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HomeMy WebLinkAboutURBAN CROSSROADS, INC. 5INSURANCE ON FILE 'CORK FAAY PKM 69 I 11RANCE EXP we, LF., 11-1- eolry CLERK OF COUNCIL DATE:. fb 2 2 2018 AGREEMENT WITH URBAN CROSSROADS TO CS , PRA C() PROVIDE SERVICES FOR THE METRO EAST MIXED USE PROJECT THIS AGREEMENT is made and entered into this 11th day of June, 2018 by and between Urban Crossroads, Inc., a California corporation ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of traffic, air and noise consulting, The City needs forecasting, analysis and design. for all modes of transportation including Air Quality and Greenhouse Gas Analysis. I3, City and Consultant entered into a prior Agreement, dated December 20, 2016 (N-2016- 205) by which Consultant agreed to provide forecasting, analysis and design for all modes of transportation including Air Quality and Greenhouse Gas Analysis for City, which Wired on December 31, 2017. Services provided by Consultant under this Agreement were not completed. C, In February 2018, Consultant provided additional work under the terms provided in the original Agreement (N-2016-205). Consultant and City agree to allow Consultant to complete the work for this project and honor payment for services provided by the Consultant prior to the execution of this Agreement. Consultant represents that Consultant is able and willing to provide such services to the City. D. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected fl-om a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Services - Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Compensation - Exhibit B. The total sum to be expended under the terra of this Agreement shall not exceed $8,125. Page I of 9 b. City agrees to pay for services provided by the Consultant between the expiration of Agreement #N-2016-205 and the date first written above for this Agreement. A copy of Invoice #29960, attached hereto as Exhibit B-1, shall be honored for payment. The monies from Section 2.a. above shall be used for payment of this invoice. c. Payment by City shall be made within 45 days (forty-five) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above for a term to expire in six months, unless terminated earlier in accordance with Section 16, below. 4. PREVAILING WAGES Consultant is aware of the requirements of California.. Labor Code Section 1720; et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws, 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in amanner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. OWNERSHIP OF MATERIALS 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 Page 2 of 9 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 which were 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. 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self- insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (eirors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate, e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: i. Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. Page 3 of 9 iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (3 0) days prior written notice to the City. iv. Where the amounts or coverage provided by the certificates of insurance provides coverage greater than those listed by this Agreement, the amounts provided by the certificates of insurance shall be incorporated by reference into the Agreement. V. Consultant shall supply City with a fully executed additional insured endorsement. £ If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City; its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages; just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section I of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement, This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City; its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' Page 4 of 9 letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 10. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 11. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 12, CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities.. Consultant affirms that it is an equal opportur ity employer and shall comply with all applicable federal, state and local laws and regulations. Page 5 of 9 fcl *XoilRoil k9l610,10���►T/f�1►11]►�i�f►li 1 This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terns or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terns and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 16. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions. a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. Page 6 of 9 18. