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HomeMy WebLinkAboutDENEEN POWELL ATELIER, INCINSURANCE ON FILE WORK MAY PROCEED UNTIL CLERK 0'r ;. GrdCl DATE N-2021-246 AGREEMENT FOR THE PROVISION OF LANDSCAPE ARCHITECTURAL O: G� r SERVICES FOR THE SANTA ANA ZOO N �O THIS AGREEMENT is made and entered into on this -1_ day of December, 2021 by M and between Deneen Powell Atelier, Inc., a California corporation ("Consultanf'), and r~ the City of Santa Ana, a charter city and municipal corporation organized and existing rV under the Constitution and laws of the State of California ("City"). �Jv RECITALS A. The City desires to retain a consultant to provide landscape architectural services for concept level plans at seven areas in the Santa Ana Zoo. B. Consultant represents that it is able and willing to provide landscape architectural services for the Santa Ana Zoo. C. 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 termsand 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 to fully and adequately complete the services described and set forth in 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 Exhibit A. The total amount to be expended during the term of this Agreement shall not exceed twenty-seven thousand seven hundred thirty-eight dollars and zero cents ($27,738). This amount is comprised of (1) the base sum of $24,120 and (2) a fifteen (15) percent contingency in the amount of $3,618 for additional services at the City's sole discretion. b. 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 which may reasonably be expected by City. Page 1 of 10 3. TERM This Agreement shall commence on January 1, 2022 for a term of one (1) year and terminate on December 31, 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 CONSULTANT Consultant shall, during the entire term of this Agreement, be construed to be an independent consultant 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 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 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. Page 2 of 10 1IM111:.109) 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. Minimum Scope and Limit of Insurance Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Consultant has no owned autos, hired, (Code 8) and non -owned autos (Code 9), with a limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4. Professional Liability (Errors and Omission): Insurance appropriate to the Consultant's profession, with a limit no less than $1,000,000 per occurrence or claim, $2,000,000 in the aggregate. If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the Page 3 of 10 addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 2037 if a later edition is used). 2. Primary Coverage: For any claims related to this contract, the Consultant's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self- insurance maintained by the City, its officers,offrcials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. 4. Waiver of Subrogation: Consultant hereby grants to City a waiver of any right to subrogation that any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5. Self -Insured Retentions: Self -insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. 6. Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7. Claims Made Policies: If any of the required policies provide coverage on a claims -made basis: The retroactive date must be shown and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. Page 4 of 10 iii. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a retroactive date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. 8. Verification of Coverage: Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Subcontractors: Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. 10. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of therisk, prior experience, insurer, coverage, or other special circumstances. 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 or its 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, 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 Page 5 of 10 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 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. Page 6 of 10 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 specified under this Agreement. 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 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 With copy to: Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 571-4211 To Consultant: Deneen Powell Atelier, Inc. Attn: Jeri Deneen 2305 El Cajon Blvd, San Diego, CA 92104 619-294-9042 Email: jeri@dpadesign.com 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 timeframes, weekends, federal, state, County or City holidays shall be excluded. Page 7 of 10 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. 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 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 contractors 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. 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 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. Page 8 of 10 18. