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CITY OF ARCADIA
PROFESSIONAL SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this day of �Cll uU 1-1 2001 by
and between the CITY OF ARCADIA, a municipal organization organized dnder the laws of
the State of California with its principal place of business at 240 West Huntington Drive,
Arcadia, California 91066 -6021 ( "City ") and KAKU ASSOCIATES, INC., a California
Corporation, with its principal place of business at 1453 Third Street, Suite 400, Santa Monica,
California 90401 ( "Consultant "). City and Consultant are sometimes individually referred to as
"Party" and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain
professional services required by the City on the terms and conditions set forth in this
Agreement. Consultant represents that it is experienced in providing consultation/preparation of
intelligent transportation system infrastructures to public clients, is licensed in the State of
California, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such services for the preparation of the City
of Arcadia's Intelligent Transportation System Master Plan/Infrastructure project ( "Project ") as
set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to
the City all labor, materials, tools, equipment, services, and incidental and customary work
necessary to fully and adequately supply the professional preparation/consulting services
necessary for the Project ( "Services "). The Services are more particularly described in Exhibit
"A" attached hereto and incorporated herein by reference. All Services shall be subject to, and
performed in accordance with, this Agreement, the exhibits attached hereto and incorporated
herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from /—,:) - D 3 to
3_ _ unless earlier terminated as provided herein. Consultant shall complete
the Services within the term of this Agreement, and shall meet any other established schedules
and deadlines.
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3.2 Responsibilities of Consultant.
3.2.1 Control and Payment of Subordinates, Contractor. The
Services shall be performed by Consultant or under its supervision. Consultant will determine
the means, methods and details of performing the Services subject to the requirements of this
Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Consultant retains the right to perform similar or different services for others during the term of
this Agreement. Any additional personnel performing the Services under this Agreement on
behalf of Consultant shall also not be employees of City and shall at all times be under
Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other
amounts due such personnel in connection with their performance of Services under this
Agreement and as required by law. Consultant shall be responsible for all reports and
obligations respecting such additional personnel, including, but not limited to: social security
taxes, income tax withholding, unemployment insurance, disability insurance, and workers'
compensation insurance.
3.2.2 Schedule of Services. Consultant shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit "B" attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical personnel required to perform the
Services in conformance with such conditions. In order to facilitate Consultant's conformance
with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon
request of City, Consultant shall provide a more detailed schedule of anticipated performance to
meet the Schedule of Services.
3.2.3 Conformance to Applicable Requirements. All work prepared by
Consultant shall be subject to the approval of City.
3.2.4 Substitution of Key Personnel. Consultant has represented to City that
certain key personnel will perform and coordinate the Services under this Agreement. Should
one or more of such personnel become unavailable, Consultant may substitute other personnel of
at least equal competence upon written approval of City. In the event that City and Consultant
cannot agree as to the substitution of key personnel, City shall be entitled to terminate this
Agreement for cause. As discussed below, any personnel who fail or refuse to perform the
Services in a manner acceptable to the City, or who are determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a
threat to the safety of persons or property, shall be promptly removed from the Project by the
Consultant at the request of the City. The key personnel for performance of this Agreement are
as follows: Patrick A. Gibson and Tom Choe.
3.2.5 City's Representative. The City hereby designates Don Penman, Assistant
City Manager /Development Services Director, or his or her designee, to act as its representative
for the performance of this Agreement ( "City's Representative "). City's Representative shall
have the power to act on behalf of the City for all purposes under this Contract. Consultant shall
not accept direction or orders from any person other than the City's Representative or his or her
designee.
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3.2.6 Consultant's Representative. Consultant hereby designates Patrick A.
Gibson, P.E., or his or her designee, to act as its representative for the performance of this
Agreement ( "Consultant's Representative "). Consultant's Representative shall have full
authority to represent and act on behalf of the Consultant for all purposes under this Agreement.
The Consultant's Representative shall supervise and direct the Services, using his best skill and
attention, and shall be responsible for all means, methods, techniques, sequences and procedures
and for the satisfactory coordination of all portions of the Services under this Agreement.
3.2.7 Coordination of Services. Consultant agrees to work closely with City
staff in the performance of Services and shall be available to City's staff, consultants and other
staff at all reasonable times.
3.2.8 Standard of Care; Performance of Employees. Consultant shall perform
all Services under this Agreement in a skillful and competent manner, consistent with the
standards generally recognized as being employed by professionals in the same discipline in the
State of California. Consultant represents and maintains that it is skilled in the professional
calling necessary to perform the Services. Consultant warrants that all employees and
subcontractors shall have sufficient skill and experience to perform the Services assigned to
them. Finally, Consultant represents that it, its employees and subcontractors have all licenses,
permits, qualifications and approvals of whatever nature that are legally required to perform the
Services, including a City Business License, and that such licenses and approvals shall be
maintained throughout the term of this Agreement. As provided for in the indemnification
provisions of this Agreement, Consultant shall perform, at its own cost and expense and without
reimbursement from the City, any services necessary to correct errors or omissions caused by the
Consultant's failure to comply with the standard of care provided for herein. Any employee of
the Consultant or its sub - consultants who is determined by the City to be uncooperative,
incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of
persons or property, or any employee who fails or refuses to perform the Services in a manner
acceptable to the City, shall be promptly removed from the Project by the Consultant and shall
not be re- employed to perform any of the Services or to work on the Project.