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 19, PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terns of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held bythe signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. ff�►�lTClo Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Page 7 of 9 With courtesy copies to: Minh Thai Executive Director, Planning & Building Agency City of Santa Ana 20 Civic Center Plaza (M-20) P.O. Box 1988 Santa Ana, California 92702 Fax: 714- 647- 5897 To Consultant: Aric Evatt, PTP Urban CrossRoads 260 E. Baker Street, Suite 200 Costa Mesa, CA 92626 Tel. (949) 660-1994 Email — aevatt@urbanxroads.com Sonia R. Carvalho City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax: 714- 647-6515 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States snail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. [Signatures on next page] Page 8 of 9 N-2018-116 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By:��— Lisa Storcic Assistant City Attorney RECOMMENDED FOR APPROVAL: c i ✓Mrn Minh Thai Executive Director Planning & Building Agency CITY OF SANTA ANA Raul Oodinez II City Manager CilGUMO'AI- /:iZlff Aric Evatt Principal Page 9 o£9 EXHIBIT A SCOPE OF SERVICES EXHIBIT A SCOPE OF SERVICES SCOPE OF WORK Urban Crossroads, Inc. is pleased to submit this proposal agreement to [Category] (Client) to provide an AIR QUALITY and Greenhouse Gas ANALYSIS for the proposed Request for Proposal(RFP) No. 16-073 for the Metro East Mixed Use Overlay District Expansion Project (MEMU) development ("Project"), which is located west of the Santa Ana (1-5) Freeway, primarily along the First Street corridor, in the City of Santa Ana. The following scope of work serves to meet the City of Santa Ana and SCAQMD's requirements for preparation of a CEQA Air Quality and Greenhouse Gas Analysis. it Is anticipated that the SCAQMD-recommended CaIEEMod emissions Inventory model will be utilized to calculate air quality and greenhouse gas emissions. Task 1: Project Initiation 1.1 Attend a kick-off meeting to discuss the Project with City staff. Review all relevant environmental documentation available, it is anticipated that a more thorough review of the previous EIR and technical data will be undertaken. Task 2: Air Quality Impact Analysis 2.1 Evaluate the existing conditions of the project study area; this will include gathering background air quality data, local wind patterns in the study area and identifying applicable rules, plans and thresholds of significance. 2.2 Identify construction -related air quality impacts from associated construction activities at the project site which may include demolition, importlexport of fill dirt, mass grading, etc. 23 Evaluate operational emissions for the proposed project, based upon trip generation projections provided as part of the traffic study. Peak hour trips will be used along with estimates of the types of trips generated and average travel speeds to estimate daily emissions generated by the project. in addition, emissions from other operational sources such as heaters, air conditioners, water heaters, consumer products, and lawn care equipment will also be considered. 2.4 A screening -level CO Hot Spot analysis of future conditions at key Intersections located in the project study area will be prepared. 2.5 Evaluate potential odor impacts resulting from the proposed project. Identify applicable mitigation measures and regulatory requirements that the project must comply with to minimize odors. For purposes of this evaluation a qualitative assessment of odors and odor controls is expected. 2.6 Qualitatively discuss cumulative impacts within the context of planned and foreseeable projects for short-term construction and long-term operational activity. A "list" approach per CEQA will be utilized when discussing cumulative impacts. Since the basin is In non - attainment the determination of significance will likely be based on whether or not the Project results in a substantial incremental increase. 2.7 Identify recommended mltigation measures that will reduce any potential impacts to the maximum extent possible. Prepare an air quality report that incorporates the findings and all supporting calculations. A digital PDF version of both the draft and final air quality study documents will be made available via Urban Crossroad's FTP site or comparable mechanism. A Microsoft Word version of the report text will also be made available to the environmental.document preparer as requested. 2,8 Revise the, air quality impact analysis report based on comments provided by the City for up to one (1) review cycle, Task 3: Greenhouse Gas Analysis 3.1 Evaluate applicable federal and state regulatory requirements (Le„ A632, SCAQMD, CARR thresholds), Qualitatively discuss the effects of GHG emissions on regional air quality. 3.2 Evaluate applicable GHG emissions associated with heavy-duty construction equipment combustion that will likely occur during the various phases of construction. Data available from the project team and technical air quality analysis will be utilized in Characterizing GHG-generating activities.. 