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided 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. [signatures on nextpage] Page 9 of 10 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: o APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: andon Salvatierra Deputy City Attorney RECOMMENDED FOR APPROVAL CITY OF SANTA ANA Kfistine Ridge City Manager DENEEN POWELL ATELIER, INC. Name: Jeri Deneen Title: President r� L Rudloff Executive Director Parks, Recreation, and Community Services Agency Page 10 of 10 rem. 619.294.9042 rwx. 619,294.9028 Ww .dpadesigm.. I M I h. Chestnut Ave. Santa Ana, CA 92701 RE: Santa Ana Zoo — 2021 Accessibility Improvements Santa Ana, CA DPA Proposal #21-022-REVISED Dear Ethan, Thank you for the opportunity to provide landscape architectural design services associated with improving the visitor walkways in several areas at the Santa Ana Zoo. Our scope of services includes the preparation of conceptual hardscape plans for each of the improvement areas for your review. Following approval of the concept plans, we will prepare a cost estimate. SCOPE OF SERVICES We will work closely with you and Zoo staff to develop a conceptual plan for hardscapes at each of the following areas: 1. Entry Path — replacement of the existing decomposed granite path to the east and north of the entry play area. This walk may follow the alignment of the existing mow curbs and will have a naturalized appearance. 2. Playground Path — replacement of the decomposed granite and dirt path along the edge of the lawn area. The new walk will provide a dedicated walking surface adjacent to the existing seating area, and will include visual and/or physical barriers to prevent further walkway drifting into the adjacent lawn area. This walk could include graphic features as a connecting theme with the adjacent play area. 3. Ocelot Habitat Walkway —replacement of the existing decomposed granite walkway and possible replacement of the asphalt path. The work will include suggestions for new people rails in areas with direct access to animal exhibits. This walk could include graphic features as a connecting theme with the adjacent exhibit. 4. Tierra de las Pampas — replacement of decomposed granite walkways or the edging of larger D.G. areas. Walkways may include some graphic or natural material accents. This area will also include suggestions for new people rails in areas with direct access to animal exhibits. 5. Farm Pathway — replacement of the existing decomposed granite pathway leading to the Farm area from the Zoo entry area. This area will also include suggestions for adding graphic elements and removing existing rails along the path. 6. Aviary Bridge — suggestions for other than `9ike-for-like" replacement of the bridge. 7. Rainforest Deck — design of decking and alternate planter alignments around the existing large Ficus tree. �PQA zeros EL LAJON BLVD. SAN DIE60 M Samoa 0 Ll Santa Ana Zoo — 2021 Accessibility Improvements — Revised November 3, 2021 Page 2 Our work will include the following tasks and meetings: Landscape Concept Plan Phase • An initial meeting with you and other Zoo staff to discuss the design goals for the project, ideas about each of the areas to be included, and the design style of the proposed hardscapes and landscapes. During this meeting the Zoo will provide copies existing plans for areas 3, 4 and 6 along with any overall Zoo plans that DPA may use to establish base maps for the proposed work. • An initial site visit to determine the locations of existing features and plantings to remain. During this visit we will assess opportunities and constraints of the site. For areas 1, 2, 5 and 7 this will include a rudimentary horizontal survey (measuring with a tape and establishing basic relative elevations using a laser level) to locate existing pavement edges and major features. This visual survey is for landscape purposes only, and will not include a legal property or full topographic survey. It is intended only to locate existing landscape and site improvements for preparing a schematic plan. • Preparation of base maps from existing plans and survey information. • Preparation of a detailed Landscape Concept Plan of each area at 1/8" = V scale. These concept plans will depict proposed landscape and hardscape features of the site including building proposed pedestrian walkway areas; plazas; adjacent railings and fences; adjacent planters; transition zones between new and existing materials and other site amenities. At each area we will look for opportunities to include graphic or accent elements that enhance the visitor experience of the space. • A rough colored sketch concept plan for each area will be prepared for your review prior to preparation of the final colored concept plans. Proposed materials, colors, finishes and product information will be depicted and noted on the individual concept plans for each of the 7 areas. • Each final concept plan will be