "A" (continued)
Task
Code Soils and Aggregate Tests, Continued
70397 Potential Reactivity of Aggregate Combination,
14-Day Exposure, Mortar (ASTM C1567)
70392 Potential Reactivity of Aggregate Combination,
28-Day Exposure, Mortar (ASTM C1567)
70345 R-Value: Soil (ASTM 2844, CTM 301)
70347 R-Value: Aggregate Base (ASTM D2844, CTM 301)
70349 Sand Equivalent (ASTM D2419, CTM 217)
70351 Sieve #200 Wash Only (ASTM 01140, CTM 202)
70353 Sieve with Hydrometer: 3/4" Gravel to Clay (ASTM 0422,
CTM 203)
70355 Sieve with Hydrometer: Sand to Clay (ASTM D422,
CTM 203)
(ASTM C136, CTM 202)
70363 Soundness: Sodium or Magnesium Sulfate,
5 Cycles (ASTM C88)
70365 Specific Gravity and Absorption: Coarse
(ASTM C127, CTM 206)
70367 Specific Gravity and Absorption: Fine
(ASTM C128, CTM 207)
70369 Swell/Settlement Potential: One Dimensional
(ASTM 04546)
70371 Triaxial
70373 Unconfined Compression (ASTM 02166, CTM 221)
30317 Unit Weight Per Cubic Foot (ASTM C29, CTM 212)
30319 Voids in Aggregate with Known Specific Gravity
(ASTM C29, CTM 212)
30411 Lightweight Particle: Coarse (ASTM C123)
30412 Lightweight Particle: Fine (ASTM C123)
Task
Code Asphalt Concrete Tests
75031 HMA Mixing and Preparation
75032 HMA Mixing and Preparation with Aggregate Treatment
75033 Bulk Specific Gravity of Compacted Sample or
Core: SOD (CTM 308C and ASTM 02726)
75036 Bulk Specific Gravity of Compacted Sample or
Core: Parafin Coated (CTM 308A and ASTM D1188)
75040 Emulsion Residue, Evaporation (ASTM D244)
75024 Extraction: % Bitumen (CTM 382, ASTM 06307)
75027 Extraction: % Bitumen and Gradation (CTM 382,
CTM 202, ASTM D6307, ASTM D5444)
75028 Extraction: % Bitumen, Correction Factor
(CTM 382, ASTM 06307)
75030 Chemical Extraction: % Bitumen and Sieve Analysis
(ASTM D2172 Method A or B, ASTM D5444)
75042 Lab Tested Maximum Density: Hveem, 3 briquettes
(CTM 304, CTM 308, ASTM D1561, ASTM D1188)
75057 Hveem Stabilometer Test, Prembced, 3 briquettes
(CTM 304, CTM 366, ASTM 01560, ASTM 01561)
75048 Lab Tested Maximum Density: Marshall,
3 briquettes (ASTM D6926,ASTM D2726)
75049 Lab Tested Maximum Density: Marshall
6" Specimen, 3 briquettes (ASTM 05581,
ASTM 02726)
75050 Lab Tested Maximum Density: Superpave Gyratory
Compacted Briquette, SSD, 1 briquette
(ASTM 06925, ASTM 02726)
75052 Lab Tested Maximum Density: Superpave Gyratory
Compacted Briquette, Parafin, 1 briquette
(ASTM 06925, ASTM 01188)
75051 Maximum Theoretical Specific Gravity [RICE)
(CTM 309, ASTM 02041)
75066 Marshall Stability and Flow, Cored Sample, each
(ASTM 06927)
75069 Marshall Stability and Flow, Premixed, 3 briquettes
(ASTM 06926, ASTM D6927)
75106 Marshall Stability and Flow, Gyratory Compacted
Specimen Pre-Mixed, 3 briquettes
(ASTM 06925, ASTM 05581)
75107 Marshall Stability and Flow 6" Specimen, Premixed,
3 briquettes (ASTM 05581)
75063 Moisture Content (CTM 370)
Rate
$ 950.00
$ 1,000.00
$ 375.00
$ 400.00
$ 125.00
$ 90.00
$ 250.00
$ 240.00
$ 450.00
$ 100.00
$ 165.00
$ 105.00
Quotation
$ 135.00
$ 125.00
$ 125.00
$ 400.00
$ 400.00
Task
Code Asphalt Concrete Tests, Continued
75005 Wet Track Abrasion Test (ASTM 03910)
