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HomeMy WebLinkAbout25L - AGMT - ON-CALL RIGHT OF WAY SRVSREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 4, 2015 TITLE: AGREEMENTS FOR ON -CALL RIGHT - OF -WAY SPECIALTY SERVICES (NON - GENERAL FUND) (STRATEGIC LAN NO. 6, 1G) 0S CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1° Reading ❑ Ordinance on 2' Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute eleven on -call right -of -way specialty service agreements with the firms listed below to perform the activities listed, subject to non - substantive changes approved by the City Manager and City Attorney, each for three -year terms expiring August 4, 2018, with provisions for one, two -year renewal option exercisable by the City Manager and City Attorney, for a total not -to- exceed amount listed for each firm over the entire life of the agreement, including any renewal period: Service / Firm Amount (A) Real Property Appraisal Services 1. Kiley Company $200,000 2. Lidgard & Associates $200,000 (B) Furniture, Fixtures, and Equipment (FF &E) Appraisal Services 3. DMA $200,000 4. Hjelmstrom & Associates $200,000 (C) Business Goodwill Appraisal Services 5. Donna Desmond Associates $200,000 6. DMA $200,000 (D) Acquisition and Relocation Services 7. Epic Land Solutions $300,000 8. Overland, Pacific & Cutler $300,000 (E) Right -of -Way Program Management Services 9. CivilSource $200,000 (F) Right -of -Way Property Management Services 10. Paragon Partners $200,000 11. Overland, Pacific & Cutler $200,000 25L -1 Agreements for Right -of -Way Specialty Services August 4, 2015 Page 2 DISCUSSION Approval of the recommended action will provide for on -call right -of -way and property management services as needed to complete Public Works projects. These services will be utilized for the current Capital Improvement Program, including Phases III and IV of the Bristol Street Improvements project and the Warner Avenue Improvements project. In addition, these on -call services will support City staff in the day -to -day oversight of right -of -way and property management tasks, such as deed research and cost estimates for all Public Works projects; reviewing existing leases, licenses, franchises, easements, permits and other agreements; and providing comprehensive maintenance services for City properties. On May 20, 2015, Public Works Agency released Request for Proposals (RFP) to qualified consulting firms to provide on -call right -of -way specialty services and property management services. The RFPs were also posted on the City website. Twenty -one proposals were received and twenty were deemed responsive. These proposals were evaluated by personnel from the Public Works Agency and the City Attorney's Office. Each firm was rated according to its qualifications, experience, capacity to perform the required work, and proposed cost and pricing data. Following is the list of the firms and their respective scores: I A%Dnnl Drnnartv Onnraical Services 1. Kiley Company 87.2 2. Lid and & Associates 86.8 3. The Dore Group 82.9 4. Epic Land Solutions 81.3 5. Overland, Pacific & Cutler 75.8 !R\ Pi irnitnro myfi rac and Fminment Anoraisal Services 1. DMA 86.8 2. Hjelmstrom & Associates 84.1 3. Hodges, Lacey & Associates 80.9 C Business Goodwill Appraisal Services 1 Donna Desmond & Associates 93.4 2 DMA 1 88.8 25L -2 Agreements for Right -of -Way Specialty Services August 4, 2015 Page 3 _A Carvinas V M{i 41A KI V�� vow •.v. v...+.. 83.9 1. E is Land Solutions 84.9 2. Overland, Pacific & Cutler 83.1 3. Security Land & ROW Services 80.5 4. Para on Partners 80.3 5. HDR 75.4 E Ri ht -of -Wa y Program Management Services 1 CivilSource 92.0 2. 1 Epic Land Solutions 86.8 to% o:...u6 ..f_W�.. Drnnarfv Management Services 1. Paragon Partners 86.5 2. Overland, Pacific & Cutler 84.9 3. The Eberly Company 76.6 Based on the ratings, staff recommends that the top firm in the Right -of -Way Program Management Services category (E) and the top two firms in each of the remaining categories be retained for the respective on -call services, as indicated in the Recommended Action. Most of these firms have assisted the City with right -of -way and property management services in the past, and they have demonstrated good track records. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funding for this agreement is available in the FY 2015116 Budget and will be budgeted in future years in the following accounts: 25L -3 Agreements for Right -of -Way Specialty Services August 4, 2015 Page 4 FUND Measure M Street constr. Select Street Construction ACCOUNT 03217663-66220----$ 05917661 -66220 FY 2015116 700,000 $ 700,000 FY 2016!17 $ 375,000 $ 425,000 FY 2017118 $ 100,000 4, 05917660 -66220 5. $ 100,000 6. Business Goodwill Appraisal Services — DMA $ 1,400,000 $ 900,0001 $ 100,000 $2,400,000 Fr Mousavipour Executive Director Public Works Agency FM /EWG /JG/KN APPROVED AS TO FUNDS AND ACCOUNTS: Frahcisco Guti&m6z Executive Director Finance & Management Services Agency Exhibits: Agreements: 1. Real Property Appraisal Services — Kiley Company 2. Real Property Appraisal Services — Lidgard & Associates 3. FF &E Appraisal Services — DMA 4, FF &E Appraisal Services — Hjelmstrom & Associates 5. Business Goodwill Appraisal Services — Donna Desmond Associates 6. Business Goodwill Appraisal Services — DMA 7. Acquisition, Relocation Services — Epic Land Solutions 8. Acquisition, Relocation Services — Overland, Pacific & Cutler 9. Right -of -way Program Management — CivilSource 10. Property Management Services — Paragon Partners 11. Property Management Services — Overland, Pacific & Cutler 25L -4 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5`h day of August, 2015 by and between Kiley Company, a sole ownership entity, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Real Property Appraisal Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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 those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000 during the term of this Agreerent. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 1 25L -5 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire terns 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 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. 5. 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. 6. 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. 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. 25L -6 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) Consultant shall supply City with a fully executed additional insured endorsement. f 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 tenmination 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. 7. INDEMNIFICATION Consultant agrees to 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 contractors, 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 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. 25L -7 8. 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' 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. 9. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -8 To City: Cleric 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Kiley Company Elizabeth M. Kiley, MAI, President 2151 Michelson Drive, Suite 2015 Irvine, CA 92612 bkilev(a kileycomnanv.com 714 - 665 -6515 (Office) Jose Sandoval Assistant 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 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. 13. EXCLUSIVITY AND AMENDMENT 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 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 aelmowledges 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. 25L -9 14. 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. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -10 19. NUSCELI ANEOUS PROVISIONS a. Additional provisions, if any are identified as Additional Provisions, Exhibit D, attached hereto and incorporated into this Agreement by reference. b, Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective patties to each of the terms of this Agreement, and shall indemnify City ;fully, including reasonable costs and attorney's fees, for any injutics or damages to City in the event that such authority or power is not, in fact, hold 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, IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. .ATTEST: Maria D. Ruizar Cleric of the Council APPROVED AS TO FORM; SONIA R, LARVAL HO City Attorney i w By. Joa ndoval Assistant City Attorney RECOMMENDED FOR APPROVAL Fred Mousavipour Executive Director Public Works Agency CITY OF SANTA ANA. David Cavazos City Manager CONSULTANT- Kiley Company Elizabeth M. Kiley, President Tax ID 401640526 25L -11 EXHIBIT A SCOPE OF SERVICES 25L -12 Proposal for the City of Santa Ana On -Call Right of Way Specialty Services RFP NO. 15 -144 Specialty Area; (All (teal Property Appraisal Services 25L -13 June 4, 2015 KiLEYCompANY REAL ESTME APPRAISERS {_'firs +a t`t it Ci VT 20 µ Years June 4, 2015 . City of Santa Ana Attn.: (fenny Nguyen Public Works Agency; 20 Civic Center Plaza, TO Floor, Ross Annex Santa Ana, CA 92702 Re: RPP NiO, 15 -094, tin -Call Right of Way Specialty Services Specialty Area: (AI) Real ProllertyAppmisal Services Dear Mr. Nguyen: The Kiley Company is interested in submitting a proposal in response to RFP No. 15.044 for On-Gall Right of Way Specialty Services, received May 21,20 1 5,, We are interested in providing Real PropertyAppraisal Services, as defined as Specialty Area Al in the REP, After reviewing the RFP in its entirety, we accept and understand all the elements, if chosen by the City to be a part of the Consultant Team, we would be willing to enter into the agreement attached to tile'RFP, as well as comply with all license insurance, and ordinance requirements. Elizabeth M. Kiley, Inc., DBA Kiley Company, is a certified Disadvantaged Business Enterprise (DBE), a Woman -Owned Business (WBE) and a Small Business Enterprise (SEE), The services we offer include right-of-way appraisals, environmental and mitigation appraisals;, litigation appraisals, consulting, market rental surveys, leasehold/Ieased fee valuations, mass appraisals, surplus property valuations, highest and Kest use studies, and various other types of appraisal services. Elizabeth