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HomeMy WebLinkAbout25B - AGMT - ON-CALL BUILDING SAFETYREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 5, 2019 TITLE: APPROVE QUALIFIED CONSULTANTS TO PROVIDE ON -CALL BUILDING SAFETY DIVISION SERVICES FOR A TOTAL NOT TO EXCEED $2,400,000 {STRATEGIC PLAN NO. 3,31 is/ Kristine Ri CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager to execute agreements to engage fourteen (14) Building Safety services firms listed below as -needed for a period of three years, starting on November 5, 2019 and ending November 5, 2022, to provide on -call Building Safety Division services which include plan review, technical, and inspection services for the Planning & Building Agency. The services will include plan review, inspection and expedited services with an aggregate amount not to exceed $2,400,000, subject to non -substantive changes approved by the City Manager and City Attorney. Consultants: 41-eaf, Inc Ha er Consultants Incorporated HCI JLee Engineering Inc. Infrastructure Engineers Bebe Group LLC Interwest Consulting Group Building Code Services Inc. Scott Fazekas & Associates, Inc. SFA Bureau Veritas TRB+Associates Century Structural Engineering Co., Inc (CSE) VCA Code CSG Consultants, Inc (CSG) Willdan DISCUSSION On September 3, 2019, the Request for Qualifications No. 19-085 was released for Building Safety services for plan review, technical studies, and inspections. The intent was to establish a list of qualified consulting firms to be utilized for a period of three years on an as -needed basis. The Building Safety Division received Statement of Qualifications from fourteen (14) firms in response to the Request for Qualifications. The proposals were reviewed for adequacy, evaluated based on the criteria in the RFQ and compiled into a list of qualified firms. Of the 25B-1 Building Plan Review and Inspections Consultant Agreements November 5, 2019 Page 2 fourteen (14) firms that submitted a statement of qualifications, all are qualified to provide Building Safety services. The complete list of qualified consultants is included as Exhibit 1. Development activity in the City has been trending upward since 2011 and the high permit activity has been sustained over the eight years. Currently there are several mid to large scale projects that have been issued permits or are in the process of obtaining permits. In addition, many large scale projects that are in the entitlement phase are anticipated to be submitted to the Building Safety Division for review in the near future. For many years, the Building Safety Division met or exceeded a turnaround time of three weeks or less for over 90 percent of plan check submissions and 24-hour inspection turnaround time. This level of service compared favorably with surrounding municipalities and represented the generally accepted performance goal for plan review and inspections in the County. The Building Safety Division had attained this plan review level of service with nine in-house plan check staff, a contract plan checker at the public counter, streamlined internal processes, and outsourcing plan checking services during especially high volume months. Currently due to attrition, the Building Safety Division currently has three plan review staff of the seven funded plan review positions filled and eight of the ten funded combination building inspection positions filled. The reduction in available staffing has created delays in the plan review turnaround and inspection turnaround times. Also the high level of permit and inspections activity has been a negative impact on inspection turnaround time as the inspection staffing has not kept pace with permit activity for 24-hour response time has increased to as much as two weeks. The effects of which are: • Overall delayed construction timelines which is detrimental to all construction projects, especially medium to large commercial, industrial, or mixed -use projects as delays drive up construction costs and reduce revenue to the general fund. • Constant service requests by developers for expedited plan review, expedited inspections or dedicated inspectors for their projects which is currently non-existent other than through in-house staff overtime which is unsustainable. • Unpermitted construction due to contractors not willing to wait for plan review and inspections that will have life -safety implications and will necessitate costly future remediation. Sustained growth from the building industry combined with current turnaround times for regular (non -expedited) plan check exceeding seven weeks has resulted in an increasing number of projects requesting expedited plan check. Building activity has continued to increase in the past fiscal year with many projects choosing to expedite the plan review process. Due to the number and size of the accelerated projects since 2014, including large projects such as 1901 East First Street, 301 Jeanette Lane, and The Heritage at 1951 East Dyer, contract funds have been nearly expended. It is anticipated that building activity will remain at a high level and the approval of these consultant on -call list would allow for the expedited customer services through plan check services that the building community is requesting. 