75093 Hveem Mix Design (Excluding Aggregate Quality Tests)
75096 Hveem Mix Design, with RAP (Excluding Aggregate
Quality Tests, RAP Qualification)
75099 Hveem Mix Design, with Lime (Excluding Aggregate
Quality Tests)
75094 Hveem Mix Design Caltrans Untreated Mix
(Including Aggregate Quality Tests)
75095 Hveem Mix Design Caltrans Lime Treated Mix
(Including Aggregate Quality Tests)
75084 Marshall Mix Design (Excluding Aggregate Quality Tests)
75087 Marshall Mix Design with RAP (Excluding Aggregate
Quality Tests)
75090 Marshall Mix Design with Lime (Excluding Aggregate
Quality Tests)
75083 Open Grade Asphalt Concrete Mix Design
(CTM 368, ASTM 07064)
75109 Superpave Mix Design (Excluding Aggregate Quality Tests)
75113 Superpave Mix Design, with RAP
(Excluding Aggregate Quality Tests)
75075 Effect of Moisture on Asphalt Paving Mixtures, Pre-Mixed
(AASHTO T283, ASTM 04867)
75111 Hamburg Wheel Track Test, 20,000 passes, 4 briquettes
(AASHTO 1324)
75039 Raveling Test of Cold Mixed Emulsified Asphalt
(ASTM D7196)
75067 Marshall Stability, wet set, 3 replicates (PASHTO T245)
75068 Marshall Stability, dry set, 3 replicates (,RASHTO T245)
75070 Cold Recycled Asphalt Mix Design: 2 gradings each,
3 emulsion content (Caftans LP-8)
75114 Superpave Mix Design, with Rubber
(Excluding Aggregate Quality Tests)
75115 Superpave Mix Design, with Additives
(Excluding Aggregate Quality Tests)
Rate
$ 55.00
$ 37.00
$ 55.00
$ 65.00
Rate
$ 160.00
$ 3,400.00
$ 3,800.00
$ 3,800.00
$ 4,650.00
$ 4,650.00
$ 3,400.00
$ 3,800.00
$ 3,800.00
$ 1,700.00
$ 4,900.00
$ 6,500.00
$ 1,000.00
$ 1,100.00
$ 200.00
$ 350.00
$ 300.00
$ 10,500.00
$ 6,600.00
$ 5,790.00
Rate
$ 75.00
$ 55.00
$ 60.00
$ 70.00
$ 50.00
$ 70.00
65.00
$ 90.00
Rate
$ 85.00
85.00
$ 225.00
45.00
$ 155.00
65.00
$ 85.00
45.00
Rate
$ 185.00
245.00
$ 525.00
$ 650.00
70357 Sieve Analysis Including Wash (ASTM C136, CTM 202) $ 140.00
70359 Sieve Analysis Without Wash (ASTM C136, CTM 202) $ 100.00
70360 Sieve Analysis: Split Sieve (ASTM C136, CTM 202) $ 200,00
70361 Sieve Analysis Without Wash: With Cobbles $ 225.00
3 Aug. 18, 2020 Item #4 Page 299 of 314
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00 • • "TWINING
PSA21-1219CMI
Exhibit "A" (continued)
Task
Code Masonry Specimen Preparation
20155 Cutting of cubes or Prisms
Task
Code Fireproofing Tests
20401 Oven Dry Density (ASTM E605)
Task
Code Gunite and Shotcrete Tests
20361 Core Compression Including Trimming (ASTM 042)
20365 Compression: Cubes (Includes Saw Cutting)
Task Machining and Preparation of Tensile and Bend
Code Sample: Carbon Steel Rate
20751 Machinist: Initial Preparation from Mock-up, Etc. $ 95.00
(Per Hour)
20753 Sawcut to Overall Width (Per 0.5" Thickness or $ 50.00
Fraction Thereof) $ 55.00
20755 Machine to Test Configuration: Milled Specimens $ 70.00
20757 Machine to Test Configuration: Tumed Specimens $ 135.00
(Per 0.5" Thickness or Fraction Thereof)
20759 Prepare Subsize Specimens (Per 0.5" Thickness $ 85.00
or Fraction Thereof)
Rate
$ 65.00
Rate
$ 65.00
Rate
$ 65.00
$ 85.00
Task Concrete Roof Fill: Gypsum, Vermiculite, Perlite,
Code Lightweight Insulating Concrete, Etc.