33 Evaluate increase in applicable GHG emissions associated with tong -term mobile source activity, Data available from the technical air quality analysis as well as the technical traffic impact<analysis will also likely be utilized In calculating the emissions inventory, 3.4 The emissions evaluation for short-term construction, long-term mobile source, and long- term stationary source activity will consider project design, and mitigation measures that have the potential to reduce GHG emissions. 3.5 Evaluate project significance based on the latest guidance from the California Attorney General's Office, the Office of Planning and Research (OPR), and the SCAQMD. 3.6 Prepare a greenhouse gas emissions report documenting the results of the study. The report will summarize the results of the previous work tasks and define appropriate and feasible mitigation packages to address any significant impacts related to climate change found in the analysis. The report will include the latest guidance/requirements from the SCAQMD, Office of Planning and Research (OPR), and Attorney General, A %digital PDF version of both the draft and final greenhouse gas study documents will be nade available via Urban Crossroad's FTP site or comparable mechanism. A Microsoft Word version of the report text will also be made available to the environmental document preparer as requested. 3.7 Revise the greenhouse gas analysis report based on comments provided by the Project team for up to one (i) review cycle. Task 4: Attendance at Additional Meetings 4A Preparation and attendance at the following meetings: 'three (3) progress meetings (1 hours per meeting) One (1) Planning Commission General Plan & Zoning subcommittee meeting/study session (2 hours) • One (1) Planning Commission hearing (2 hours) 10 • One (1) City Council hearing (2 hours) Task 5: Deliverables 5.1 The following documents/files shall be submitted; • Three (3) administrative drafts of all documents (technical studies) • Ten (10) Final drafts of all documents (with CD or USB flash drive) One (1) Electronic file of all administrative draft, final public draft, and final public technical reports (CD or USB flash drive) in both Microsoft Word and editable PDF formats. EXHIBITS B and B-1 COMPENSATION Fee Proposal including hourly rates if applicable EXHIBIT B FEE SCHEDULE (OR) RATES AND CHARGES FEE SCHEDULE Task 1: Project Initiation $400 Task 2: Air Quality Analysis $4,240 Task 3: Greenhouse Gas $8,690 Task 4: Attendance at Additional Meetings $1,665 (Billed T&M) Task 5: Dellverables $500 Total: $10,495 The fees for the work outlined in this proposal are based upon personnel charges plus direct expenses as indicated in the billing rates below. Due to potentially dynamic project considerations Including, but not limited to: environmental occurrences, changes in the project description, and/or modifications in public/private policy, Urban Crossroads reserves the right to shift funds among individual task budgets according to specific needs. The proposed fee does not include attendance at public hearings/meetings, if these tasks are required to secure approval of the project, Urban Crossroads, Inc, would be pleased to perform them and charge the Client based on the hourly rates detailed below. BILLING RATES FOR URBAN CROSSROADS, INC. Principal $180 — 250 Senior Associate $130 — 200 Associate $100 — 150 Senior Analyst $80 — 120 Analyst $70 — 110 Assistant Analyst $50 — 90 Administrative Support $60 — 100 General (1) Reimbursable direct costs, such as reproduction, supplies, messenger service, long- distance telephone calls, travel, and traffic counts will be billed at cost plus ten (10) percent. (2) Hourly rates apply to work time, travel time, and time spent at public hearings and meetings, For overtime work, the above rates may be increased 50 percent. (3) Client payment for professional services is not contingent upon the client receiving payment from other parties. (4) Billing statements for work will be submitted monthly. Statements are payable within thirty (30) days of the receipt by client of statement. Any statement unpaid after thirty (30) days shall be subject to interest at the maximum permitted by law, 12 Exhibit B-1 Urban Crossroads Inc. 260 E. Baker Street, suite 200 Costa Mesa, CA 92626 - CITY OF SANTA ANA Planning Division M-20 20 Civic Center Plaza Santa Ana, CA 92702 Services for the Period: 2/1/2018 to 2/28/2018 Invoice Date: Amount Due: Due Date: 3/2/2018 $ 3,170.00 3/5/2018 Invoice Number: 29960 Metro East Mixed Use Overlay District Air & GHG Description Budget Billed %Complete Amount Task 1 • Project Initiation $400.00 $400.00 100% $0.00 Task 2 • Air Quality Analysis $4,240.00 $1,970.00 100% $2,270.00 Task 3 • Greenhouse Gas $3,690.00 $0.00 24% $900.00 Task 4- Attendance at Additional Meetings $1,665.00 $0.00 0% $0.00 Task 5 • Deliverables $500.00 $0.00 0% $0.00 tnespindota@santa-ana.org Totals: $10,495.00 $2,370.00 Total: $3,170.00 Agreement#: PO#: A/U#: Account#: Activlty #: -- X Director (or designee) Authorization Approved