M, Kiley, Inc,, DBAIIley Company is an S- Corporation in the State of California. (Our headquarters are centrally located in the city of Irvine, Orange County, California. Elizabeth M. Kiley will serve as the point of contact, our address and contact information is as follows: Elizabeth M. Kiley, MAI, AI•GRS President IGley Company 2151 Michelson Dr., Suite 205 Irvine, CA 91612 bl(iley@kileyco mpany.co m wwwJ(ileycomi)any.com 714.665 -6515 Phone 21.51 Miol7elson Dr., Suite 205, Irvine, CA 92612 Phone: (71 4) 665.6515 in Email: 6ki1eY@Ri1ey001nhany.c0m 25L -14 City of Santa Ana ;tune 4, 2015 Page Two The following proposal, along with our company and appraiser qualifications, is attached for your consideration, With a team of appraisers and over 25 years in operation, we are well positioned to deliver the highest quality appraisal reports at a competitive price and in atimely manner, A copy of our most recent financial statements are attached to serve as evidence of our financial capacity to fulfill the terms of the RFP, We look forward to the opportunity to be considered for your consultant team, Please feel free tts contact me if you have any questions. Sincerely, Elizabeth NI XiAhy, MAI, A[ -CRS Certified General Real Estate Ap E Iser Certificate No, AGO05391 Expiration Date: April 13, 2016 Kiley Company 25L -15 SCOPE OF `YORK BY SPECIALTY AREA (Ai) REAL PROPERTY APPRAISAL SERVICES Consultant shall prepare appraisal services that include full and partial acquisition for residential property; commercial property; industrial property; easements; special use or zoned property; and review appraisals. Appraisal Services shall be in accordance with federal, state, and local regulations, policies, procedures and standards. Consultant must make every effort to meet with the property owner prior to preparation of the report. Appraiser shall perform the following tasks: • Prepare appraisal report in accordance with the State of California Laws and the Uniform Standards of Professional Appraisal Practice (USPAP) • Research records, inspect the site and communicate with the property owner in preparation of the appraisal report. This might require multiple attempts for site visit and inspection • Prepare Real Estate Appraisal reports for full and partial acquisition • Prepare Appraisal Summary Statements to accompany City's Offer Package • Prepare Valuation of City's Landscape Setback Easement requirements • Prepare detailed appraisal report necessary for condemnation • Coordinate with Fixtures and Equipment Appraisers • Coordinate with Business Goodwill Appraisers • Communicate with property owners in writing and as required to obtain adequate information to prepare the report • Prepare all necessary correspondence, letters and reports • Provide effective communication with engineers, planners, attorneys, and City staff • Comply with federal, state and local regulations • Create files and maintain all records • Provide condemnation consultations as necessary • Attend meetings /public hearings and conduct presentations • Provide expert witness testimony as required for condemnation proceedings • Coordinate and review of Phase I and Phase 11 Environmental Studies • Review appraisal reports prepared by other consultants as required by the City and prepare review summary • Prepare Review Appraisal Reports (Required For Federally Funded Projects) • Coordinate, direct and obtain Review Appraisals in accordance with the Uniform Relocation Assistance and Real Property Acquisition Policies Act (Uniform Act) and Caltrans guidelines • Examine all appraisals and corresponding reports • Seek any corrections or revisions deemed appropriate • Prepare Dual Appraisal Report as required for federally funded projects under Caltrans Guidelines 25L -16 EXHIBIT B FEE PROPOSAL 25L -17 Hourly Rates Each appraisal assignment is unique and our fees are determined by the complexity of each individual assignment. We will provide a bid for each individual assignment based on the scope of work for that specific project or property at the time of request. Changes to the flxecl prices only occur as a result of client initiated changes in the scope of work. To get an idea of our fee schedule, our hourly rates for real property appraisal and consulting services are as outlined on Exhibit 10 -14 attached: Elizabeth M. IGley, MAI Senior Appraisers - Certified General Staff Appraisers Office Manager /Administrative Staff $200 for Appraisal $400 Court Related $90 for Appraisal Services $70 for Appraisal Services $60 for Administrative Duties Key personnel will include Elizabeth M. Kiley, on all projects and staff appraisers as needed for individual assignments which may be part of the contract. All Kiley Company appraisers are located at our headquarters in (vine, California. When assigned, most projects are handled by one full -time appraiser and the principal with research and administrative staff available. It is not possible at this time to determine what assignments our team will be working on. Each assignment will be bid based on the scope of work at our hourly rates. All assignments are reviewed, analyzed, and