20371 Compression Test (ASTM C495 and C472)
20373 Air Dry Density (ASTM C472)
20379 Oven Dry Density (ASTM 0495)
Task
Code Reinforcing Steel, ASTM A615, A706
20501 Tensile Test: # 11 or Smaller
20503 Bend Test: # 11 or Smaller
20504 Bend Test #14 or #18
20505 Tensile Test: # 14
20507 Tensile Test: # 18
Task Reinforcing Steel - Welded or Coupled
Code Specimens
20521 Tensile Test Welded/Coupled #11 and Smaller
20523 Tensile Test: Welded/Coupled #14
20525 Tensile Test: Welded/Coupled #18
20529 Weld: Macroetch
20531 Slippage Test - Caltrans (CTM 670)
20532 Tensile Test: Welded Hoops #11 and Smaller
Task
Code Charpy Impact
20621 Charpy Impact Ambient Temperature
20623 Charpy Impact Reduced Temperature
Task
Code Machining of Charpy Samples: Carbon Steel
20780 Cutting and Milling (Per 0.5" or Fraction Thereof)
20783 Final Machining to Sample Configuration
Task Prestressing Wires and Tendons,
Code (ASTM A416)
20701 Stress-Strain Analysis: Wire or Strands
(Including Chart and Percent Offset)
20703 Tensile Test Only
20705 Tendons
Task Polymer Matrix Composite Materials
Code (Fiberwrap)
20706 Tensile Strength - Set of 5 Specimens/batch/
direction (ASTM 03039)
20707 Tensile Strength -Additional Specimens
(ASTM 03039)
20708 Heating Chamber Time - Per 24 hr period
Rate
90.00
110.00
Rate
80.00
90.00
Rate
$ 180.00
$ 135.00
Rate
$ 1,350.00
$ 250.00
95.00
Rate
$ 47.00
$ 37.00
$ 62.00
Rate
$ 60.00
$ 55.00
$ 325.00
$ 225.00
$ 325.00
Rate
$ 70.00
$ 250.00
$ 375.00
$ 75.00
$ 190.00
$ 145.00
Rate
$ 60.00
$ 70.00
$ 85.00
$ 135.00
325.00
$ 170.00
$ 75.00
$ 40.00
55.00
$ 70.00
$ 80.00
$ 45.00
$ 60.00
$ 65.00
Task
Code Metal and Steel Testing
20601 Tensile Strength: Up to 100K Pounds (Each)
20603 Tensile Strength: Up 10200K Pounds (Each)
20605 Tensile Strength: Up 10300K Pounds (Each)
20607 Tensile Strength: Up 10400K Pounds (Each)
20609 Tensile Strength: 400K to 6001< Pounds (Each)
20611 Tensile Strength: Stress-Strain Percent Offset
20545 Weld: Macroetch
20547 Weld: Fracture
20615 Bend Test
20617 Flattening Test
20619 Hardness Test (ASTM E18)
20630 Bolt: Axial Tensile Test (Up to 7/8" diameter)
20631 Bolt Wedge Tensile Test (Up to 7/8" diameter)
20632 Bolt: Axial Tensile Test (Greater than 7/8"
up to 1" diameter)
20633 Boit: Wedge Tensile Test (Greater than 7/8"
up to 1" diameter)
20634 Bolt: Axial Tensile Test (Greater than 1" diameter)
20635 Bolt: Wedge Tensile Test (Greater than 1" diameter)
20636 Bolt: Proof Load Test (Up to 7/8')
20637 Bolt: Proof Load Test (Greater than 7/8" up to 1" diameter)
20638 Bolt: Proof Load Test (Greater than 1")
20639 Nut Proof Load Test (Up to 7/8")
20640 Nut: Proof Load Test (Greater than 7/8" up to 1" diameter)
20641 Not: Proof Load Test (Greater than 1')
Task
Code Chemical Testing of Metal and Steel
