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HomeMy WebLinkAbout2022-11-08; City Council; Resolution 2022-255RESOLUTION NO. 2022-255 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AWARDING NEW MASTER AGREEMENT NO. PSA22-1964CA TO HOR ENGINEERING, INC. FOR UTILITIES MODELING AND AUTHORIZING THE CITY MANAGER TO TERMINATE AGREEMENT NO. PSA22-1674CA WITH KENNEDY/JENKS CONSULTANTS, INC. WHEREAS, the City Council of the City of Carlsbad, California has determined that securing access to a diverse pool of available consultants for professional services that facilitate timely completion of departmental and Capital Improvement Program projects is needed; and WHEREAS, in 2021, the city solicited, received and reviewed Statements of Qualifications, or SOQs, for professional services consistent with Carlsbad Municipal Code Section 3.28.060; and WHEREAS, on Nov. 19, 2021, the City Council adopted Resolution No. 2021-255, awarding Master Agreement No. PSA22-1674CA to Kennedy/Jenks Consultants, Inc., for utilities modeling; and WHEREAS, the scope of work for utilities modeling related to potable and recycled water systems, which is funded by the Carlsbad Municipal Water District ratepayers and should be performed under an agreement executed by the Carlsbad Municipal Water District; and WHEREAS, HDR Engineering, Inc. submitted a responsive SQQ under the competitive solicitation process to perform utilities modeling related to the wastewater system which is funded by the city; and WHEREAS, staff recommend awarding a master agreement to HOR Engineering, Inc. to provide utilities modeling services to the city related to the wastewater system; and WHEREAS, staff recommend termination of Agreement No. PSA22-1674CA to allow the city to fund work performed under the new agreement. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: l.That the above recitations are true and correct. 2.That Master Agreement No. PSA 22-1964CA with HOR Engineering, Inc. (Attachment A) to provide professional utilities modeling services related to the wastewater system is approved. 3.That the Mayor is authorized and directed to execute the attached master agreement on behalf of the City of Carlsbad. 4.That the Mayor is authorized to delegate the responsibility to the City Manager or designee to sign, for and on behalf of the City of Carlsbad, future project task descriptions and fee allotments issued under the master agreement. 5.That the City Manager is authorized to terminate Master Agreement No. PSA22-1674CA with Kennedy/Jenks Consultants, Inc., for utilities modeling (Attachment B). PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 8th day of November, 2022, by the following vote, to wit: AYES: NAYS: ABSENT: Hall, Blackburn, Bhat-Patel, Acosta, Norby. None. None. MATT HALL, Mayor � FAVIOLA MEDINA, City Clerk Services Manager (SEAL) DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A Attachment A PSA22-1964CA MASTER AGREEMENT FOR UTILITIES MODELING SERVICES HOR ENGINEERING, INC. \ 1\-\-4---' THIS AGREEMENT is made and entered into as of the -�U ____ day of N �Vi.Nv\'k'HN'.' , 2022, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as "City", and HOR Engineering, Inc., a Nebraska corporation, hereinafter referred to as "Contractor." RECITALS A.City requires the professional services of a consulting firm that is experienced inthe utilities modeling field. 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 utilities modeling. D.Contractor has submitted a proposal to City under Request for Qualifications (RFQ) No. 21-1449CA and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1.SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's terms and conditions. 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 as of November 8, 2022 through November 30, 2024. The City Manager may amend the Agreement to extend it for one (1) additional one (1) year periods or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4.PROGRESS AND COMPLETIONThe work for any project granted to Contractor pursuant to this Agreement will begin within ten (10)days after receipt of notification to proceed by City and be completed within the time specifiedin the Task Description for the project (see paragraph 5 below). Extensions of time for a specificTask Description may be granted if requested by Contractor and agreed to in writing by the City City Attorney Approved Version 6/12/18 1 of 10 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA Manager or the Division Director as authorized by the City Manager ("Director"). The City Manager or Director will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no event shall a specific Task Description exceed the term of this Agreement. 5.COMPENSATIONThe cumulative total for all projects allowed pursuant to this Agreement will not exceed three hundred thousand dollars ($300,000) per Agreement term. Fees will be paid on a project-by­project basis and will be based on Contractor's Schedule of Rates specified in Exhibit "A". Prior to initiation of any project work by Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which, upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this Agreement. The Task Description will include a detailed scope of services for the particular project being considered and a statement of Contractor's fee to complete the project in accordance with the specified scope of services. The Task Description will also include a description of the method of payment and will be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a combination thereof. 