frac Payment Aged Recelvables _ Current 31-60 61.90 >90 $3,170.00 $0.00 $0.00 $0.00 10338: Billing Contact: Christine Enos (949) 336-5983 cenost� urhanxroad�.com A ®® CERTIFICATE OF LIABILITY INSURANCE DAT6/18/2018vv) CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Marie SwaneyFAx Dealey, Renton & Associates PHONE 790 E. Colorado Blvd, #460 Ext: 626-844-3070 Arc No), AD cress: mswane Beale renton.com Pasadena, CA 91101 Lic #0020739 N-2018-116 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: American Automobile Ins. Co. 21849 INSURED URBANCROS INSURER B: Travelers Casualty & Surety Co. America 31194 Urban Crossroads,ae, #no. 260 E Baker St, #200 INSURER C: National Fire Insurance Cc of Hartford 20478 INSURERD: Valley Fore Insurance Company 20508 Costa Mesa, CA 92626 949-606-1994 INSURER E: Continental Insurance Company 35289 INSURER F COVERAGES CERTIFICATE NUMBER: 715246458 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR TYPE OF INSURANCE IVSD WVD SUER POLICY NUMBER MMIODYYEYYI' POLICY EXP YY LIMITS D X COMMERCIAL GENERAL LIABILITY Y Y 6021297176 11/1/2017 11/1/2018 EACH OCCURRENCE $2,008000 X CLAIMS -MADE OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $1.000,000 MED EXP (Any one person) $10,000 X Contraqual Liab X XCU Included PERSONAL& ADV INJURY $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000 POLICY IFPES FILOC PRODUCTS - COMP/OP AGG $4,000,000 $ OTHER: C AUTOMOBILE LIABILITY Y Y 6020089431 11/1/2017 11/1/2018 COMBINED SINGLE LIMIT $1,000,000 Ea accident X BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOSONLY AUTOS BODILY INJURY (Per accident) $ X PROPERTY DAMAGE $ Per accident HIRED X NON -OWNED AUTOSONLY AUTOS ONLY E X UMBRELLA LIAB X OCCUR Y Y 6020089476 11/1/2017 11/1/2018 EACH OCCURRENCE $2,000,000 AGGREGATE $2,000,000 EXCESS LIAB CLAIMS -MADE BED I X RETENTION $ 0 $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN Y VVZP81042875 1111/2017 111112018 X I STATUTE EGRH- ANYPROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? N/A E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $1,000,000 B Professional Liability 105517955 11/112017 11/1/2018 $1,000,000 Per Claim $2,000,000 Annual Aggregate DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is requiretl) Umbrella policy is a follow form to underlying Policies: General Liability/ Auto Liability/Employers Liability. RE: RE: Metro East Mixed Use Project -- City of Santa Ana, its officers, employees, agents, and representatives are named as additional insured as respects general and auto liability for claims arising from the operations of the named insured as required per written contract or agreement. General Liability is Primary/Non-Contributory per policy form wording. Insurance coverage includes waiver of subrogation per the attached endorsement(s). 0tr CERTIFICATE HOLDER CANCELLATION 36Da Notice U ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana, its officers, employees, agents, and THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN representatives ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Clerk of the City Council AUTHORIZED REPRESENTATIVE 20 Civic Center Plaza (M-30) PO BOX Santa Anaa CA CA 92702-1988 ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD N-2018-116 Workers' Compensation and Employers' Liability Insurance Policy Waiver of Our Right to Recover From Others Endorsement - California WC 04 03 06 If the following information is not complete, refer to the appropriate Schedule attached to the policy. Insured Urban Crossroads, Inc. Producer Dealey Renton & Associates Schedule Person or Organization Policy Number WZP81042875 Effective Date 11/01/2017 Job Description ALL PERSONS OR ORGANIZATIONS THAT ARE PARTIE TO A CONTRACT THAT REQUIRED YOU TO OBTAIN THIS AGREEMENT, PROVIDED YOU EXECUTED THE CONTRACT BEFORE THE LOSS Additional Premium % We have the right to recover our payments from any- one liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segre- gating the remuneration of your employees while en- gaged in the work described in the Schedule. The additional premium for this endorsement shall be the percentage, as shown in the Schedule applicable to this endorsement, of the California workers' compen- sation premium otherwise due on such remuneration. This Form must be attached to Change Endorsement when issued after the policy is written. One of the Fireman's Fund Insurance Companies as named in the policy �l Secretary WC0403064-84 P sident�'s'`�'°'�"'—� CNA63359XX CNAPolicy Number: 6020089431 (Ed. 04/12) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS EXTENDED COVERAGE ENDORSEMENT - BUSINESS AUTO PLUS - This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. LIABILITY COVERAGE A. Who Is An Insured The following is added to Section II, Paragraph A.1., Who Is An Insured: 1. a. Any incorporated entity of which the Named Insured owns a majority of the voting stock on the date of inception of this Coverage Form; provided that, b. The insurance afforded by this provision A.I. does not apply to any such entity that is an "insured" under any other liability "policy" providing "auto" coverage. 