3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and
in compliance with all local, state and federal laws, rules and regulations in any manner affecting
the performance of the Project or the Services, including all Cal /OSHA requirements, and shall
give all notices required by law. Consultant shall be liable for all violations of such laws and
regulations in connection with Services. If the Consultant performs any work knowing it to be
contrary to such laws, rules and regulations and without giving written notice to the City,
Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend,
indemnify and hold City, its officials, directors, officers, employees and agents free and
harmless, pursuant to the indemnification provisions of this Agreement, from any claim or
liability arising out of any failure or alleged failure to comply with such laws, rules or
regulations.
3.2. 10 Insurance.
3.2.10.1 Time for Compliance. Consultant shall not commence
Work under this Agreement until it has provided evidence satisfactory to the City that it has
secured all insurance required under this section. In addition, Consultant shall not allow any
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subcontractor to commence work on any subcontract until it has provided evidence satisfactory
to the City that the subcontractor has secured all insurance required under this section.
3.2.10.2 Minimum Requirements. Consultant shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the performance of
the Agreement by the Consultant, its agents, representatives, employees or subcontractors.
Consultant shall also require all of its subcontractors to procure and maintain the same insurance
for the duration of the Agreement. Such insurance shall meet at least the following minimum
levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:
Insurance Services Office Business Auto Coverage form number CA 0001, code 8 and 9 (hired
and nonowned) and (3) Workers' Compensation and Employer's Liability: Workers'
Compensation insurance as required by the State of California and Employer's Liability
Insurance.
(B) Minimum Limits of Insurance. Consultant shall maintain
limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with
general aggregate limit is used, either the general aggregate limit shall apply separately to this
Agreement/location or the general aggregate limit shall be twice the required occurrence limit;
(2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3)
Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by
the Labor Code of the State of California. Employer's Liability limits of $1,000,000 per accident
for bodily injury or disease.
3.2.10.3 Professional Liability. Consultant shall procure and
maintain, and require its sub - consultants to procure and maintain, for a period of five (5) years
following completion of the Project, errors and omissions liability insurance appropriate to their
profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall
be endorsed to include contractual liability.
3.2.10.4 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Consultant shall provide endorsements on forms supplied or
approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall be
endorsed to state that: (1) the City, its directors, officials, officers, employees, agents and
volunteers shall be covered as additional insured with respect to the Work or operations
performed by or on behalf of the Consultant, including materials, parts or equipment furnished in
connection with such work; and (2) the insurance coverage shall be primary insurance as respects
the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall
stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying
coverage. Any insurance or self - insurance maintained by the City, its directors, officials,
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officers, employees, agents and volunteers shall be excess of the Consultant's insurance and shall
not be called upon to contribute with it in any way.
(B) Automobile Liability. The automobile liability policy shall
be endorsed to state that: the insurance coverage shall be primary insurance as respects the City,
its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in an
unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any
insurance or self - insurance maintained by the City, its directors, officials, officers, employees,
agents and volunteers shall be excess of the Consultant's insurance and shall not be called upon
to contribute with it in any way.
(C) Workers' Compensation and Employers Liability
Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors,
officials, officers, employees, agents and volunteers for losses paid under the terms of the
insurance policy that arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this
Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced
or canceled except after standard thirty (30) days prior written notice with 10 days notice of
cancellation for nonpayment by certified mail, return receipt requested, has been given to the
City; and (B) any failure to comply with reporting or other provisions of the policies, including
breaches of warranties, shall not affect coverage provided to the City, its directors, officials,
officers, employees, agents and volunteers.
3.2.10.5 Separation of Insureds, No Special Limitations. All
insurance required by this Section shall contain standard separation of insureds provisions. In
addition, such insurance shall not contain any special limitations on the scope of protection
afforded to the City, its directors, officials, officers, employees, agents and volunteers.
3.2.10.6 Deductibles and Self - Insurance Retentions. Any
deductibles or self - insured retentions must be declared to and approved by the City. Consultant
shall guarantee that, at the option of the City, either: (1) the insurer shall declare such
deductibles or self - insured retentions as respects the City, its directors, officials, officers,
employees, agents and volunteers; or (2) the Consultant shall procure a bond guaranteeing
payment of losses and related investigation costs, claims and administrative and defense
expenses.
3.2.10.7 Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best's rating no less than ANHI, licensed to do business in
California, and satisfactory to the City.