6.STATUS OF CONTRACTORContractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30)days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf ofContractor or any agent, employee, or subcontractor of Contractor for work done under thisAgreement. At the City's election, City may deduct the indemnification amount from any balanceowing to Contractor. 7.SUBCONTRACTINGContractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8.OTHER CONTRACTORSThe City reserves the right to employ other Contractors in connection with the Services. City Attorney Approved Version 6/12/18 2 of 10 DocuSign Envelope ID; 39BBB046-6A6O-4CB2-99CA-FE2C69ACB93A 9.INDEMNIFICATION PSA22-1964CA Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any 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 City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 10.INSURANCEContractor 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 Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 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 peroccurrence. 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. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 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 City's satisfaction, a declaration stating this. City Attorney Approved Version 6/12/18 3 of 10 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA 10.1.4 Professional Liability. Errors and omIssIons liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 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 City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City 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 City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of 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 City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 4 of 10 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A 14.COPYRIGHTS PSA22-1964CA Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 15.NOTICESThe name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement are: For City: For Contractor: Name Eleida Felix Yackel Name Joel Engleson, Senior Hydraulic Modeler Title Senior Contract Administrator Title Project Manager Dept Public Works Address 591 Camino de la Reina, Suite 300 CITY OF CARLSBAD San Diego, CA 92108 Address 1635 Faraday Avenue Phone 858-712-8397Mobile 619-261-8066Carlsbad, CA 92008 Email joel.engleson@hdrinc.com Phone 760-602-2767 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 INTERESTContractor 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. YesD NoG 17.GENERAL COMPLIANCE WITH LAWSContractor 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 PROHIBITEDContractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19.DISPUTE RESOLUTIONIf a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties City Attorney Approved Version 6/12/18 5 of 10 DocuSign Envelope ID: 39888046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten ( 10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20.TERMINATIONIn the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City at the address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 21.COVENANTS AGAINST CONTINGENT FEESContractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22.CLAIMS AND LAWSUITSBy signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, H 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 VENUEAny 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 City Attorney Approved Version 6/12/18 6 of 10 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA ·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 ASSIGNSIt is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 25.ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 26.PUBLIC AGENCY CLAUSE Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its governing body, shall have the option to participate in this contract at the same prices, terms, and conditions. If another public agency chooses to participate, the term shall be for the term of this contract, and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely responsible for the placing of orders, arranging for delivery and/or services, and making payments to the Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible, for any obligations, including but not limited to financial responsibility, in connection with participation by another public agency. /II /II Ill Ill /II Ill /II /II /II Ill /II Ill 7 of 10 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A 27.AUTHORITY PSA22-1964CA 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_2�n�d ____ day of ___ N�ov�e�m�bc....ce"""r _____ , 2022. CONTRACTOR HOR Engineering, Inc., a Nebraska corporation (sign here) Anna Y. Lantin, Vice-President By: (sign here) CITY OF CARLSBAD, a municipal corporation of the State of