color rendered (maximum of two times) for presentation purposes as noted above. • Attendance at regular design review meetings with you and other Zoo staff during the design process are included in our work. Two of these meetings will be at Santa Ana Zoo with others utilizing Zoom or similar on-line platforms. Plans will be revised per comments received at each meeting. • A preliminary opinion of probable cost for planting, irrigation and hardscape will be provided based on the concept plan. The cost opinion will be divided into likely construction phases as determined during the design process. Santa Ana Zoo — 2021 Accessibility Improvements — Revised November 3, 2021 Page 3 TERMS OF AGREEMENT Fee Schedule 1. Concept Plan Phase - Areas 1, 2, 5 and 7..........................$13,160.00 2. Concept Plan Phase - Areas 3, 4 and 6................................ $8,460.00 3. Cost Estimate.......................................................................$2,500.00 Total.................................................................................. $24,120.00 General Terms of Agreement Neither party shall hold the other responsible for damages or delay in performance caused by acts of God, abnormal or extreme natural events, strikes, lockouts, accidents, or other events beyond the other's control. In the event any provisions of this agreement shall be held to be invalid and unenforceable, the remaining provisions shall be valid and binding upon the parties hereto. Specifically omitted from the agreement are all design and construction review services relating to the contractor's safety precautions or to means, methods, techniques, sequences, or procedures required for the contractor to perform his work but not relating to the final or completed structure, omitted services include but are not limited to shoring, scaffolding, underpinning, temporary retaining of excavations and any erection methods and bracing. This instrument contains the entire agreement between the Client and Deneen Powell Atelier, Inc. (DPA) respecting the matters herein covered, and any duties of either party hereto in relations thereto not expressly set forth in this instrument is null and void. DPA makes no representation concerning the cost figures made in connection with plans, specifications, or drawings other than that all cost figures are estimates only and the Landscape Architect shall not be responsible for fluctuations or deviations in cost factors. In the event that litigation is instituted under the terms and conditions of this agreement, the same is to be brought and tried in the judicial jurisdiction of the court of the county in which DPA's principal place of business is located. The client waives the right to have the suit brought, or tried in, or removed to any other county or judicial jurisdiction. Plan Processing and City Meetings Processing of plans through and meetings with City of Santa Ana or other governmental approvals is not included in this proposal. Processing and additional meetings can be provided at your request, at our standard office hourly rates. Principal $120.00 per hour Project Landscape Architect / Designer $100.00 per hour Irrigation Designer $100.00 per hour Clerical $60.00 per hour Santa Ana Zoo — 2021 Accessibility Improvements — Revised November 3, 2021 Page 4 Additional Work Fees for additional work, beyond the scope of work as outlined in this agreement, will be negotiated at the time such work is requested by you. A written fee estimate and scope of work will be submitted for your review prior to any such extra work being performed. Reimbursable Expenses Blueprinting and photographic or xerox work may be billed directly through your blueprinting account at your request. Blueprinting billed through our account, special materials for the preparation of presentation exhibits (i.e. mylars, frames, mounting, etc.), soil tests or reports, and outside consultants will be billed at cost plus 15% for handling, or may be billed to you directly through the supplier of your choice. In-house plots of the final plans (if required) will be billed at $2.00 each for bond, $15.00 each for vellum and $22.00 for mylar. Termination This agreement may be terminated by either party upon not less than seven (7) days written notice. In the event this agreement is terminated; the Landscape Architect shall be fully compensated for services performed prior to the date of termination. Assignment Except as provided herein above or otherwise previously agreed in writing by the parties hereto, any assignment, hypothecation, transfer or subletting of this contract or any rights or duties hereunder, shall void this contract. Waiver If the Client or persons other than DPA make any change in DPA's project documents or the project being installed that affect DPA's work, any and all liability arising out of such changes is waived as against DPA, and the Client assumes full responsibility for such changes, unless the Client has given DPA prior notice and has received from DPA