supervised by Elizabeth M. Kiley. Key personnel will be available for the duration of the project and will not be removed or replaced without prior written concurrence of the Authority. The Kiley Company organization and staffing provides the client with excellent quality, report delivery, deadline compliance and direct access to the principle. We are large enough to reliably deliver multiple appraisal assignments on time and small enough to be flexible and cost effective. Our project organization chart is included on the following page, Page 5 25L -18 Gs a 2 � c d 0 CD fi o y y a n LL W O T I R E O U E 25L -19 N c R t U J d O �w -t3W 7 O O o LL 7 N a 7 0] O S C O L . L ° O� a0 00 00 h n O° mS x, 40 Gr� ffl, <11 v� d ° , r- `r O O N N. m 3 60@ O S OD b000 O 00 IL I N C .d: W [00 ff} W Z N 00 r-LA 000 OOOh FN LL9 �N(Rg C o m x y} H4 K4 ea 464 Em mx �¢t N N 'mM R Q 3 U- e� N 61 Ia`a` L+,cR5r- °0000000 ooacoaoa d LLv�C4 o600000oo0 T s IL rRn N t :?mrn B° x °°0000000 WLL = 7 N 00000000 Nd0'd04��fnR m O fR 64 S 0 0 0 000000 0 0 0 0 0 Z R ? w CO O C! n L 5'C �- OOOm Q� NNI°^• LL 3 N Ras .y-. yy fA 64 Ff! fA �t V3 �3 G z E4} R 2 N CL o'1 2 R 2 rN, 6 m 422 O N o LLJ w � m a�iQ 42¢ All = d .4 R N -O W W W W W R 3 l6 { a`c�a0A����� as 3 R c G Y Y Y m e N W N d'��s¢ d O E N 0- GI Z E A z w !2 dW 25L -19 N c R t U J d O �w 7 O O o LL 7 N a 7 0] O S 9 LL L. C N O° M x v� d ° , r- `r O O N N. m 3 60@ O S IL I N C C00 f} [00 ff} M _ LL9 �N(Rg o m x ca s Em �¢t N N 0 c R Q 3 U- e� N 61 Ia`a` d T s IL rRn N t :?mrn EXHIBIT C CERTIFICATIONS 25L -20 ATTACHMENT -1: NON-COLLUSION AFFIDAVIT CITY' OF SANTA ANA )REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: IM44 NON-COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PiMTIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 71.06 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation, that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIRDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIRDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communications or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid; and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or chant bid. Note; The above Non- collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non - collusion Affidavit, BIDDERS are cautioned that snaking a false ccrtiCcaiorr may subject the certifiA to efigi at prosecution, Signed State of California County of D Subscribed and sworn to (or affirmed) before me on this proved to me on the basis of satisfactory evidence to be the Notary Public Signature day ofgtAW 20by who appeared before me, Notary Public Seat City of Santa Ana RFP 15 - 044 Page 28 25L -21 [-vv /V)) JURAT A nolory public or other officer completing this certificate verifies only the Identity of the individual who signed the document to which this certificate Is attached, and not the truthfulness, accuracy, or validity of that document. County of 5111. Subscribed and sworn to (or affirmed) before me on this Cam— day of 1- 20 'k -5'- by 9L DV kr Est proved to me on the basis of satisfactory evidence to be the person(&) who appeared before me. MAYOR MODY COMM ... 2103673 La-, O6ANOE COUNIY My Ton Eap, April 16, 2619 Signnlero oi+pipta y (seal) OPTIONAL INFORMATION Date of Document ` PfN C' , 4 ppal , Type or Title of Document Number of Pages in Document { Document in a Foreign Language IVJ Type of Satisfactory idenae: PersonallyK wnwith Paper Identification Paper Idattl{{(( cation Credible finesses) Capacity of Ignert Tru'tae P6wor of Attorney CEOICFOICoo ^' President / Vice- President / Secretary / Treasurer Other: Other Thumbprint of Signer Check here If no thumbprint or fingerprint Is available, 2008 Allstate Notery Preparation, Inc - (800) 689 -8455 - www.ollstatenou+ry coin 25L -22 ATTACHMENT 3 -2: NON - LOBBYING CERTIFICATION CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NW 15 -044 The prospective participant certifies, by signing and submitting this bill of proposal, to the best orhis or her knowledge sod belief, that 1. No federal appropriated funds have been paid or will be paid, by or on behatfof the undersigned, to any person for infltoncing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federalloan, the catering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2, If any funds other than federal appropriated funds have been paid or will be paid to any person far influencing or attempting to influence any offieer or employee of any federal agency, a Member of Congress, an officer or employee ofCongress, or an employee of Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of lobbying Activities ", This certification is a material representation of fact upon, which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, US. Code. Any parson who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certifcation be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Signed and printed Name Title � ' � �, J �J Date City of Santa Ana RFP 15.044 Page 29 25L -23 APPENDIX ATTACHMENT 3 -3: NON - DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows; The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultrant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he /she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his /her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non - compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by taw. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of City of Santa Ana RFP 15 -044 Page 30 25L -24 September 24, 1965, so that such provisions will be binding upon each subcgritcdct or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious oreed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject to all the penalties imposed for a vtaialion of the Chapter, Signed: Title: tiro. at Firm: 4161A TMUN Date: q City of Santa Ana RFP 16 -644 Page 31 25L -25 �Ckiir � �A �ry'0 ,CSt;l9tl9 ;d� NOTICE OF VERIFICATION AND CERTIFICATION JULY 11, 2013 ELIZABETH KILEY ELIZABETH M. KILEY dba KILEY CO. 2681 DOW AVE., UNIT E TUSTIN, CA 92780 CHS Verification Order Number: 7EN0002S Congratulations, the Supplier Clearinghouse is pleased to inform you that In accordance with General Order 156, your business enterprise has successfully completed the verification process, and your company has received the following certification: WBE Your company will now be recognized by the Joint Utilities as a women and /or minority -owned business when competing for procurements by public utilities participating In the Utility Supplier Diversity Program, Your Certification Is valid for three years and you are required to re- verify your company's WMBE status at least 30 days prior to your expiration date. Please notify our office of any change in your address or contact Information so that we can maintain your most current contact information. You must notify our office of any change in ownership and /or control of your company within 30 days of the change. Failure to provide that notification is In violation of section 8285 of the Public Utilities Code and could render your certification status Invalid. If your company was verified and certified underthe CAV (Comparable Agency Verification) process, your certificate status will expire on the same expiration date as that of the comparable agency except for SBA Sa Certificates that are valid for a nine year period. However, please note that the maximum verified certification period for the Supplier Clearinghouse is three years regardless of any CAV expiration date in excess of three years.. The Supplier Clearinghouse may request additional information or conduct an on -site visit at any time during the term of your verified certification status. The Supplier Clearinghouse may reconsider your certification status and possibly rule invalid your verified status if It Is determined that the status was knowingly obtained by false, misleading and /or incorrect information. Also note that if In a formal opinion, the California Public Utilities Commission determines that the WMBE verification criteria under which you were deemed eligible Is no longer valid, then your status may change or you may be required to comply with the change to maintain eligibility. Thank you for participating in the Utility Supplier Diversity program. We wish you much success In your business endeavors. Feel free to contact our office If you have questions, or visit our webslte at: www,th esupplierclearinghouse.com, THE SUPPLIER CLEARINGHOUSE 25L -26 a Mr ?M. CY O tg`.� c �a. 8 W Ei p O 6 pf �l W ro C ^� =qQ pa C? m � CL N .6 w. ro "CS H ac� p m 9 Q y pM}3 Q QC wy 25L -27 C5� yh &i A Y G � �Q rt M M N 'C% C t/f �i rn W O C C y 0 v C7 H N i i i� 25L -28 b a b F. 8 �Nqg N N ~ b � W � gd olull ° �n z A� 0 U o a W o IT! F`' . W o It a I" W J �`y'' RV' r h p v H $ 06 U W �o Inl y O rt U a " 8 0 25L -29 EXHIBIT D ADDITIONAL PROVISIONS 25L -30 Local Assista ace Procedures Manual EXHIBIT 10-01 Consultant Proposal DBE Commitment lu+ XIIIBIT t Q -Ol CONSULTANT PROPOSAL DBE COMMITMENT (Inclusive of all DBEs listed at bid proposal, Refer to instructions on the reverse side or this form) Consultant to Co111plete this Section I. [.coal Agency Name: 3. Project Locatie'nt , ry 3, Project Description: _a=' A. Consultant Name: cct t jt1A 3. Contract DBE Goal %:. DBE Commitment Information 6, Ih dIalon of Services t oN frov Wed 7,1)BE Firm S. DBE Crat. 91 D9E 9S Contact information Number �i Local Agency to Complete this Section Io. Tn al - - °/a Ctaimed 16. Local Agency Contract Number: 17.federal -aid ProjcONumber:. 18. Proposed Contract Execution Date: . Local Agency certifies that all DBE certifications are valid and the IL Prelimer S -nature Information on this form is complete and accurate; p 72, Preparor's Namo (Fria } I9, t.ocal Agency Representative Name (Print) tt �..._. 