California By: Matt Hall, Mayor ATTEST: for Faviola Medina, City Clerk Services Manager If required by the City, proper notarial acknowledgement of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A Chairman, President, orVice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney BY: (jlA,J.,it, k � -��'---c,-,-----,--------C it y Attorney City Attorney Approved Version 6/12/18 8 of 10 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA EXHIBIT "A" SCOPE OF SERVICES Perform a variety of utilities modeling tasks as outlined in individual Project Task Description & Fee Allotments (PTD&FA) related to the following: A.Water Supply and Demand ProjectionsB.Model Data Gap Analysis/ RecommendationsC.Pressure Zone AnalysisD.Water Quality ModelingE.Water System Shutdown ImpactF.AnalysisG.Fire Flow Capacity EvaluationH.Sewer Capacity EvaluationI.Water/Recycled Water/Sewer Hydraulic Model Support Requests for work not listed above must be contracted under separate agreement. 9 of 10 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 39888046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1664CA City of Carlsbad I Fee Schedule I-)� RFQ21-1449CA Master Agreement Consultant Services I Discipline 18. Utilities Modeling Discipline 18: Utilities Modeling EXHIBIT B Prices valid through Term of Agreement STAFF NAME TITLE HOURLY RATE 1 Joel Engleson Project Manager $270 2 Joe Nye Principal in Charge $350 3 Scott Humphrey Quality Assurance/Quality Control $300 4 Roger Null Utility Planning Technical Support $340 5 Leanne Hammond Senior Hydraulic Modeler $320 6 AmyOmae Senior Project Engineer $295 7 Chandrikaa Balendhran Senior Engineer $240 8 Joel Engleson Hydraulic Modeler $200 9 Curtis Gauthier Project Engineer II $180 10 Jon Paz, Alice Wang Staff Engineer/EIT $130 11 Anders Burvall GIS Analyst II $170 12 Jade Dean GIS Analyst I $135 13 Renee Stueber Document Specialist $130 14 Carmen Sandoval Project Coordinator $125 15 TBD Intern $90 SUBCONSULTANTS NAME/FIRM TITLE HOURLY RATE 1 N/A N/A N/A EXPENSES DESCRIPTION COST %MARKUP 1 Mileage $0.56 per mile, or as permitted by IRS 5% 2 Printing -B&W 81/2 x 11 $0.05 per sheet 5% 3 Printing -Color 81/2 x 11 $0.15 per sheet 5% 4 Mailing at cost 5% 10 of 10 DocuSign Envelope ID: 7CD908(:;3-48ED4DE4-8232-7F3DD3160248 MASTER AGREEMENT FOR UTILITIES MODELING SERVICES KENNEDY/JENKS CONSULTANTS, INC. (Attachment A Y} Attachment B PSA22-167 4CA THIS AGREEMENT is made and entered into as of the 30th day of November , 2021, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as "City", and Kennedy/Jenks Consultants, Inc., a California corporation, hereinafter referred to as "Contractor." RECITALS A.City requires the professional services of a consulting firm that is experienced inthe utilities modeling field. B.The professional services are required on a non-exclusive, project-by-projectbasis. C.Contractor has the necessary experience in providing professional services andadvice related to utilities modeling. D.Contractor has submitted a proposal to City under Request for Qualifications(RFQ) No. 21-1449CA and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1.SCOPE OF WORKCity 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.TERMThe term of this Agreement will be effective for a period of three (3) years from December 1, 2021, through November 30, 2024. The City Manager may amend the Agreement to extend it for one (1)additional one (1) year periods or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of theextended Agreement. 4.PROGRESS AND COMPLETIONThe work for any project granted to Contractor pursuant to this Agreement will begin within ten (10)days after receipt of notification to proceed by City and be completed within the time specifiedin the Task Description for the project (see paragraph 5 below). Extensions of time for a specific 1 of 13 OocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DO316024B PSA22-1674CA Task Description may be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director as authorized by the City Manager ("Director"). The City Manager or Director will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no event shall a specific Task Description exceed the term of this Agreement. 5.COMPENSATIONThe cumulative total for all projects allowed pursuant to this Agreement will not exceed �hundred thousand dollars ($300,000) per Agreement term. Fees will be paid on a project-by­project basis and will be based on Contractor's Schedule of Rates specified in Exhibit "A". Priorto initiation of any project work by Contractor, City shall prepare a Project Task Description andFee Allotment (the "Task Description") which, upon signature by Contractor and for City, the CityManager or Director, will be considered a part of this Agreement. The Task Description will includea detailed scope of services for the particular project being considered and a statement ofContractor's fee to complete the project in accordance with the specified scope of services. TheTask Description will also include a description of the method of payment and will be based uponan hourly rate, percentage of project complete, completion of specific project tasks or acombination thereof. 