written consent for such changes. Ownership of Documents The originals of the drawings and specifications prepared by DPA as instruments of service are the property of DPA, except that reproducible copies of these instruments will be provided to the Client at the Client's expense. They may not be used on other projects or extensions to this Project except by agreement in writing and with the appropriate compensation to DPA. Santa Ana Zoo — 2021 Accessibility Improvements — Revised November 3, 2021 Page 5 Payment Schedule Statements will be submitted monthly reflecting the amount due based on percentage of work completed and are payable within 30 days of receipt of invoice. Interest will be charged at the rate of 1.5% per month on invoices that have not been paid within 30 days. Please call me with any questions that you may have regarding this proposal. Sign and return a copy of this proposal to initiate this work. We appreciate the opportunity to be of service to you on this project. Sincerely, Deneen Powell Atelier. Inc. Jon L. Powell Principal RLA #2645 California Accepted Date Francine R. cgaal,ygl� LY eandn R. Yllareal Villareal °""M C DENEPOW-01 OWAN CERTIFICATE OF LIABILITY INSURANCE DATE/30f30//2021Y) 11021 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(ies) 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 License # OE67768 I gq;; JACT Dana Schwartz 574-6288 INSURED CA 92122 Deneen Powell Atelier Inc 2305 El Cajon Blvd San Diego, CA 92104 F: COVERAGES CERTIFICATE NUMBER: 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL INSD SUER VIVO POLICY NUMBER POLICY EFF POLICY EXPLTR LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE X OCCUR Cont Liab/Sev of Int X X PSB0002153 5/112021 511/2022 EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED REMISES Eaoccu a ce $ 1,000,000 X MED EXP An one Person) 10,000 PERSONAL &ADV INJURY 1,000,000 AGGREGATE LIMIT APPLIES PER: POLICY �X JELQT LOC GENERAL AGGREGATE 2,000,000 GENT PRODUCTS-COMP/OP AGO 2,000,000 Deductible 0 OTHER: A AUTOMOBILE LIABILITY COMBIaFDISINGLE LIMIT $ 1,000,000 BODILY INJURY Per erson $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTO{{S�� X PSB0002153 511/2021 5/112022 Ix BODILY INJURY Per accident $ Fp AUTOS ONLY X AIOfrNOS ON0ICV AMAGE dar e�Rd dent $ A X UMBRELLALIAB EXCESS LIAB X OCCUR CLAIMS -MADE PSE0001615 5/1/2021 5/112022 EACH OCCURRENCE $ 1,000,000 AGGREGATE 1100000 DEO I X I RETENTION$ 0 A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNER/EXECUTIVE YIN (Mantlalary In NX)EXCLUDED? 1-1 If yes. describe under DESCRIPTION OF OPERATIONS below NIA X PSWOOO1885 5/1/2021 51112022 X PER OTH- TUI'EER E.L. EACH ACCIDENT 1,000,000 $ EL DISEASE - EA EMPLOYE 1,000,000 $ E.L DISEASE -POLICY LIMIT S 1,000,000 B Professional Liab. AEXNYABMQTA003 5/112021 51112022 Per Claim 2,000,000 B Ded.: $5K Per Claim AEXNYABMQTA003 5/112021 511/2022 Aggregate 4,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached K more space is required) Re: Santa Ana Zoo Pathways Project City of Santa Ana, officers, agents, employees, and volunteers is Additional Insured with respect to General/Hired & Non -Owned Auto Liability per the attached endorsement as required by written contract. Insurance is Primary and Non -Contributory. Waiver of Subrogation applies to General Liability and Workers' Compensation. 30 Days Notice of Cancellation With 10 Days Notice for Non -Payment of Premium in accordance with the policy provisions. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. CITY OF SANTA ANA AUTHORIZED REPRESENTATIVE Risk Management Division ✓ � (1 ' <n.„,R R6kMmr8lanadDNWwt 20 Civic Center Plaza e!l 4s1tW 4 REVIEWED&MPRavwSr. Santa Ana, CA 92702 N ACORD 25 (2016/03) ©1988.2015 ACORD C a �a F% ` Z MA44-1 The ACORD name and logo are registered marks of ACORD Risk Management Analyst Named Insured: Deneen Powell Atelier, Inc. RLI Insurance Company Policy Number: PSB0002153 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack® FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM - SECTION II — LIABILITY 1. C. WHO IS AN INSURED is amended to include as an additional insured any person or organization that you agree in a contract or agreement requiring insurance to include as an additional insured on this policy, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by you or those acting on your behalf: a. In the performance of your ongoing operations; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "product -completed operations hazard". 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. This insurance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this policy. b. This insurance does not apply to the rendering of or failure to render any "professional services". c. This endorsement does not increase any of the limits of insurance stated in D. Liability And Medical Expenses Limits of Insurance. 