80170 Steel Chemical Analysis
80173 Weight of Galvanized Coating (ASTM A90)
80176 Epoxy Coating Thickness
Task Calibration Services and Universal Machine
Code Usage Rate
20801 Calibration/Verification Services Quotation
20803 Universal Test Machine Usage (Per Hour) $ 350.00
Ceramic Tile Testing Division Rate
The Ceramic Tile Institute of America (CTIOA) and Twining worked together to advance and
develop technology designed to enhance the quality of materials and workmanship in the ceramic
tile industry. A separate schedule of fees for these services is available upon request.
Cylic and Fatigue Testing Programs on Special Products/Parts Quotation
Engineering and Technical supports/Design of Prototypes and Special
Test Set-Up Quotation
Fastener/Coupling Full Testing Program Per New Regulations: Tension,
Tension/Bend, Shear, Double Shear, 8 Compressions Quotation
$ 80.00 Fiberglass/Composite Materials Field Testing Program (ASTM D4065,
01143, 04923, 02584, 04476, 01242, 07901, D7921, and 0732) Quotation
Field Testing of Structures and Structural Elements Quotation
In-Place Shear Testing Quotation
Materials and/or Product Evaluation Per Specifications Quotation
Structural Dynamic Testing and Durability Analysis Quotation
Quotation
Quotation
$ 70.00
$ 90.00
Quotation
$ 50.00
$ 70.00
Quotation
Rate
155.00
75.00
80.00
4 Aug. 18, 2020 Item #4 Page 300 of 314
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
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MASTER AGREEMENT FOR AS NEEDED MATERIALS TESTING SERVICES
BARNETT QUALITY CONTROL SERVICES, INC., D.B.A. NOVA SERVICES, INC.
THIS AGREEMENT is made and entered into as of the 18th day of
August , 2020, by and between Carlsbad Municipal Water District, a Public
Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of
Carlsbad, hereinafter referred to as "CMWD", and Barnett Quality Control Services, Inc., a
California corporation d.b.a. Nova Services, Inc., hereinafter referred to as "Contractor."
RECITALS
A. CMWD requires the professional services of an engineering firm that is
experienced in materials testing services.
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 as needed materials testing services.
D. Contractor has submitted a proposal to CMWD under Request for Qualifications
(RFQ) 20-1030CMI and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD 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 date written above.
The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend
it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a
satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the
CMWD Board of Directors. The parties will prepare a written amendment indicating the effective
date and length of the extended Agreement.