6.STATUS OF CONTRACTORContractor will perform the Services in Contractor's own way as an independent contractor andin pursuit of Contractor's independent calling, and not as an employee of City. Contractor will beunder control of City only as to the result to be accomplished, but will consult with City asnecessary. The persons used by Contractor to provide services under this Agreement will not beconsidered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30)days for any tax, retirement contribution, social security, overtime payment, unemploymentpayment or workers' compensation payment which City may be required to make on behalf ofContractor or any agent, employee, or subcontractor of Contractor for work done under thisAgreement. At the City's election, City may deduct the indemnification amount from any balanceowing to Contractor. 7.SUBCONTRACTINGContractor will not subcontract any portion o·f the Services without prior written approval of City.If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for theacts and omissions of Contractor's subcontractor and of the persons either directly or indirectlyemployed by the subcontractor, as Contractor is for the acts and omissions of persons directlyemployed by Contractor. Nothing contained in this Agreement will create any contractualrelationship between any subcontractor of Contractor and City. Contractor will be responsible forpayment of subcontractors. Contractor will bind every subcontractor and every subcontractor ofa subcontractor by the terms of this Agreement applicable to Contractor's work unless specificallynoted to the contrary in the subcontract and approved in writing by City. 8.OTHER CONTRACTORSThe City reserves the right to employ other Contractors in connection with the Services. 2 of 13 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B 9.INDEMNIFICATION PSA22-1674CA Contractor agrees to indemnify and hold harmless the City and its officers, officials, employeesand volunteers from and against all claims, damages, losses and expenses including attorneysfees arising out of the performance of the work described herein caused by any willful misconductor negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectlyemployed 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 City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 10.INSURANCEContractor will obtain and maintain for the duration of the Agreement and any and allamendments, insurance against claims for injuries to persons or damage to property which mayarise out of or in connection with performance of the services by Contractor or Contractor'sagents, representatives, employees or subcontractors. The insurance will be obtained from aninsurance carrier admitted and authorized to do business in the State of California. The insurancecarrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplusline insurer on the State of California's List of Approved Surplus Line Insurers (LASLI) with a ratingin the latest Best's Key Rating Guide of at least "A:X"; OR an alien non-admitted insurer listed bythe National Association of Insurance Commission�rs (NAIC) latest quarterly listings report. 1 O .1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available·and applicable to the City as an additional insured. 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 fn the same or greater coverage as the coverage required under this Section. 10.1.2 Automobile liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 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 City's satisfaction, a declaration stating this. 3 of 13 OocuSlgn Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B PSA22-167 4CA 10.1.4 Professional Liability. Errors and omIssIons liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 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 City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 11.BUSINESS LICENSEContractor 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 RECORDSContractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of 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 City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 4 of 13 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B 14.COPYRIGHTS PSA22-1674CA Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 15.NOTICESThe name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement are: For CitY:: For Contractor: Name Eleida Felix Yackel Name Corey Young, Principal-in-Charge Title Senior Contract Administrator Title Project Manager Dept Public Works Address 9325 Sky Park Court, Suite 300 CITY OF CARLSBAD San Diego, CA 92123 Address 1635 Faraday Avenue Phone 858-676-7505 Mobile 619-709-0380Carlsbad, CA 92008 Email CoreyYoung@kennedyjenks.com Phone 760-602-2767 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 INTERESTContractor 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. YesliJ No D 17.GENERAL COMPLIANCE WITH LAWSContractor 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, subcon.tractors and consultants whose services are required by this Agreement. 