3.2.10.8 Verification of Coverage. Consultant shall furnish City
with original certificates of insurance and endorsements effecting coverage required by this
Agreement on forms satisfactory to the City. The certificates and endorsements for each
insurance policy shall be signed by a person authorized by that insurer to bind coverage on its
behalf, and shall be on forms provided by the City if requested. All certificates and
endorsements must be received and approved by the City before work commences. The City
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reserves the right to require complete, certified copies of all required insurance policies, at any
time.
3.2.11 Safe . Consultant shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out its Services, the Consultant shall at
all times be in compliance with all applicable local, state and federal laws, rules and regulations,
and shall exercise all necessary precautions for the safety of employees appropriate to the nature
of the work and the conditions under which the work is to be performed. Safety precautions as
applicable shall include, but shall not be limited to: (A) adequate life protection and life saving
equipment and procedures; (B) instructions in accident prevention for all employees and
subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks,
confined space procedures, trenching and shoring, equipment and other safety devices,
equipment and wearing apparel as are necessary or lawfully required to prevent accidents or
injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety
measures.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including
authorized reimbursements, for all Services rendered under this Agreement at the rates set forth
in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation
shall not exceed TEN THOUSAND FOUR HUNDRED FIFTY THREE DOLLARS AND
ZERO CENTS ($10,453.00) without written approval of City's Engineer. Extra Work may be
authorized, as described below, and if authorized, will be compensated at the rates and manner
set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly
itemized statement that indicates work completed and hours of Services rendered by Consultant.
The statement shall describe the amount of Services and supplies provided since the initial
commencement date, or since the start of the subsequent billing periods, as appropriate, through
the date of the statement. City shall, within forty-five (45) days of receiving such statement,
review the statement and pay all approved charges thereon.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any
expenses unless authorized in writing by City.
3.3.4 Extra Work. At any time during the term of this Agreement, City may
request that Consultant perform Extra Work. As used herein, "Extra Work" means any work
determined by City to be necessary for the proper completion of the Project, but which the
Parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without written authorization
from City's Representative.
3.4 Accounting Records.
3.4.1 Maintenance and Inspection. Consultant shall maintain complete and
accurate records with respect to all costs and expenses incurred under this Agreement. All such
records shall be clearly identifiable. Consultant shall allow a representative of City during
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normal business hours to examine, audit, and make transcripts or copies of such records and any
other documents created pursuant to this Agreement. Consultant shall 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.
3.5 General Provisions.
3.5.1 Termination of Agreement.
3.5.1.1 Grounds for Termination. City may, by written notice to
Consultant, terminate the whole or any part of this Agreement at any time and without cause by
giving written notice to Consultant of such termination, and specifying the effective date thereof,
at least seven (7) days before the effective date of such termination. Upon termination,
Consultant shall be compensated only for those services that have been adequately rendered to
City, and Consultant shall be entitled to no further compensation. Consultant may not terminate
this Agreement except for cause.
3.5.1.2 Effect of Termination. If this Agreement is terminated as provided
herein, City may require Consultant to provide all finished or unfinished Documents and Data
and other information of any kind prepared by Consultant in connection with the performance of
Services under this Agreement. Consultant shall be required to provide such document and other
information within fifteen (15) days of the request.
3.5.1.3 Additional Services. In the event this Agreement is terminated in
whole or in part as provided herein, City may procure, upon such terms and in such manner as it
may determine appropriate, services similar to those terminated.
3.5.2 Delivery of Notices. All notices permitted or required under this
Agreement shall be given to the respective Parties at the following address, or at such other
address as the respective Parties may provide in writing for this purpose:
Consultant:
City:
Mr. Patrick A. Gibson, P.E.
Vice President
Kaku Associates, Inc.
1453 Third Street, Suite 400
Santa Monica CA 90401
Don Penman
Assistant City Manager /Development Services Director
City of Arcadia
240 West Huntington Drive
Arcadia, CA 91066 -6021
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48)
hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its
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applicable address. Actual notice shall be deemed adequate notice on the date actual notice
occurred, regardless of the method of service.
3.5.3 Ownership of Materials and Confidentiality.
3.5.3.1 Documents & Data, Licensing of Intellectual Property. This
Agreement creates a non - exclusive and perpetual license for City to copy, use, modify, reuse, or
sublicense any and all copyrights, designs, and other intellectual property embodied in plans,
specifications, studies, drawings, estimates, and other documents or works of authorship fixed in
any tangible medium of expression, including but not limited to, physical drawings or data
magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be
prepared by Consultant under this Agreement ( "Documents & Data "). Consultant shall require
all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license
for any Documents & Data the subcontractor prepares under this Agreement. Consultant
represents and warrants that Consultant has the legal right to license any and all Documents &
Data. Consultant makes no such representation and warranty in regard to Documents & Data
prepared by design professionals other than Consultant or provided to Consultant by the City.
City shall not be limited in any way in its use of the Documents and Data at any time, provided
that any such use not within the purposes intended by this Agreement shall be at City's sole risk.