2. Any organization you newly acquire or form, other than a limited liability company, partnership or joint venture, and over which you maintain majority ownership interest. The insurance afforded by this provision A.2.: 4. An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. "Policy," as used in this provision A. Who Is An Insured, includes those policies that were in force on the inception date of this Coverage Form but: 1. Which are no longer in force; or 2. Whose limits have been exhausted. B. Bail Bonds and Loss of Earnings Section II, Paragraphs A.2. (2) and A.2. (4) are revised as follows: a. Is effective on the acquisition or C formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. b. Does not apply to (1) "Bodily injury" or "property damage" caused by an "accident" that occurred before you acquired or formed the organization; or (2) Any such organization that is an "insured" under any other liability "policy" providing "auto" coverage. 3. Any person or organization that you are required by a written contract to name as an additional Insured is an "insured" but only with respect to their legal liability for acts or omissions of a person, who qualifies as an "insured" under Section II — Who Is An Insured and for whom Liability Coverage is afforded under this policy. If required by written contract, this insurance will be primary and non-contributory to insurance on which the additional insured is a Named Insured. 1. In a.(2), the limit for the cost of bail bonds is changed from $2,000 to $5,000; and 2. In a.(4), the limit for the loss of earnings is changed from $250 to $500 a day. Fellow Employee Section II, Paragraph B.5 does not apply. Such coverage as is afforded by this provision C. is excess over any other collectible insurance. It. PHYSICAL DAMAGE COVERAGE A. Glass Breakage — Hitting A Bird Or Animal — Falling Objects Or Missiles The following is added to Section III, Paragraph A.3.: With respect to any covered "auto," any deductible shown in the Declarations will not apply to glass breakage if such glass is repaired, in a manner acceptable to us, rather than replaced. B. Transportation Expenses Section III, Paragraph A.4.a, is revised, with respect to transportation expense incurred by you, to provide: a. $60 per day, in lieu of $20; subject to b. $1,800 maximum, in lieu of $600. CNA63359XX copyright, CNA corporation, 2000. Page 1 of 3 (Ed. 04/12) Includes copyrighted material of the Insurance Services Office used with its permission. a C. Loss of Use Expenses Section III, Paragraph AA.b. is revised, with respect to loss of use expenses incurred by you, to provide: a. $1,000 maximum, in lieu of $600. D. Hired "Autos" CNA63359XX (Ed. 04/12) Section III, Paragraphs B.4.c and B.4.d. are deleted and replaced by the following: c. Physical Damage Coverage on a covered "auto" also applies to "loss" to any permanently installed electronic equipment including its antennas and other accessories. The following is added to Section III. d. A $100 per occurrence deductible applies Paragraph A.: to the coverage provided by this provision. 5. Hired "Autos" G. Diminution In Value If Physical Damage coverage is provided under The following is added to Section III, this policy, and such coverage does not extend Paragraph B.6.: to Hired Autos, then Physical Damage Subject the following, the "diminution in coverage is extended to: value" exclusion does not apply to: a. Any covered "auto" you lease, hire, rent a. Any covered "auto) of the private or borrow without a driver; and passenger type you lease, hire, rent or b. Any covered "auto" hired or rented by borrow, without a driver for a period of your "employee" without a driver, under 30 days or less, while performing duties a contract in that individual related to the conduct of your business; "employee's" name, with your and permission, while performing duties b. Any covered "auto" of the private related to the conduct of your business. passenger type hired or rented by your c. The most we will pay for any one "employee" without a driver for a period "accident" or "loss" is the actual cash of 30 days or less, under a contract in value, cost of repair, cost of that individual "employee's" name, with replacement or $75,000, whichever is your permission, while performing less, minus a $500 deductible for each duties related to the conduct of your covered auto. No deductible applies to business. "loss" caused by fire or lightning. c. Such coverage as is provided by this d. The physical damage coverage as is provision is limited to a "diminution in provided by this provision is equal to value" loss arising directly out of the physical damage coverage(s) accidental damage and not as a result provided on your owned "autos." of the failure to make