25B-2 Building Plan Review and Inspections Consultant Agreements November 5, 2019 Page 3 In November 2016, City Council approved the execution of consultant agreements with Scott Fazekas & Associates, Inc., CSG Consultants, Inc., Century Structural Engineering Co., Inc. and J Lee Engineering Inc. for plan check services with an aggregate amount not to exceed $1,000,000, for a three year term expiring on November 15, 2019. The demand for the Plan check services were great, and developers/applicants have deposited funds requesting services which has exceed the approved $1,000,000 over the past three years. Where applicable, the City shall recognize and pay for any outstanding invoices for work performed by any of the fourteen (14) selected vendors for building safety consultant services performed by the Consultant for work previously performed for the City. Also securing contract inspection staffing will provide a means to expeditiously service projects without having to wait up to two weeks. Moreover, it will assist in reducing response time for inspection of general work load by permanent in-house staff. This expedited service will be funded via an additional pass through service fee based on contract rates established and agreed upon by the successful Consultant(s) and the City. There is also the added benefit of previewing potential staff in the event that permanent future positions are made available. The increased number of available firms to send out expedited and regular plan checks will provide greater flexibility for the Building Safety Division to both ensure that plans are reviewed within the specified time frames, as well as route projects to firms that may specialize in a specific building type or construction method. Similarly, the increased number of firms to provide expedited and regular inspections services will provide timely response to customer services needs of each specific project scope and complexity. Appointment to the pre -approved list does not guarantee work to a consultant. If needed, firms will be selected based upon their ability to perform the required work within the timeframe needed and budget constraints. Approval of the list will allow the Building Safety Division to hire qualified, experienced consultants for specific projects or tasks in a timely manner. As a result, the staff will be better able to respond quickly to fluctuating demands and ultimately provide better service to the City of Santa Ana. It is recommended that the consultant list be approved due to the expertise that the firms have demonstrated in the field of Building Safety services. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's effort to meet Goal #3 - Economic Development; Objective #3 (Promote a solution -based customer focus in all efforts to facilitate development and investment in the community). FISCAL IMPACT Accelerated plan check fees and expedited inspection fees paid to the City by the applicant for each project contracted out for Building Safety services will fully fund the consultants cost to perform the respective plan check and inspections. Expedited inspection fees and Accelerated Plan Check fees shall be paid by the applicant prior to the consultant commencing any work and the fees will be deposited by the applicant into the following accounts: Expedited Inspection services account no. 05316002-53618 and fees paid to 25B-3 Building Plan Review and Inspections Consultant Agreements November 5, 2019 Page 4 the consultant will be recorded from account no. 05316021-62323. Accelerated Plan Check fees account no. 05316002-53637 and fees paid to the consultant will be recorded from account no. 05316021-62318. Funds will be budgeted in FY 2019/20 and subsequent fiscal years in the following account for the specified years of the term. City will also retain the services of the on -call list consultants for Building Safety Services such as plan review, technical, and inspection services. Building Safety Permit and Inspection Services - Contractual Services fees will be recorded from account no 01116520-62300 and Building Safety Permit and Plan Check - Contractual Services fees will be recorded from account no. 01116530- 62300. Fiscal Year Accounting Unit Fund Accounting Unit,Description Account Description Amount FY2019/2020 05316021-62323 Expedited Inspections Planning & Building — Expedited Ins ections $100,000 01116520-62300 General Fund Contractual Services $200,000 05316021-62318 Accelerated Plan Check Planning & Building - Accelerated Plan Check $500,000 01116530-62300 General Fund Contractual Services $100,000 FY2020/2021 05316021-62323 Expedited Inspections Planning & Building — Expedited Ins ections $100,000 01116520-62300 General Fund Contractual Services $100,000 05316021-62318 Accelerated Plan Check Planning & Building - Accelerated Plan Check $500,000 01116530-62300 General Fund Contractual Services $100,000 FY2021/2022 05316021-62323 Expedited Inspections Planning & Building — Expedited Ins ections $100,000 01116520-62300 General Fund Contractual Services $100,000 05316021-62318 Accelerated Plan Check Planning & Building - Accelerated Plan Check $400,000 01116530-62300 General Fund Contractual Services $100,000 Total Contract Amount $2,400,000 Minh Thai Executive Director Planning and Building Agency Xla S:AdnninVRFCA\RFCA- Building Safety Services 11-05-19 APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Exhibits: 1. Bench List of Qualified Consultants 2. Approved to Form (Template) — Agreement to Provide On -call Building Safety Services 25B-4 On -call Building Safety Services Consultant List 1. 4Leaf, Inc 2. JLee Engineering Inc. 3. Bebe Group LLC 4. Building Code Services Inc. 5. Bureau Veritas 6. Century Structural Engineering Co., Inc (CSE) 7. CSG Consultants, Inc (CSG) 8. Hayer Consultants Incorporated (HCI) 9. Infrastructure Engineers 10. Interwest Consulting Group 11. Scott Fazekas & Associates, Inc. (SFA) 12. TRB+ Associates 13. VCA Code 14. Willdan 25B-5 *:1:11-1h1V AGREEMENT TO PROVIDE ON -CALL ENVIRONMENTAL AND PLANNING SERVICES THIS AGREEMENT is made and entered into this 5th day of November, 2019 by and between Click here to enter text. ("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. On September 3, 2019, the City issued Request for Qualification No. 19-085, by which it sought Consultants to provide on -call building safety consultant services for the Planning and Building Agency of the City of Santa Ana. B. The scope of work may include any and all work efforts related to City projects to provide Plan Check and Building Inspection services and customer assistance for the City of Santa Ana. The intent is to minimize response time and improve customer services by supplementing in-house staff with consulting services on an as -needed basis. C. Consultant submitted a responsive proposal that was among those selected by the City. Consultant represents that it is able and willing to provide the services described in the scope of work that was included in RFQ No. 19-085 and attached hereto as Exhibit A. D. Consultant has been selected as one of the fourteen (14) vendors which qualified for this engagement. Only those consultants approved by the City Council on November 5, 2019, shall be eligible to be engaged by the City for these services. E. 