3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans,
procedures, drawings, descriptions, computer program data, input record data, written
information, and other Documents and Data either created by or provided to Consultant in
connection with the performance of this Agreement shall be held confidential by Consultant.
Such materials shall not, without the prior written consent of City, be used by Consultant for any
purposes other than the performance of the Services. Nor shall such materials be disclosed to
any person or entity not connected with the performance of the Services or the Project. Nothing
furnished to Consultant that is otherwise known to Consultant or is generally known, or has
become known, to the related industry shall be deemed confidential. Consultant shall not use
City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or
the Project in any magazine, trade paper, newspaper, television or radio production or other
similar medium without the prior written consent of City.
3.5.4 Cooperation, Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be necessary,
appropriate or convenient to attain the purposes of this Agreement.
3.5.5 Attorney's Fees. If either Party commences an action against the other
Party, either legal, administrative or otherwise, arising out of or in connection with this
Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the
losing Parry reasonable attorney's fees and all other costs of such action.
3.5.6 Indemnification. Consultant shall defend, indemnify and hold the City, its
officials, officers, employees, volunteers and agents free and harmless from any and all claims,
demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to
property or persons, including wrongful death, in any manner arising out of or incident to any
alleged acts, omissions or willful misconduct of Consultant, its officials, officers, employees,
agents, consultants and contractors arising out of or in connection with the performance of the
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Services, the Project or this Agreement, including without limitation the payment of all
consequential damages and attorneys fees and other related costs and expenses. Consultant shall
defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or
other legal proceedings of every kind that may be brought or instituted against City, its directors,
officials, officers, employees, agents or volunteers. Consultant shall pay and satisfy any
judgment, award or decree that may be rendered against City or its directors, officials, officers,
employees, agents or volunteers, in any such suit, action or other legal proceeding. Consultant
shall reimburse City and its directors, officials, officers, employees, agents and/or volunteers, for
any and all legal expenses and costs incurred by each of them in connection therewith or in
enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be
restricted to insurance proceeds, if any, received by the City, its directors, officials officers,
employees, agents or volunteers.
3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the
Parties with respect to the subject matter hereof, and supersedes all prior negotiations,
understandings or agreements. This Agreement may only be modified by a written agreement
signed by both Parties.
3.5.8 Governing Law. This Agreement shall be governed by the laws of the
State of California. Venue shall be in Los Angeles County.
3.5.9 Time of Essence. Time is of the essence for each and every provision of
this Agreement.
3.5. 10 City's Right to Employ Other Consultants. City reserves right to employ
other consultants in connection with this Project.
3.5.11 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the Parties.
3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or
transfer, either directly or by operation of law, this Agreement or any interest herein without the
prior written consent of the City. Any attempt to do so shall be null and void, and any assignees,
hypothecates or transferees shall acquire no right or interest by reason of such attempted
assignment, hypothecation or transfer.
3.5.13 Construction, References, Captions. Since the Parties or their agents have
participated fully in the preparation of this Agreement, the language of this Agreement shall be
construed simply, according to its fair meaning, and not strictly for or against any Party. Any
term referencing time, days or period for performance shall be deemed calendar days and not
work days. All references to Consultant include all personnel, employees, agents, and
subcontractors of Consultant, except as otherwise specified in this Agreement. All references to
City include its elected officials, officers, employees, agents, and volunteers except as otherwise
specified in this Agreement. The captions of the various articles and paragraphs are for
convenience and ease of reference only, and do not define, limit, augment, or describe the scope,
content, or intent of this Agreement.
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3.5.14 A_ mendment; Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other
default or breach, whether of the same or other covenant or condition. No waiver, benefit,
privilege, or service voluntarily given or performed by a Party shall give the other Party any
contractual rights by custom, estoppel, or otherwise.
3.5.16 No Third Party Beneficiaries. There are no intended third party
beneficiaries of any right or obligation assumed by the Parties.
3.5.17 Invalidity Severabili . If any portion of this Agreement is declared
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely
for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not
paid nor has it agreed to pay any company or person, other than a bona fide employee working
solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration
contingent upon or resulting from the award or making of this Agreement. For breach or
violation of this warranty, City shall have the right to rescind this Agreement without liability.
For the term of this Agreement, no member, officer or employee of City, during the term of his
or her service with City, shall have any direct interest in this Agreement, or obtain any present or
anticipated material benefit arising therefrom.
3.5.19 Equal Opportunily Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee or
applicant for employment because of race, religion, color, national origin, handicap, ancestry,
sex or age. Such non - discrimination shall include, but not be limited to, all activities related to
initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff
or termination. Consultant shall also comply with all relevant provisions of City's Minority
Business Enterprise program, Affirmative Action Plan or other related programs or guidelines
currently in effect or hereinafter enacted.
3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it
is aware of the provisions of Section 3700 of the California Labor Code that require every
employer to be insured against liability for Worker's Compensation or to undertake self -
insurance in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
3.5.21 Authority to Enter Agreement. Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party
warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and bind each respective Party.