repairs; faulty or incomplete maintenance or repairs; or e. Such physical damage coverage for the installation of substandard parts. hired "autos" will: d. The most we will pay for "loss" to a (1) Include loss of use, provided it is covered "auto" in any one accident is the consequence of an "accident" the lesser of: for which the Named Insured is (1) $5,000; or legally liable, and as a result of (2) 20% of the "auto's" actual cash which a monetary loss is sustained value (ACV). by the leasing or rental concern. (2) Such coverage as is provided by this provision will be subject to a limit of $750 per "accident." E. Airbag Coverage The following is added to Section III, Paragraph B.3.: The accidental discharge of an airbag shall not be considered mechanical breakdown. F. Electronic Equipment III. Drive Other Car Coverage —Executive Officers The following is added to Sections II and III: 1. Any "auto" you don't own, hire or borrow is a covered "auto" for Liability Coverage while being used by, and for Physical Damage Coverage while in the care, custody or control of, any of your "executive officers," except: a. An "auto" owned by that "executive officer" or a member of that person's household; or CNA63359XX copyright, CNA corporation, 2000. Page 2 of 3 (Ed. 04/12) Includes copyrighted material of the Insurance Services Office used with its permission. b. An "auto" used by that "executive officer" while working in a business of selling, servicing, repairing or parking "autos." Such Liability and/or Physical Damage Coverage as is afforded by this provision. (1) Equal to the greatest of those coverages afforded any covered "auto"; and (2) Excess over any other collectible insurance. 2. For purposes of this provision, "executive officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document, and, while a resident of the same household, includes that person's spouse. Such "executive officers" are "insureds" while using a covered "auto" described in this provision. IV. BUSINESS AUTO CONDITIONS A. Duties In The Event Of Accident, Claim, Suit Or Loss The following is added to Section IV, Paragraph A.2.a.: (4) Your "employees" may know of an "accident" or "loss." This will not mean that you have such knowledge, unless such "accident" or "loss" is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. The following is added to Section IV, Paragraph A.2.b.: (6) Your "employees" may know of documents received concerning a claim or "suit." This will not mean that you have such knowledge, unless receipt of such documents is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. B. Transfer Of Rights Of Recovery Against Others To Us CNA63359XX (Ed. 04/12) The following is added to Section IV, Paragraph A.5. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have, because of payments we make for injury or damage, against any person or organization for whom or which you are required by written contract or agreement to obtain this waiver from US. This injury or damage must arise out of your activities under a contract with that person or organization. You must agree to that requirement prior to an "accident" or "loss." C. Concealment, Misrepresentation or Fraud The following is added to Section IV, Paragraph B.2.: Your failure to disclose all hazards existing on the date of inception of this Coverage Form shall not prejudice you with respect to the coverage afforded provided such failure or omission is not intentional. D. Other Insurance The following is added to Section IV, Paragraph B.5.: Regardless of the provisions of Paragraphs 5.a. and 5.d. above, the coverage provided by this policy shall be on a primary non-contributory basis. This provision is applicable only when required by a written contract. That written contract must have been entered into prior to "Accident" or "Loss." E. Policy Period, Coverage Territory Section IV, Paragraph B. 7.(5).(a). is revised to provide: a. 45 days of coverage in lieu of 30 days. V. DEFINITIONS Section V. Paragraph C. is deleted and replaced by the following: "Bodily injury" means bodily injury, sickness or disease sustained by a person, including mental anguish, mental injury or death resulting from any of these. CNA63359XX copyright, CNA corporation, 2000. Page 3 of 3 (Ed. 04/12) Includes copyrighted material of the Insurance services Office used with its permission. /suA SB -146968-A irllPolicy Number: 6021297176 (Ed .01/06) IMPORTANT: THIS ENDORSEMENT CONTAINS DUTIES THAT APPLY TO THE ADDITIONAL INSURED IN THE EVENT OF OCCURRENCE, OFFENSE, CLAIM OR SUIT. SEE PARAGRAPH C., OF THIS ENDORSEMENT FOR THESE DUTIES. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKETi OF '! A • Architects, Engineers and Surveyors This endorsement modifies insurance provided under the following BUSINESSOWNERS LIABILITY COVERAGE FORM BUSINESSOWNERS COMMON POLICY CONDITIONS A. WHO IS AN INSURED (Section C.) of the Businessowners Liability Coverage Form is amended to include as an insured any person or organization whom you are required to add as an additional insured on this policy under a written contract or written agreement; but the written contract or written agreement must be: 1. Currently in effect or becoming effective during the term of this policy; and 2. Executed prior to the "bodily injury," "property damage," or "personal and advertising injury." B. The insurance provided to the additional insured is limited as follows: 1. That person or organization is an additional insured solely for liability due to your negligence specifically resulting from "your work" for the additional insured which is the subject of the written contract or written agreement. No coverage applies to liability resulting from the sole negligence of the additional insured. 2. The Limits of Insurance applicable to the additional insured are those specified in the written contract or written agreement or in the Declarations of this policy, whichever is less. These Limits of Insurance are inclusive of, and not C. in addition to, the Limits of Insurance shown in the Declarations. 1 The coverage provided to the additional insured within this endorsement and section titled LIABILITY AND MEDICAL EXPENSE DEFINITIONS — "Insured Contract" (Section F.9.) within the Businessowners Liability Coverage Form, does not apply to "bodily injury" or "property damage" arising out of the "products -completed operations hazard" unless required by the written contract or written agreement, SB -1 46968-A (Ed. 01/06) 4. The insurance provided to the additional insured does not apply to "bodily injury," "property damage," "personal and advertising injury" arising out of an architect's, engineer's, or surveyor's rendering of or failure to render any professional services including: a. The preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications by any architect, engineer or surveyor performing services on a project of which you serve as construction manager; or b. Inspection, supervision, quality control, engineering or architectural services done by you on a project of which you serve as construction manager. 5. This insurance does not apply to "bodily injury," "property damage," or "personal and advertising injury" arising out of: a. The construction or demolition work while you are acting as a construction or demolition contractor. This exclusion does not apply to work done for or by you at your premises. BUSINESSOWNERS GENERAL LIABILITY CONDITIONS — Duties In The Event of Occurrence, Offense, Claim or Suit (Section E.2.) of the Businessowners Liability Coverage Form is amended to add the following: An additional insured under this endorsement will as soon as practicable: 1. Give written notice of an occurrence or an offense to us which may result in a claim or "suit" under this insurance; • ♦ I 2. Tender the defense and indemnity of any claim or "suit" to us for a loss we cover under this Coverage Part; 3. Tender the defense and indemnity of any claim or "suit" to any other insurer which also has insurance for a loss we cover under this Coverage Part; and 4. Agree to make available any other insurance which the additional insured has for a loss we cover under this Coverage Part. We have no duty to defend or indemnify an additional insured under this endorsement until we receive written notice of a claim or "suit" from the additional insured. OTHER INSURANCE (Section H. 2. & 3.) of the Businessowners Common Policy Conditions are deleted and replaced with the following: 2. This insurance is excess over any other insurance naming the additional insured as an insured whether primary, excess, contingent or on any other basis unless a written contract or written agreement specifically requires that this insurance be either primary or primary and noncontributing to the additional insured's own coverage. This insurance is excess over any other insurance to which the additional insured has been added as an additional insured by endorsement. 3. When this insurance is excess, we will have no duty under Coverages A or B to defend the additional insured against any "suit" if any other insurer has a duty to defend the additional insured SB -146968-A (Ed. 01/06) SB -146968-A (Ed. 01/06) against that "suit" If no other insurer defends, we will undertake to do so, but we will be entitled to the additional insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self-insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. E. TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (Section K.2.) of the Businessowners Common Policy Conditions is deleted and replaced with the following: 2. We waive any right of recovery we may have against any person or organization against whom you have agreed to waive such right of recovery in a Written contract or agreement because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included within the "products -completed operations hazard." Page 2 of 2