18.DISCRIMINATION AND HARASSMENT PROHIBITEDContractor 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 City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties 5 of 13 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B PSA22-1674CA involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20.TERMINATIONIn the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperfonnance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five {5) business days to deliver any documents owned ·by City and all work in progress to City at the address contained in this Agreement. City will makea determination of fact based upon the work product delivered to City and of the percentage ofwork that Contractor has performed which is usable and of worth to City in having the Agreementcompleted. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate thisAgreement. In this event and upon request of City, Contractor will assemble the work product andput it in order for proper filing and closing and deliver it to City. Contractor will be paid for workperformed to the termination date; however, the total will not exceed the lump sum fee payableunder this Agreement. City will make the final determination as to the portions of tasks completedand the compensation to be made. 21.COVENANTS AGAINST CONTINGENT FEESContractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission. percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22.CLAIMS AND LAWSUITSBy signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarfT)ent 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 VENUEAny action at law or in equity brought by either of the parties f�r the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the 6 of 13 DocuSign Envelope ID: 7C090863-48ED-4DE4-8232-7F3OO316024B PSA22-167 4CA 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 ASSIGNSIt is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 25.ENTIRE AGREEMENTThis Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 26.PUBLIC AGENCY CLAUSEContractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its governing body, shall have the option to participate in this contract at the same prices, terms, and conditions. If another public agency chooses to participate, the term shall be for the term of this contract, and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely responsible for the placing of orders, arranging for delivery and/or services, and making payments to the Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible, for any obligations, including but not limited to financial responsibility, in connection with participation by another public agency. /II /II /II /II Ill Ill Ill /II Ill /II Ill /II 7 of 13 DocuSign Envelope ID: 7CD90863-48ED-4DE4--8232-7F3DD3160248 27.AUTHORITY PSA22-1674CA 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_4_th ___ day of ___ o_c_t_ob_e_r _____ , 2021. CONTRACTOR Kennedy/Jenks Consultants, Inc., a California corporation (sign here) Keith A. London, President/CEO By: (sign here) Gerard P. Cavaluzzi, Secretary CITY OF CARLSBAD, a municipal corporation of the State of California Matt Hall, Mayor ATTEST: ��L for Faviola Medina, City Clerk Services Manager If required by the City, proper notarial acknowledgement of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A Chairman, President, orVice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistantsecretary under corporate seal empowering the officer(s) signing to bind the corporation. CITY OF CARLSBAD, a municipal corporation of the State of California APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY:�� Assisant City Attorney 8 of 13 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3OO316024B PSA22-167 4CA EXHIBIT "A" SCOPE OF SERVICES Perform a variety of utilities modeling tasks as outlined in individual Project Task Description & Fee Allotments (PTD&FA) related to the following: A.Water Supply and Demand ProjectionsB.Model Data Gap Analysis/ RecommendationsC.Pressure Zone AnalysisD.Water Quality ModelingE.Water System Shutdown ImpactF.AnalysisG.Fire Flow Capacity EvaluationH.Sewer Capacity EvaluationI. Water/Recycled Water/Sewer Hydraulic Model Support Requests for work not listed above must be contracted under separate agreement. 9 of 13 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3OD316024B I Kennedy Jenks Rate Schedule Discipline 18 & 19 Kennedy Jenks Mission Consulting Services DHK Engineers 10 of 13 PSA22-167 4CA DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD3160248 Client/Address: City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 Project: Master Agreement Consulting Services (RFQ21-1449CA) Custom Schedule of Charges PSA22-167 4CA Date: 5/28/2021 PERSONNEL COMPENSATION Classification Hourly Rate Engineer-Scientist-Specialist 1 ........................................................................... $130 Engineer-Scientist-Specialist 2 .................................................... : ...................... $165 Engineer-Scientist-Specialist 3 ........................................................................... $185 Engineer-Scientist-Specialist 4 ........................................................................... $200 Engineer-Scientist-Specialist 5 ........................................................................... $220 Engineer-Scientist-Specialist 6 ........................................................................... $245 Engineer-Scientist-Specialist 7 ........................................................................... $260 Engineer-Scientist-Specialist 8 ................................................ · ........................... $290 Engineer-Scientist-Specialist 9 ........................................................................... $305 Construction Manager ......................................................................................... $260 Construction Inspector .............................................................. , ........................ $210 CAD-Technician ................................................................................................ $120 Senior CAD-Technician ..................................................................................... $140 CAD-Designer ................................................................................................... $155 Senior CAD-Designer ........................................................................................ $175 Project Administrator ......................................................................................... $130 Administrative Assistant. .................................................................................... $110 Aide ..................................................................................................................... $85 Direct Expenses Reimbursement for direct expenses, as listed below, incurred in connection with the work, will be at cost plus ten percent for items such as: a.Maps, photographs, 3rd party reproductions, 3rd party printing, equipment rental, and special suppliesrelated to the work. b.Consultants, soils engineers, surveyors, contractors, and other outside services. c.Rented vehicles, local public transportation and taxis, travel and subsistence. d.Project specific telecommunications and delivery charges. e.Special fees, insurance, permits, and licenses applicable to the work. f.Outside computer processing, computation, and proprietary programs purchased for the work. Reimbursement for vehicles used in connection with the work will be at the federally approved mileage rates or at a negotiated monthly rate. If prevailing wage rates apply, the above billing rates will be adjusted as appropriate. Overtime for non-exempt employees will be billed at one and a half times the Hourly Rates specified above. Rates for professional staff for legal proceedings or as expert witnesses will be at rates one and one-half times the Hourly Rates specified above. Excise.and gross receipts taxes, if any, will be added as a direct expense. 11 of 13 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DO3160248 .., PSA22-1674CA Mission Consulting Services WATER SYSTEMS SPECIALISTS May 27, 2021 RE: Master Agreement Consultant Services -Item No. 18 - Utilities Modeling RA TE SCHEDULE The Mission Consulting Services Team is excited to team with Kennedy Jenks on this important project. The following rate is good through the end of the three-year contract term. Jennifer R. Mael, P.E. -Hydraulic Modeling $145/hour Please feel free to contact me at (619) 851-5178 if you have any questions or comments. Sincerely, ennifer MaeJ, P.E. Principal Engineer Mn-let 619.851.5178 jmae�tJldnconsullingsd.com www.missionconsultingsd.com DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3OD316024B PSA22-1674CA HOURLY RATE SCHEDULE Submitted by: ___ D_H_K_E_n_,g.,_i_ne_e_r_s-'-, _ln_c_. __ Labor Category Senior Proiect Manaoer Senior Enqineer AS-NEEDED CONTRACT CY 2021-2023 Desiqner/Lead Field Tech Field Tech Field Suooort Administration/Clerical Suooort DHK ENGINEERS, INC. 1851 Skyhill Place Escondido, CA 92026 (760) 747-9553 13 of 13 (Name of Firm) Hourly Rate $/hr $ 194 $ 169 $ 137 $ 103 $ 92 $ 74 AeRDe CERTIFICATE OF LIABILITY INSURANCE 10,1,2022 I DATE (MM/DD/YYYY) 9/28/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDmONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PROOUCER Lockton Companies 444 W. 47th Street, Suite 900 Kansas City MO 64112-1906 (816) 960-9000 INSURED / K NT l3?2!68 KENNEDY JEN S CONSULTA S, [NC. 275 BATTERY ST., SUlTE 550 SAN FRANCISCO CA 94111 COVERAGES CERTIFICATE NUMBER: CONTACT NAME: !'11�.t � .... I,,.,. l&/C Nol: ��D�SS: INSURER($) AFFORDING COVERAGE NAIC# INSURER A: Zurich American Insurance Comoanv 16535 1NsuRER e: American Guarantee and Liab. Ins. Co. 26247 INSURER C: Columbia r,.sualtv rnmRfil}v 31127 INSURERD: INSURERE: INSURER F: 15665657 REVISION NUMBER: xxxxxxx THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS . INSR TYPE OF INSURANCE ':'�.:'� . � POLICYEFF U:31��. UMrrs LTR POLICY NUMBER fMll/00/YYYYl A 4 COMMERCIAL GENERAL LIABILITY y N GLO583358I 10/1/2021 10/1/2022 EACH OCCURRENCE $ 1.000 000 □ ctAJMS-MADE CK] OCCUR Lll"\NV"\\:lt;. IU ri.