3.5.22 Counterparts. This Agreement may be signed in counterparts, each of
which shall constitute an original.
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3.6 Subcontracting.
3.6.1 Prior Approval Required.
the work required by this Agreement, except
approval of City. Subcontracts, if any, shall
provisions stipulated in this Agreement.
CITY OF ARCADIA
By: By:
William R. Kelly
City Manager
Dated:
ATTEST:
Clerk
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APPROVED AS TO FOItM:
Stephen P. Deitsch
City Attorney
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Consultant shall not subcontract any portion of
as expressly stated herein, without prior written
contain a provision making them subject to all
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KAKU ASSOCIATES, INC.
P trick A. Gi on, P. E.
Vice President
Dated: l 0A `1 0 -z—
CONCUR:
Department Head Date
INTELLIGENT TRANSPORTATION SYSTEM MASTER PLAN
CITY OF ARCADIA
CALIFORNIA
EXHIBIT A
SCOPE OF SERVICES
PROPOSED PROJECT
The project involves the preparation of the City of Arcadia's ITS Master Plan as part of the
development of their intelligent transportation system infrastructure. The project includes
the review of the existing system inventory, assessment of the City's current and planned
future traffic operations and incident/special event management, and formulation of the
ITS development cost - effective strategies that would lead to efficient and effective use of
the system to minimize traffic congestion, enhance traffic safety, and coordinate traffic
operations with other agencies. The Master Plan would help the City staff work towards
advancement of their operations using the latest tools available. It would also ensure that
future system hardware and software would be compatible with and integrated to systems
from other entities /agencies including the County of Los Angeles, Caltrans, and adjacent
cities.
With the growth of regional freeway and arterial traffic along the 1 -210, 1 -605, 1 -10,
Huntington Drive, Santa Anita Avenue, Baldwin Avenue, and Las Tuna Drive /Live Oak
Avenue /Arrow Highway corridors, real -time traffic management could be increasingly
important if not critical in the near future for the City of Arcadia. Also, Santa Anita Park
would require efficient event management in the future as well as traffic conditions worsen.
ITS tools would provide more information for the City staff to make better decisions, better
coordinate with emergency /law enforcement departments, share information with other
agencies, and better manage the City's traffic signal network.
SCOPE OF SERVICES
The scope for this project is to deliver a useful ITS Master Plan for the City of Arcadia
transportation staff to guide them in the development of their ITS infrastructure and help
establish a efficient computer- assisted traffic operations. It is to be used as both a
planning tool and as an operational model for future traffic operations. The following are
specific tasks involved in the preparation of the ITS Master Plan:
Task 1 — Attend Meetings With City Staff And Other Agency Representatives
Kaku Associates (KA) senior staff would meet with the County of Los Angeles staff,
Caltrans District 7 staff, and City of Pasadena to gather information on system
compatibility and integration requirements. KA would also meet with the City
staff /maintenance contractor for up to three work sessions to gather system inventory,
gather traffic data, and identify operational /functional needs.
Task 2 — Establish Existing ITS Inventory And Assess City's Traffic Operations
Based on Task 1, existing ITS inventory would be established and mapped out, and the
City's traffic and event management would be assessed. This would help identify
strategies where ITS tools can aid City staff in the future. This would also lead to the
development of the general ITS functional needs.
Task 3 — Develop ITS Master Plan
This task would map out future ITS infrastructure that may be used as a framework for
the City's future traffic management structure. Based on Task 1 and Task 2, strategies
and options for the development of the City's ITS infrastructure would be identified and
presented. This would include identification of funding opportunities and joint project
development opportunities with other agencies. One of the options would include the
potential implementation of the components or elements that the County of Los Angeles
is currently offering to the City. Efforts would be made to define these components in as
much detail as possible from the discussions with the County staff.
For funding options, the federal ITS Integration Grant application and requirements
would be reviewed. If applicable and requirements can be met, a new application would
be prepared assuming that the application does not require analyses or lengthy report.
Task 4 — Present Recommendations
Based on the options identified in Task 3, Kaku Associates would make recommendations
as to the implementation plan. The recommended plan would identify implementation
phases for near -term, medium term, and long -term potential solutions. Those critical to
the current traffic management, interagency communications or system integration, and
funding opportunities would be identified for immediate implementation steps.
As part of the strategy for the City's ITS development, system operations and
management would also be addressed. Minimum short-term and long -term staffing plan
options would be presented and recommended, comparing those used or planned by
other comparable agencies. In addition, the space and furniture needs would be
addressed as part of the staffing plan.
Task 5 — Prepare A Final Report And Present Findings
Kaku Associates would prepare draft ITS Master Plan report. Five copies of the draft
report would be submitted for client review. A final report would incorporate the review
comments.
The cost estimate includes attendance at three City staff meetings /work sessions and one
presentation of study results. Attendance at additional meetings, work sessions, and
�W *00
public hearings, as well as the conduct of work beyond the scope identified in this proposal
would be completed on a time and expense basis.