3. The following is added to SECTION III H.2. Other Insurance — COMMON POLICY CONDITIONS (BUT APPLICABLE ONLY TO SECTION If — LIABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an PPB 304 02 12 additional insured under this Policy must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such additional insured as a named insured, and we will not share with that other insurance, provided that: a. The "bodily injury" or "property damage" for which coverage is sought occurs after you have entered into that contract or agreement; or b. The "personal and advertising injury" for which coverage is sought arises out of an offense committed after you have entered into that contract or agreement. 4. The following is added to SECTION III K. 2. Transfer of Rights of Recovery Against Others to Us — COMMON POLICY CONDITIONS (BUT APPLICABLE TO ONLY TO SECTION II — LIABILITY) We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal and advertising injury" arising out of "your work" performed by you, or on your behalf, under a contract or agreement with that person or organization. We waive these rights only where you have agreed to do so as part of a contract or agreement with such person or organization entered into by you before the "bodily injury' or "property damage" occurs, or the "personal and advertising injury" offense is committed. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. RWeMvuganmkDMdnn ' j//�(.*���'L,,\���.� RenEWW&AaraafiDft t�a�l�' fac.�.r 2. V:LLcnal '—=W_ Risk Management Analyst t' WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration. Person or Organization Schedule Job Description All persons or organizations that are party to a contract that Jobs performed for any person or organization that you requires you to obtain this agreement, provided you executed have agreed with in a written contract to provide this the contract before the loss. agreement. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Named Insured: Deneen Powell Atelier, Inc. Policy Number: PSW0001885 Insurance Company: RLI Insurance Company ©1998 by the Workers' Compensation Insurance Rating Bureau of California. All rights reserved. ." Rtvt� 6 �B�r Risk Management Analyst Ejhjubmmz!tjhofe!cz!Upsj!Qjfstpo! Ebuf;!3133/16/42!1:;2:;69! Upsj!Qjfstpo .18(11( DENEPOW-01MCCOWANA DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 5/26/2022 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(ies) 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). CONTACT License # 0E67768 Dana Schwartz PRODUCER NAME: PHONEFAX IOA Insurance Services (619) 574-6223 50203(619) 574-6288 (A/C, No, Ext):(A/C, No): 4370 La Jolla Village Drive E-MAIL Dana.Schwartz@ioausa.com Suite 600 ADDRESS: San Diego, CA 92122 INSURER(S) AFFORDING COVERAGENAIC # RLI Insurance Company13056 INSURER A : INSURED Liberty Insurance Underwriters, Inc19917 INSURER B : INSURER C : Deneen Powell Atelier Inc 2305 El Cajon Blvd INSURER D : San Diego, CA 92104 INSURER E : INSURER F : COVERAGESCERTIFICATE NUMBER: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. INSRADDLSUBRPOLICY EFFPOLICY EXP TYPE OF INSURANCEPOLICY NUMBERLIMITS LTRINSDWVD(MM/DD/YYYY)(MM/DD/YYYY) 1,000,000 A COMMERCIAL GENERAL LIABILITY X EACH OCCURRENCE$ DAMAGE TO RENTED 1,000,000 CLAIMS-MADEOCCUR X PSB00021535/1/20225/1/2023 $ PREMISES (Ea occurrence) XX Cont Liab/Sev of Int10,000 X MED EXP (Any one person)$ 1,000,000 PERSONAL & ADV INJURY$ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE$ PRO- 2,000,000 X POLICYLOC PRODUCTS - COMP/OP AGG$ JECT Ded0 OTHER:$ COMBINED SINGLE LIMIT 1,000,000 A AUTOMOBILE LIABILITY $ (Ea accident) ANY AUTO PSB00021535/1/20225/1/2023 BODILY INJURY (Per person)$ X OWNEDSCHEDULED AUTOS ONLYAUTOSBODILY INJURY (Per accident)$ PROPERTY DAMAGE HIREDNON-OWNED XX (Per accident)$ AUTOS ONLYAUTOS ONLY No Co. Owned X Autos $ 1,000,000 A XX UMBRELLA LIABOCCUR EACH OCCURRENCE$ PSE00016155/1/20225/1/2023 1,000,000 EXCESS LIABCLAIMS-MADE AGGREGATE$ 0 X DEDRETENTION$ $ PEROTH- WORKERS COMPENSATION A X STATUTEER AND EMPLOYERS' LIABILITY Y / N PSW00018855/1/20225/1/2023 1,000,000 X ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT$ N / A OFFICER/MEMBER EXCLUDED? 1,000,000 (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE$ If yes, describe under 1,000,000 DESCRIPTION OF OPERATIONS belowE.L. DISEASE - POLICY LIMIT$ Professional Liab.AEXNYABMQTA0045/1/20225/1/2023 Per Claim2,000,000 B Ded.: $5K Per ClaimAEXNYABMQTA0045/1/20225/1/2023 Aggregate4,000,000 B DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: Santa Ana Zoo Pathways Project City of Santa Ana, officers, agents, employees, and volunteers is Additional Insured with respect to General/Hired & Non-Owned Auto Liability per the attached endorsement as required by written contract. Insurance is Primary and Non-Contributory. Waiver of Subrogation applies to General Liability and Workers' Compensation. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. CERTIFICATE HOLDERCANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. CITY OF SANTA ANA AUTHORIZED REPRESENTATIVE Risk Management Division 20 Civic Center Plaza Santa Ana, CA 92702 ACORD 25 (2016/03)© 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ‹‹ ‹‹