13. Prepa r`s Title 20.LoW Agency Representative Signature tA, Datc IS. (Area Code)Tel. No. 22,L00atAgency Representative TItic � 23, (Area Code) Tel. No." Distribution: (1) Original - Consultant sulmata to loml agency with proposal (2) Copy — Local Agency files LPP 13.01 25L -31 Page I o1`2 May $s 2013 LaealAssistance Procedures Manual Extitttrr 10-K CONSULTANT C FWfITICATION OF CONTRACT COSTS AND FiNANUAI, MANAGEMENT SYSTEM (Tote: Vrequesting to utilize The Safe Harbor Indirect Cost Rate submitAilacharent I of DLA -OB )3.07 - Safe Harbor 7rtdirect CostRatefarConsuttayitContraods found at http,llwwr p,dot ca govlhglLoca [Pi,ograt)tslDLA_QGIDZtt –O hMa in lieu of ttt s forrtt „i Certification of Final Indirect Costs. .j Consultant Firm Name; � "y;L _– Indirect Cost Rate; —ple * for fiscal period (mmlddlyyyy to mmldd /yyyy) *Fiscal period covered for Indirect Cost Rate developed (riot the contract period). Local Government; Contract Nuinber; Pra)ect Number: 1, the undersigned, certify that I have reviewed the proposal to establish Fund indirect cost rates for the fiscal period As specified above and to the bast of my knowledge and belief-, 1, All costs included in this proposat to establish final Indirect Cost Rates are allowable in accordance with the oust principles of`the Federal Acguisitfou Re$ulati ins {FAR) of Title 48, Coda of Federal Regulations (CFR) ,Part 31, 2. This proposal does not include any costs which Are expressly unallowable, under the Cost principles of the FAR of 48 CFR, Part 3t. 10 -K All known material transactions or events that have occurred affecting the firm's ownership, o`rganizalion, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above;., Certification of Tinancial MAritiggmen Systernz t, the undersigned, certify to the bast of my knowledge and belief that our Financial Management System meets the standards tar financial reporting, accounting records, Internal and budget control as set forth in the FAR of Title 44, CFR, Part I a,20 to the extent applicable to Consultant. Certification of Dollar Amount for all A &E Contracts, I, the undersigned, certify that the approximate dollar amount of at] A &E contracts awarded by Caltrans or a California local agency to this firm within the last three (3) calendar years for all State DOT and Local Agencies is Si and the number of states in which the firm does business is , Certification of Direct Costs: 1, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are reasonable, allowable and allocable to the contract in accordance with the cost principles of the EAR of Title 48, CFR, Part 31. Allowable direct costs to it Government contract shall be: Page 1 of 2 LPP25.01 January 14, 2015 25L -32 Local Assistance Procedures Manual gXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System L Compliant with Generally Accepted Accounting Principles (CIAAP) and standards promulgated by the Cost Accounting Standards Board (when applicable): 1 Compliant with the terms of the contract and is incurred specifically for the contract. 3, Not prohibited by 22 CFR, Chapter 1, Part 172 — Administration of Engineering and Design Related Service Contracts to the extent requirements are applicable to Consultant, All costs must be applied consistently and fairly to all contracts, All documentation of compliance must be retained in the project files. Subconsultants (if applicable) Proposed Contract Amount (or amount not to exceed if on -call contract); i Prime Consultants (if applicable) s Proposed Total Contract Amount (or amount not to exceed if on-call contract), $ m Prime, list all subconsultants and proposed subcontract dollar amounts (attach additional page if necessary): Consultant Certifying �(Print Name and Title): Title' Consultant Certification Signature * *: Date of Certification (mmddfyyyy)r Consultant Contact Information; Phone number. _ L ( Q-5 * *An individual executive or financial officer of the consultant's organization at a level no lower than a Vice. President or Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the Indirect Cost Rate proposal submitted in conjunction with the contract. Note: Per 23 VAC. 112(b)(2)(8), Subconndtants mast comply wid, the FAR Cao Principles contained &148 CFR, Part 31. 23 CFR Part 172,3 Definitions stater Consultant rnenas the indfviiduol or, jirni ppovlding engineerZag an¢ design refntect serrot`csr us a pov(le to div eontract, Theref ore, subconsuftants as pal- ties ofa eanmeetnurst cornplere a certification and send originals toA &land keep copies In Local Agency Project "Iles. ntstritualow t) Originat to Caltrans Audits and Invoivalona 2) Retained in Local Agency Proiect F'iluc Page 2 of 2 11PP 15.01 January 14, 2015 25L -33 25L -34 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5`u day of August, 2015 by and between Lidgard and Associates, Incorporated, a sole ownership entity, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Real Property Appraisal Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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 those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 2 25L -35 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire tern 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 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. 5. 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. 6. 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. 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. 25L -36 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 famished 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) Consultant shall supply City with a fully executed additional insured endorsement. f. 