Kaku Associates, Inc.
EXHIBIT B
COST ESTIMATE
INTELLIGENT TRANSPORTATION SYSTEMS MASTER PLAN
CITY OF ARCADIA
1012912002
a
3
HOURS PER
EMPLOYEE
EMPLOYEE>
TOTAL
TOTAL
Principal I Principal II Assoc.I Assoc. II Assoc. III Assoc. IV Technician Admin.
HOURLY RATE>
$250
$215
$150
$125
$105 $75
$55 $65
HOURS
COSTS
TASK 1 Meetings
4
8
12
$2,200
TASK 2 Inventory & Assessment
16
2
18
$2,510
TASK 3 Master Plan
1
24
4
29
$4,070
TASK 4 Draft Report
1
8
4
13
$1,670
TASK 5
0
$0
TASK 6
0
$0
TASK 7
0
$0
TASK 8
0
$0
TASK 9
0
$0
TASK 10
0
$0
TASK 11
0
$0
0
$0
0
$0
TOTAL HOURS
6
0
56
0
0 0
10 0
72
—
LABOR COSTS
$1,500
$0
$8,400
$0
$0 $0
$550 $0
—
$10,450
OTHER DIRECT COSTS:
Travel
$0
Computer
$0
Reproduction & Supplies
$0
Temporary Labor
$0
Data Collection
$0
Other
$0
Total Other Direct Costs
$0
TOTAL COST
$10,450
a
3
1%0
EXHIBIT C
COST ESTIMATE (BY HOURLY RATES)
ITS MASTER PLAN
CITY OF ARCADIA
HOURLY
TOTAL
TOTAL
EMPLOYEE
RATE
HOURS
COSTS
Principal I - Pat Gibson
$96.00
6
$576
Principal If
$83.00
0
$0
Associate I - Tom Choe
$58.00
56
$3,248
Associate II
$48.00
0
$0
Associate 111
$40.00
0
$0
Associate IV
$29.00
0
$0
Technician - Various Staff
$22.00
10
$220
Administrative
$25.00
0
$0
TOTAL HOURS
72
--
TOTAL LABOR COSTS
--
$4,044
OVERHEAD
Multiplier: 135%
$5,459
LABOR COST W /OVERHEAD
$9,503
OTHER DIRECT COSTS:
Travel
$0
Telephone
$0
Computer
$0
Reproduction
$0
Supplies
$0
Temporary Labor
$0
Traffic Counts
$0
Other
$0
Total Other Direct Costs
$0
TOTAL COST
$9,503
FEE (PROFIT)
Multiplier: 10%
$950
TOTAL COST PLUS FEE
$10,453
ACORDM CERTIFIC : OF LIABILITY INSUUNCE
��;os�za 2'
PRODUCER (626)795 -7059 FAX (626)792 -2321
FIA Insurance Services, Inc.
99 South Lake Avenue, #300
Pasadena, CA 91101
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
INSURERS AFFORDING COVERAGE
INSURED Kaku Associates
1453 Third St., Ste.400
Santa Monica, CA 90401
INSURER Great American Ins. Company
INSURER Greenwich Insurance Company
INSURER C'
INSURER D
INSURER E.
COVERAGES
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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INZK LTR
TYPE OF INSURANCE
POLICY NUMBER
DATE (MM /DD/YY)
DATE (MM /DDIYY)
LIMITS
A
GENERAL LIABILITY
X COMMERCIAL GENERAL LIABILITY
CLAIMS MADE a OCCUR
PAC375372306
08/01/2002
08/01/2003
EACH OCCURRENCE
$ 11000,000
FIRE DAMAGE (Any one fire)
$ 100,000
MED EXP (Any one person)
$ 10,000
PERSONAL & ADV INJURY
$ 11000,000
GENERAL AGGREGATE
$ 2,000,000
PRODUCTS - COMP /OP AGG
$ 1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER:
X POLICY PRO JECT DLOC
A
AUTOMOBILE
LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON -OWNED AUTOS
PAC375372306
0810112002
08/01/2003
COMBINED SINGLE LIMIT
(Ea accident)
$
11000,000
BODILY INJURY
(Per person)
$
BODILY INJURY
(Per accident)
$
—
X
X
PROPERTY DAMAGE
(Per accident)
$
GARAGE LIABILITY
ANY AUTO
AUTO ONLY -EA ACCIDENT
$
OTHER THAN EA ACC
AUTO ONLY: AGG
$
$
EACH OCCURRENCE
$
EXCESS LIABILITY
OCCUR D CLAIMS MADE
DEDUCTIBLE
RETENTION $
AGGREGATE
$
$
s
a
0375372410
08/01/2002
08/01/2003
X TORY LIMITS ER
A
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
E.L. EACH ACCIDENT
$ 1,000,000
E.L. DISEASE - EA EMPLOYEE
$ 1,000,000
E.L. DISEASE - POLICY LIMIT
$ 1,000,000
s
OTHER
Professional Liability
RECO012416
08/09/2002
08/09/2003
$ 11000,000 Per Claim
1,000,000 Policy Aggregate
S 50,000 Retention
DESCRIPTION OF OPERATIONS /LOCATIONW HICLE&F_XCLUSIONS ADDED BY ENDORSEMENT /SPECIAL PROVISIONS
he City of Arcadia, its directors, officials, officers, employees, agents and volunteers are named as
dditional insured, as their interest may appear, per attached CG 20 10 10 /01. Insurance is Primary.