4. PROGRESS AND 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 CMWD 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 Executive Manager (or designee) or General Manager of CMWD as authorized by the
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Executive Manager ("General Manager"). The Executive Manager (or designee) or General
Manager 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 CMWD
inaction or other agencies' lack of timely action. In no event shall a specific Task Description
exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed Six
Hundred Thousand Dollars ($600,000) per Agreement year. If CMWD extends the Agreement
pursuant to Section 3, the costs of services may increase by a maximum of 2%, if agreed to by
both parties. Contractor shall not receive annual adjustments to Contractor's Schedule of Rates
specified in Exhibit "A". 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, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task
Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or
designee) or General Manager, 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 CMWD. Contractor will
be under control of CMWD only as to the result to be accomplished, but will consult with CMWD
as necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of CMWD for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. CMWD will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD
and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security,
overtime payment, unemployment payment or workers' compensation payment which CMWD
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 CMWD's election, CMWD 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
CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to
CMWD 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 CMWD. 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 CMWD.
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8. OTHER CONTRACTORS
CMWD reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the CMWD and the City of Carlsbad and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorney's 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.
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the
City of Carlsbad incurs or makes to or on behalf of an injured employee under the CMWD'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 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower
amount. These minimum amounts of coverage will not constitute any limitations or cap on
Contractor's indemnification obligations under this Agreement. CMWD, 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 CMWD 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 CMWD). $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 CMWD's satisfaction, a declaration stating this.
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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 CMWD 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.
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 CMWD sent
by certified mail pursuant to the Notice provisions of this Agreement. In the case of non-payment
of premium to the Broker, the Contractor shall provide ten (10) days' written notice to the
City/CMWD.
10.3 Providing Certificates of Insurance, Endorsements and Waiver of Subrogation. Prior to
CMWD's execution of this Agreement, Contractor will furnish certificates of insurance,
endorsements and waiver of subrogation endorsement to CMWD/City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then CMWD 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 CMWD to obtain or
maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime,
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 CMWD
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 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 CMWD. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
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Agreement will be delivered at once to CMWD. 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 CMWD and
Contractor relinquishes all claims to the copyrights in favor of CMWD.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of CMWD and on behalf of Contractor under this Agreement are:
For CMWD/City: For Contractor:
Name
Title
Dept
Address
Phone
Jennifer Chapman Name James E. Parker
Contract Administrator Title Project Manager
Public Works Address 4373 Viewridege Avenue, Suite
CITY OF CARLSBAD
1635 Faraday Avenue Phone
San Diego, CA 92123
858-292-7575 x 405
Carlsbad, CA 92008 Email jparker@usa-nova.com
760-602-2735
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 [ZI No [1]
17. 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.
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 CMWD will reduce such questions, and
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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
Executive Manager. The Executive 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 Executive 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, CMWD may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If CMWD decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD at the address contained in this
Agreement. CMWD will make a determination of fact based upon the work product delivered to
CMWD and of the percentage of work that Contractor has performed which is usable and of worth
to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to CMWD. 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. CMWD 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, CMWD 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 CMWD
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 CMWD, 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 CMWD 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.
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23. JURISDICTIONS 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 CMWD 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 CMWD, 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.
/II
II/
/II
III
III
II/
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26. 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 17 day of August , 2020.
CONTRACTOR
BARNETT QUALITY CONTROL
SERVICES, INC., a California
corporation d.b.a. NOVA SERVICES,
INC.
By:
D4*4#1,4/ g444.6471
(sign here)
Danny Barnett, President / CFO
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911,
and a Subsidiary District of the City of
Carlsbad
Matt Hall, President
By:
(print name/title)
(sign here) for Barbara Engleson, Secretary
(print name/title)
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:
CELIA A. BREWER, General Counsel
BY:
Assistant General Counsel
General Counsel Approved Version 6/12/18
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EXHIBIT "A"
SCOPE OF SERVICES
Contractor shall perform as-needed materials testing services in accordance with the city's
Request for Qualifications (RFQ20-1030CMI) with Fee Proposal dated June 12,2020. The agreed
upon billing rates for services outlined in said proposal are attached hereto. For field services, the
client will be charged for the hours actually worked in 2, 4, 6 and 8 hour increments.