�'lllltU s 1000000 PREMISES I�• f--MED EXP (Any one person) s 5 000 PERSONAL & ADV INJURY s I 000 000 f--GEN'l AGGREGATE LIMIT APPLIES PER: GENERAi. AGGREGATE s 2 000,000 R POLICY [x] �fc?r □ LOC PRODUCTS • COMP/OP AGG s 2.000 000 OTHER: s A AUTOMOBILE UABlUTY y N BAP9326879 10/1/2021 10/1/2022 fE���;�tfNGLE LIMIT s 1.000 000 ANY AUTO BODILY INJURY (Per pets0n) s xxxxxxxOWNED � SCHEDULED ,K_ AUTOS ONLY AUTOS BODILY INJURY (Pet ecc:idenl) s xxxxxxxX HIRED x NON-OWNED �PERTY0DAMAGE s xxxxxxx AUTOS ONLY AUTOS ONLY IPer acddenll ,--,--s xxxxxxx B ,x. UMBRELLA UAB HOCCUR N N sxs 4152107-00 10/1/2021 10/1/2022 EACH OCCURRENCE s 2.000 000 EXCESS LIAB CLAIM5-MADE AGGREGATE s 2 000 000 OED I I RETENTION s s xx:xxxxx WORKERS COMPENSATION y x I mTUT� 1 I OTH-A AND EMPLOYERS-LIABILITY WC9326878 10/1/2021 10/1/2022 ER YIN ANY PROPRIETOR/PARTNER/EXECUTNE llil NIA E.L. EACH ACCIDENT s I 000 000 OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E.L DISEASE • EA EMPLOYEE s I 000 000�l��:l,� �OPERATIONS below E.L. DISEASE· POLICY LIMIT s 1 000.000C PROFESSIONAL , N AEH59 I 952650 10/1/2021 10/1/2022 $2,000,000 PER CLAIM LIABILITY $2,000,000 A NUAL AGGREGATE DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Aclditional Remarl<s Schedule, may be att.oched Ir more sp-is required) RE: MASTER AGREEMENT FOR WASTEWATER ENGINEERING SERVICES. SEE ATTACHED. CERTIFICATE HOLDER 15665657 CITY OF CARLSBAD/CMWD C/0 EXJGIS INSURANCE COMPLIANCE PO BOX 4668 - ECM #35050 NEW YORK NY 10163-4668 CANCELLATION See Attachments SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTA ©198 ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD CONTINUATION DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS (Use only II more space Is required) THE CITY OF CARLSBAD AND CARLSBAD MUNICIPAL WATER DISTRICT ARE ADDITIONAL INSUREDS AS RESPECTS GE ERAL LlABILITY AND AUTO LlABILITY, A D THESE COVERAGES ARE PRIMARY, AS REQUIRED BY WRITTEN CONTRACT. THE ADDITIONAL INSUREDS' OWN COVERAGE IS EXCESS OF AND NON-CONTRIB TORY WITH THE GENERAL LIABILITY, AND ON THE AUTO LIABILITY AS RESPECTS THE USE OF VEHICLE OWNED BY KENNEDY/JENKS CONSULTANTS, INC. AS REQUIRED BY WRITTEN CO TRACT. WAIVER OF SUBROGATlO APPLIES TO WORKERS COMPENSATION/EMPLOYER'S LIABILITY WHERE ALLOWED BY STATE LAW AND AS REQUIRED BY WRITTEN CONTRACT. THE UMBRELLA LIABILITY IS FOLLOW FORM OVER THE GENERAL LIABILITY, AUTO LIABILITY AND EMPLOYERS LIABILITY PER THE POLICY TERMS, CONDITfONS AND EXCLUSIONS. ACORD 25 (2016/03) Certi(icate Holder ID: 15665657 Attachment Code: D501716 Certificate TD: 15665657 POLICY NUMBER: GL05833581 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): THE CITY OF CARLSBAD AND CARLSBAD MUNICIPAL WATER DISTRICT, WHERE REQUIRED BY WRITTEN CONTRACT Location(s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown In the Declarations A.Section II -Who Is An Insured is amended to include as an additional insured the person(s) ororganization(s) shown in the schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1.Your acts or omissions; or 2.The acts or omissions of those acting on your behalf; In the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. B.With respect to the insurance afforded to these additional insureds, the following additional exclusionsapply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 3. All work, including materials, parts or equipment furnished in connection with such work, onthe project (other than service, maintenance or repairs) to be performed by or on behalf ofthe additional insured(s) at the location of the covered operations has been completed; or 4.That portion of "your work" out of which the injury or damage arises has been put to itsintended use by any person or organization other than another contractors or subcontractorengaged in performing operations for a principal as a part of the same project. U-GL-1114-A CW (10/02) Attachment Code: D501717 Certificate ID: 15665657 POLICY NUMBER: GL05833581 COMMERCIAL GENERAL LIABILITY . THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Location And Description Of Completed Operations Or11anization(s) THE CITY OF CARLSBAD AND CARLSBAD MUNICIPAL WATER DISTRICT, WHERE REQUIRED BY WRITTEN CONTRACT Information requtred to complete this Schedule, if not shown above, will be shown in the Declarations. A.Section II • Who Is An Insured is amended to include as anadditional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work� at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". U·GL-1114-A-CW (10/02) Al1a.chmcnl Code: D491037 Certificate ID: 15665657 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY POLICY # WC9326878 WC 00 0313 (ED. 04-84) WAIVER OF OUR RIGHTS TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH THE INSURED, EXECUTED PRIOR TO THE ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE PROVIDED UNDER THIS POLICY FOR WORK PERFORMED BY YOU FOR THAT PERSON AND/OR ORGANIZATION. This endorsement changes the policy to which it is attached and if effective on the date issued unless otherwise stated. (The information below is required onJy when this endorsement is i ucd subsequent to preparation of the policy.) Endorsement EffDate: 10/1/2021 Effective PoUcy No: WC9326878 Endorsement No: N/A Premium$: NIA Insured: Kennedy/Jenks Consultants, Inc. Insurance Company: Zurich American Ins. Co. WC124 (4-84) WC 00 0313