[giver of Subrogation is applicable to Workers' Comp coverages.
of #P3055.
(Except 10 day notice for nonpayment of premium)
ADDITIONAL INSURED; INSURER LETTER
Ms. Pat Auriemmo
Engineering Division, City of Arcadia
240 West Huntington Drive
Arcadia, CA 91066 -6021
25-5 jWd[) FAX: (626)447 -7866
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
*30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
OF ANY KIND UPON THE COMPANY, ITq AGENTS OR REPRESENTATIVES.
1'2/30/02 19:51 FAX 6267922321
" a1 7/ *P 7'
4 AMENS 11/07/2002
Greet American Insurance Companies
Subeloleries of American Financial corporation
580 Walnut Stroct, Cincinnati, Ohio 45202
FIA INS SCVS INC 1@003
3 -U C30193965 •D /B 0 IGINAL t
0173454
CG 20 10 (Ed.10 101)
Policy: PAC 375 -37 -23 06
THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED -- OWNERS, LESSEES OR CONTRACTORS (FOFtM B)
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
ame of Person or rganization:
THE CITY OF ARCADIA, ITS DIRECTORS, OFFICIALS, OFFICERS,
EMPLOYEES, AGENTS AND VOLUNTEERS
C/0 MS. PAT AURIEMMO
ENGINEERING DIVISION, CITY OF ARCADIA
240 WEST HUNTINGTON DRIVE
4RCADIA, CA 91066 -6021
(If no entry appears above, information required to complete this endorsement will be shown in the
Declarations as applicable to this endorsement)
A. Section II - Who Is An Insured is amended to include as an Insured the person or organization shown
in the Schedule, but only with respect to liability arising out of your ongoing operations performed for
that Insured
B. With respect to the insurance afforded to these Additional Insureds, the following exclusion is added:
2. Exclusions
This insurance does not apply to 'bodily injury" or "property damage" occuring after.
(1) all work, including materials, parts or equipment furnished in connection with such work, on
the project (other than service, maintenance or repairs) to be performed by or on behalf of
the Additional Insured(s) at the site of the covered operations has been completed, or
(2) that portion of "your work" out of which the Injury or damage arises has been put to its
intended use by any person or organization other than another contractor or subcontractor
engaged in performing operations for a principal as a part of the some project.
Copyright. Insurance Services Office Properties. Inc., 2000
CG 20 10 10/01 (Page 1 of 1)
U/30/02 19:30 FAX 6267922321 FIA INS SCVS INC Q002
C * 90. 12/17/02 *P1 753723 -06 030193965 *D /B � ORIGINAL COPY
AMNW
EW 11/07/2002 0173454 IL 70 02 OS/92
l
AdmkiWhmORoes Policy No. PAC 375-37-23 - 06
580wvnut&W Effective Date of Change 11/0712002
GREATAWJUCAl1t ummed, 0H 45282
,N UUMCf NOW 513'wwwph BUS I NESSPRO POL 1 CY CHANGES
NAMED INSURED KAKU ASSOCIATES
AND ADDRESS: 1453 THIRD ST., STE. 400
SANTA MONICA, CA 90401
THIS ENDORSEMENT AGENT'S NAME AND ADDRESS:
CHANGES THE POLICY, FIA INSURANCE SERVICES, INC.
PLEASE READ IT 99 S LAKE AVE STE 300
CAREFULLY. PASADENA, CA 91101 2697
Insurance is afforded by the Company named below, a Capital Stock Corporation:
GREAT AMERICAN ALLIANCE INSURANCE COMPANY
POLICY PERIOD: From 08/01/2002 To 08/01/2003
12:01 A.M. Standard Time at the address of the Named Insured
ADDITIONAL PRFMIUM $100.00
IN CONSIDERATION OF ADDITIONAL PREMIUM CHARGED, IT IS HEREBY AGREED AND
UNDERSTOOD THAT THE FOLLOWING ADDITIONAL INSURED HAS BEEN ADDED:
HE CITY OF ARCADIA, ITS DIRECTORS, OFFICIALS, OFFICERS, EMPLOYEES, AGENTS
ND VOLUNTEERS
/O MS. PAT AURIEMMO
ENGINEERING DIVISION, CITY OF ARCADIA
240 WEST HUNTINGTON DRIVE
ARCADIA, CA 91066 -6021
FORM CG2010 IS ATTACHED AND APPLICABLE_
1NY AMENDED FORMS ATTACHED TO THIS CHANGE DISPLAY PREMIUMS FOR A FULL
)OLICY TERM.