If the use of subcontractors is approved by the city, they shall be billed at cost plus no more than
10%.
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Exhibit "A" (continued)
NOVA FEE SCHEDULE
STAFF
NAME TITLE HOURLY RATE
$200.00 1. James E. Parker, PE Project Manager/Principal Engineer
2. Matthew S. Bovee, PE Project Engineer $155.00
3. John F. O'Brien, PE, GE Principal Geotechnical Engineer $200.00
4. Melissa Stayner, PG, CEG Senior Engineering Geologist $175.00
5. Wail Mokhtar Project Engineer $155.00
6. Kevin Conner Laboratory Manager $ 75.00
7 Adam Greening Assistant Laboratory Manager $ 65.00
8. Armando Gonzalez Laboratory Technician $ 55.00
9. Rene Solano Jr. Laboratory Technician/Field Technician $ 45.00/100.00
10. Brian Gillespie Field Technician $100.00
11. Dustin Jasper Field Technician $100.00
12. Rick Patton Field Technician $100.00
13. Robert Rocha Ultrasonic Testing Technician $104.00
EXPENSES
DESCRIPTION
Coring Two Man Crew
COST
$265.00/day
% MARKUP
0 1.
2. Pachometer (reinforcing steel) $ 50.00/day 0
3. Skidmore/Wilhelm $100.00/day 0
4. Manometer $ 50.00/day 0
5. Schmidt Hammer $ 25.00/day 0
6, Technical Drafter (CAD) $ 85.00/hour 0
7 Word Processing/Administrative $ 55.00/day 0
8. Pick-Up/Delivery within San Diego
County
$ 85.00/trip 0
9. Monthly Electronic Reporting $325.00/month 0
TRAVEL TIME AND MILEAGE
For projects that are greater than 50 miles from NOVA's Office, $0.85/per excess mile to and from the project will be
charged for inspectors and technicians.
EXPENSES AND OUTSIDE SERVICES
Outside services not included in this fee schedule (samples sent to outside laboratory for testing, samples sent to out-
side fabricator or machine shop, equipment and subcontractors) are all charged at cost plus 10%. Per Diem
(meals only) charged at $65 per day.
CE 030CAN
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Exhibit "A" (continued)
igkt
NOVA
FEE SCHEDULE
Based on CA DIR Determination SD-23-63-3-2019-1D - Expiration Date 6/30/2020.
LABORATORY TESTING
ASTM/Caltrans Fee Test
Soil and Aggregate, Primary Testing
Compaction Curve, Modified, 6" D 1557 $195.00
Compaction Curve, Modified, 4" D 1557 $190.00
Compaction Curve, Standard, 6" D 698 $195.00
Compaction Curve, Standard, 4" D 698 $190.00
Compaction Check Point $ 75.00
California Impact CT-216 $220.00
Oversize Rock Correction D 4718 $ 70.00
Sieve Analysis, with Wash C 136, CT-202 $130.00
Sieve Analysis, coarse, w/o Wash C 136, CT-202 $ 55.00
Sieve Analysis, fine with Hydrometer D 422, CT-203 $210.00
#200 Sieve Wash D1140 $ 85.00
Specific Gravity and Absorption, Coarse C 127, CT-206 $ 75.00
Specific Gravity and Absorption, Fine C 128, CT-207 $ 85.00
Unit Weight and Voids in Aggregate C 29, CT-212 $ 65.00
Moisture Content D 2216 $ 35.00
Moisture Content and Dry Density D 2937 $ 35.00
Atterberg Limits: PL, LL, PI D4318, CT-204 $145.00
Atterberg Limits-NP D4318, CT-204 $145.00
Sand Equivalent, Average of Three D 2418, CT-217 $105.00
Sand Equivalent D2418 $ 85.00
Durability Index, Coarse D 3744, CT-229 $255.00
Durability Index, Fine D 3744, CT-229 $255.00
Cleanness Value CT-227 $115.00