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. 7. INDEMNIFICATION Consultant agrees to and shall indemanify 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 contractors, 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 farther 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. 25L -37 8. 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' 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. 9. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -38 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Lidgard & Associates Scott A. Lidgard, MAI, CCIM 2592 N Santiago Boulevard Orange, CA 92867 -1862 scottna,lid aardine. com 714 - 633 -8441 (Office) 714 - 633- 8449(Fax) Jose Sandoval Assistant 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 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -39 14. 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. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. PROFESSIONAL LICENSES Consultant shall, throughout the tern 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. 25L -40 19. MISCELLANEOUS PROVISIONS as Additional provisions, if any are identified as Additional Provisions, Exhibit D, attached hereto and incorporated into this Agreement by reference, b. Each undersigned represents and warrants that its signature herein below has the power, authority and tight 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, IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year fust above written. ATTEST:: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Sy. i Josh doval `` -- As4i kftmCityAttorney RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director Public Works Agency CITY OF SANTA. ANA David Cavazos City Manager CONSULTANT- L,idgard & Associates, Inca Scott A. Lidgard, President Tax ID #330909592 25L -41 EXHIBIT A SCOPE OF SERVICES 25L -42 Ei'q June 9, 2015 City of Santa Ana Public Works Agency 20 Civic Center Plaza, 3"0 Floor Reception, Ross Annex Santa Ana, California 92701 Attention: Kenny Nguyen Project Manager Subject: RFP No, 15 -044 335,3 Ur, Real Estate Appraisal Services Sulte 201 Gong 8a 90307- I appreciate the opportunity of submitting this proposal for on -call right- crougeCounty of -way appraisal services for the City of Santa Ana Public Works Agency, 25 ,92 N, Santre� Specifically, this proposal relates to Specialty Area A-1 (real property 0ran9o` A appraisal services), This proposal includes the following items as set 92867-1862 forth in the Request for Proposals as well as additional items deemed relevant: • Statement of Qualifications, • Statement of Relevant Experience. • Agency Retainer Agreements. • Scope of Services. • Statement of References. • Insurance Coverage. • Fee schedule. • Small Business Certification • Resume of Qualifications • Certifications • Attachment 4 The terms and conditions of this proposal shall remain in effect for 90 days, at which time certain terms may be subject to revision. The undersigned is authorized to bind L.Idgard and Associates, Inc. into a contractual arrangement contemplated herein. L:idgard and Associates is qualified to work on federally funded projects. Te7�ghpn�r (5M) 988-2-926 (711) (383.6441 Facsimile" (714) 683 -8449 LH)GARD AND ASw3OCUTES Real R-Juie AppraiwO and Consullat vu, INCORPORATED 25L -43 City of Santa Ana Public Works Agency Attention: Kenny Nguyen Project Manager June 9, 2015 Page 2 The undersigned has reviewed the agreement statement iddqtified _'as Attachment 2 of the Appendix in the RFP. Lidgard and Associates, \fnc. is in concurrence with all provisions contained therein with respect to the s("Te of services, compensation, term of agreement, independent contractor aspect, ownership of materials condition, insurance requirements, indemnification cla \use, and all other items set forth therein including Sections 7 through 19. Further, I would like to take this opportunity to specifically point out that the undersigned is qualified as an expert on real property valuation in the Los Angeles, Orange, San Bernardino, and Riverside County Superior Courts, as well as Federal Bankruptcy Court. Scott A. Lidgard, MAI, CCIM is willing and capable of providing either deposition or trial testimony when deemed appropriate by legal counsel. Pease do not hesitate to contact me in the event you require additional information regarding this proposal. Very truly yours, LIDGARD AND ASSOCIATES, INC. Scott A. Lidgard, MAI, CCIM Certified General Real Estate Appraiser California Certification No. AG 004014 SAL:sp LIDGARD AND ASSOCIATES F �st� �stq�� A��zre�z'serl cxrer� �"aarcaaM� n�s� INCORPORATED 25L -44 SCOPE OF SERVICES (Continued) The sequence of the appraisal process is generally as follows: A notification letter will be sent to the individual property owners advising them of the (1) proposed redevelopment project, (2) necessity of the formal appraisal study, and (3) right of the owner or owner's representative to accompany the appraiser at the time of formal appraisal inspection. The Office Administrator will be responsible for this task. Scott A. Lidgard, MAI will respond personally to inquiries of all property