Forms and Endorsement Activity
CG2010 10/01 ADDL INS -FORM B - OWN /LESS /CONT ADDED
Countersigned By — - -
Date Authoriz d Signature
Copyright, Insurance Services Office, Inc., 1991
IL 70 02 05/92 (Page 1 of 1 ) TOADLAB
F9 X(W)
11/05/02 16:15 FAX 6267922321 _ FIA INS SCVS INC Q002/003
CERTIFICATE OFLIABILITY
INSURANCE DATEIMIWDDIYY)
A�,e 1. 11/05/2002
(6 26) 79 5 - 70 59 (626)792-2321
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
FIA Insurance Services, Inc.
HOB, DER. TH13CER11FICATE DOES NOT AMEND, EXTEND OR
99 South Lake Avenue, 0306
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Pasadena. CA 91101
INSURERS AFFORDING COVERAGE
Kaku Associates
INSURERA Great American Ins. Compan
1453 Third St., Ste.400
INSURER B: Greenwich Insurance Con nnyl
Santa Monica. CA 90401
INSURER C:
INSURER M
WSUtiER E
RAO
MPOUCIESOFIN$t)MNCELIVMar=LowHAvEoEEN ISSUMM THE INSURED NAMED E POLI P IOD IN I IN
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT M WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT MALL THE TiIERMS, EXCWSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMTiS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
191 TYPE OF INSURANCE POLIO f NUN16R
ATE M 7E (M ID uN�
GENaU►LUANRLIrr AC375372306
08/01/2002 09/01/2003 �+OGCURRENCK s
COMMERCIAL GENERAL LUIBILRY
rA
FIRE DAMAGE (AnY awe rye) i 100 0 00
CWMSMADE L-1 OCCUR
MEDEXPVMonepow I 10 000
PERSONAL &ADYINJURY f 1, 000 000
GENERAL AGGREGATE a 2,000,000
GENT AGtM O ATF LIMIT APPLIES PER
PRODUCTS - COMPMP AM 1 1.000.000
X POUCY PFR Lac
AUTOMOBILE LIABILITY PAC37S372306
06/01/2002 09/0112003 OyASEDaWGLELIMIT i
ANY AUTO
(Ea ey
�n 110006000
ALL OWNED AI)TOB
BODILY INJURY i
BC 45OULED AUTOS
(� )
A
X IiMEDAUTO>i
SODILYaWURY
=
X NON -"&D AUTOS
(Per mcideng
PROPERTY DAMAGE :
(Pxaodeenq
GAR"O LIANUTY
AUTO ONLY - EA ACCIDENT i
ANY AUTO
O_T RTHAN EAACC s
W ONLY: AGO S
002112 LIABILITY
RAM OCCURRENCE 6
OCCUR O CLAIMS MADE
AGGREGATE S
i
DEDUCTIBLE
S
RErENnON s
s
WORKS" COMPENSATION AND
OC373372410
08/01/2002
09/01/2003
X TORYLINIT9 ER
14PLOYERV LIABILITY
EL EACH ACCIDENT
Z 1,000,000
A
LL DISEASE -EA EMPLOYEE
S 3.1000,000
EN, DISEASE - POLICY LIMIT
4 11000,000
OTHER ECO012416
08/0912002 09/09/2003 $ 1,000,000 Per Claim
rofessional Liability
B
$ 1,000,000 Polic Y Aggregate
$ 50,000 Retention
BA.Or.A DO
P ilONa
he City of Arcadia, its directors, officials, officers, employees. agents and volunteers are named as
insured, as their interest may appear, per attached CG 20 10 10 /01. Insurance is Primary.
r of Subrogation is applicable to Workers' Comp coverages.
Lddi.tional
P3055.
ept 10 day notice for nonpayment of preMiuM)
FICATE-HOLDER I IA0OMwALINSuMjEv.INSUpMLU=
CANOE ON
^%,wrw LaV it /e /) FAX: (626)447 -7866 V J - - —1- II — . - -'
SIONULD ANY OF THE ABOVE MWRiBED POLICIES BE CANCELLIM MOM THE
CEPIRATiON DATE THEREOF, THE ISSUM COMPANY WILL ENDEAVOR TD MAIL
b 3 0 nAys wwmu NOTICE TO THE CERTiFICATE HOLDER NANED TO THE LEFT,
Ms. Pat Auriamlao
OUT FALLURET' OM/ UL SUCH NOTICE SHALLIMPOSE N0 OBLIGATION ORLWBIElTY
240 West Huntington Drive
OF ANY KIND UPON THE COYPANY, ORREPRESEMTATNBB
AlNifl ENTATNE
Arcadia, CA 91066 -6021
^%,wrw LaV it /e /) FAX: (626)447 -7866 V J - - —1- II — . - -'