Los Angeles Abrasion (LA Rattler) C 131 /C 535, CT-211 $360.00
Soil, Secondary Testing
Expansion Index D 4829, UBC 29-2 $160.00
R-Value D 2844, CT-301 $250.00
Consolidation, per point D 2435 $ 65.00
Direct Shear, UU, CD, CU D 3080 $300.00
Sulfate and Chloride Content $ 90.00
pH and Resistivity CT-643 $140.00
Unconfined Compression D 2166 $110.00
Asphalt Concrete
Hveem Stability and Unit Weight D 1560, CT-366 $190.00
Maximum Theoretical Specific Gravity (Rice) D 2041 $ 85.00
Percent Asphalt - Ignition Oven, no gradation C 6307, CT-382 $ 85.00
Percent Asphalt with Gradation (ignition oven) C 6307, CT-382 $180.00
Unit Weight Only (compacted sample or core) D 2726 / D 1188, CT-308 $ 30.00
Unit Weight Requiring Compaction D 2726, CT-304 / 308 $100.00
Asphalt Mix Design AASHTO, Caltrans,
Greenbook
Quote
Asphalt Mix Design Review $165.00
riSL
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Exhibit "A" (continued)
iI
NOVA FEE SCHEDULE
LABORATORY TESTING
Test ASTM/Caltrans Fee
Concrete and Masonry
Concrete Cylinder Compression Test (4x8, 6x12) C 39, CT-521 $ 25.00
Compression Test, Mortar, Grout C 780 / C 1019 $ 35.00
Compression Test, High-Strength Grout C 109 $ 45.00
Compression Test, Core (includes sample prep) C 42 $ 65.00
Compression Test, Lightweight Concrete
(insulating, fill)
C 495 $ 50.00
Compression Test, Shotcrete Panel, set of four cut cores C 42 $325.00
Flexural Strength, 6X6 beam C 78 / C 293 $ 75.00
Unit Weight Fresh Concrete C 138, CT-518 $ 45.00
Unit Weight, Lightweight Concrete C 567 $ 75.00
Concrete Trial Batch Quote
Concrete Mix Design Quote
Concrete Mix Design Review $185.00
Moisture Vapor Emission Kits F1869 $ 30.00
Shotcrete Nozzleman Certification-mock up panel, coring,
and grading, per nozzleman.
$1,950.00
Composite Prism Masonry Unit—Compression ASTM C1314 $155.00
Compression Test, Block C 140 $ 60.00
Compression Test, Brick C 67 $ 45.00
Absorption, Unit Weight, and Received Moisture, Masonry
Block
C 140 $105.00
Linear Shrinkage, Masonry Block C 426 $130.00
Masonry Block Conformance (absorption, unit weight,
compressive strength)
C 90 $550.00.
Masonry Brick Rupture $ 90.00
Steel and Fireproofing
Bolt-Nut-Washer Conformance Testing F 606 $645.00
Bolt-Nut-Washer, Hardness Only F 606 $125.00
Reinforcing Steel, Tensile Test, < No. 11 bar A 370 $ 75.00
Reinforcing Steel, Tensile Test, 11 to 18 bar A 370 $125.00
Reinforcing Steel, Bend Test, 11 bar or smaller A 370 $ 75.00
Fireproofing — Density Test (template/displacement) E 605 $ 55.00
Fireproofing Adhesion/Cohesion E736 $ 10.00
Structural Steel $240.00
Miscellaneous
Additional Sample Preparation, per hour $ 65.00
Lab Technician, per hour $ 65.00
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Add the following bold underlined language to 10.1.1
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. The limits for Commercial General Liability can be achieved through
a combination of primary and excess or umbrella liability insurance, provided that
such coverage will result in the same or greater coverage as the coverage required
under this Section.
General Counsel Approved Version 6/12/18
Aug. 18, 2020 Item #4 Page 314 of 314