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 from a professional contracting 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 On an as -needed basis, and at the sole discretion of City, Consultant shall perform the services that are described in Exhibit A. Consultant's proposal is incorporated by reference as though fully set forth herein. Upon final execution of this Agreement, when the need for services arise, City shall initiate services through use of a Letter Agreement for a specific project, executed by the Executive Director of the Planning and Building Agency and the Consultant. Work by the Consultant may not proceed absent a previously engaged or fully executed consultant agreement followed by letter agreement for a specific project. 25B-6 Page 1 of 2. COMPENSATION a. As Consultant is one of fourteen (14) selected vendors selected by the City, City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. The total amount to be expended during the term of this Agreement, as approved by Council amongst the fourteen (14) selected vendors, shall not exceed $2,400,000. b. Where applicable, City shall recognize and pay for any outstanding invoices for work performed by any of the fourteen (14) selected vendors for building safety consultant services performed by the Consultant for work previously performed for the City. C. Payment by City shall be made within forty-five (45) 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 and Scope of Work, which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above until November 5, 2022, unless terminated earlier in accordance with Section 17, 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 a manner consistent with all applicable standards and 2 5 B—• Page 2 of 9 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. 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 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. 1103II1M.1110[a 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 hisurance. 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, volunteers and representatives as additional insured(s); (b) be primary 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 California 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 2 5 B _8 Page 3 of 9 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 (errors 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. (iii) Certificates and policies shall state that the policies shall not be cancelled or reduced in coverage or changed in any other material aspect, by consultant, without thirty (30) 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. I. 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 priorto 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, consultants, 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 or its Consultants, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 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, 2 5 B-9 Page 4 of 9 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 of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright 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 2 5 B- • 0 Page 5 of 9 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 interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services. 13. NOTICE 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 lust 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 To Consultant: Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Executive Director Planning and Building Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 Fax:714-647-5897 Click here to enter text. 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 mail, 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. 25B- • 1 Page 6of9 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. hi 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 terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms 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 are 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. 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. 17. TERNIINATION 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 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. 2 5 B- • 2 Page 7 of 9 18. NON-DISCRINIINATION Consultant shall not discriminate because of race, color, creed, relation, 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 or in connection with any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 19. 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. 20. 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. 21. 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 terms 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 by the 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. [signature page to follow] 2 5 B- • 3 Page 8 of 9 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: -X Lisa Storck Assistant City Attorney RECOMMENDED FOR APPROVAL MINH THAI Executive Director Planning and Building Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager CK17►1.` U r4X Y Name: Click here to enter text. Title: Click here to enter text. 25B-14 Page 9 of 9 EXHIBIT A SCOPE OF SERVICES 25B-15 I10.4::10y2:3 FEE SCHEDULE (OR) RATES AND CHARGES 25B-16