owners. A formal inspection by Scott A Lidgard, MAI, will be conducted of the subject properties for the purpose of becoming completely familiar with the physical and functional character- istics thereof, as well as the influence of the immediate physical environment, and the general economic and sociological environment. Certain larger scale property inspections may involve the assistance of the Jason P. Boyer and Jason T. Clayton, Market Research Analysts. .._In._the_case_of_ right- .of -w- ay _acquisition studies, a__r_eview. Qf_prQject_____ plans and specifications will be conducted by Scott A. Lidgard for the purpose of becoming familiar with the potential impact to the parent ownership by the proposed taking. Consideration will be given to project benefits and /or severance damages which may incur to the parent property by virtue of construction of the public project in the manner proposed. Market research will be conducted in the general subject area for sales and rental data of properties reasonably similar to the subject properties. The sales data will be confirmed with a party of interest (buyer, seller, broker). The Market Research Associate will be responsible for the collection of primary and secondary data under the supervision of the Principal Appraiser. The valuation analysis will be conducted by Scott A. Lidgard, based upon market data in the general subject market area. An analysis will be conducted and a comparison made of the subject property to the various sale properties with respect to the various elements of comparability i.e. location, immediate environmental influences, land size, zoning, developability, etc. The formal narrative appraisal report will be prepared in summation of the activities outline above. The report will be suitable for acquisition /condemnation purposes. Further, the valuation studies LIDGARD AND ASSOCIATES APPRAISERS- CONSULTANTS 7 25L -45 SCOPE OF SERVICES (Continued) will comply with reporting requirements set forth in (1) the Uniform Standards of Professional Appraisal Practice (USPAP), (2) the California Code of Civil Procedure, particularly Title 25- Housing and Community Development Code of Regulations, and (3) Title XI of the Financial Intuition Reform, Recovery, and Enforcement Act (FIRREA). When applicable, the Principal Appraiser (Scott A. Lidgard) will provide written monthly reports and weekly verbal reports regarding the status of individual appraisal assignments, along with information relative to future negotiations. The foregoing is intended to illustrate a complete understanding of the scope of services contemplated by the Santa Ana Public Works Department. In general, the amount and percentage of time expended by the Principal Appraiser typically equates to 30% to 40% of the allocated project time. As stated, the Principal Appraiser will act as the project manager. The Market Research Analyst and Market Research Associate are involved approximately 30% to 40% of the time depending primarily on the type of property and extent of market research required. Office staff, comprising administration duties, transcribing /typing, and preparation of report exhibits, ranges between 10% and 20% of the amount of time allocated to the assignment. The firm has a system of checks and balances in place throughout various stages of the appraisal process as to ensure reporting and valuation accuracy. STATEMENT OF REFERENCES Following are various public agencies, including the contact person and phone number for which Lidgard and Associates, Inc. has performed professional real estate appraisal services. Additional references are available upon request. Greg Blodgett Project Manager City of Garden Grove 11222 Acacia Parkway P. O. Box 3070 Garden Grove, California 92642 (714) 741 -5124 greg-I Qch.ci.garden- grove.org Margarita Cabrera Real Property Agent County Sanitation Districts of Los Angeles County 1955 Workman Mill Road Whittier, California 90601 (562) 908 -4288, ext. 2710 mcabrera ®lacsd.org LIDGA" AND ASSOCIATES APPRAISERS - CONSULTANTS IN 25L -46 EXHIBIT B FEE PROPOSAL 25L -47 FEEPROPOSAL The formats of the sample cost proposals identified as Exhibit 10 -H in the RFP are not adaptable to the scope of real estate services proposed herein. The following fee schedule includes all expenses incurred in connection with the real estate appraisal service and will remain firm for the three -year contract period. In the event Lidgard and Associates, Inc. is authorized to engage appraisal services for specialized equipment items or business valuations, it is assumed that the fees for said services will be reimbursed. Further, the fee schedule is intended to cover all relevant items set forth in Exhibit 10 -H. The consultant's billable rates will not Include mark -ups for overhead and profit, It is understood that no additional payment will be made for those items. Additionally, the City does not reimburse for travel, mileage, nor the use of computer equipment. Property °Typo Partial Take Acquisitions: Vacant land: Noncomplex residential takes: Complex residential takes: Noncomplex commercial takes: Complex commercial takes: Noncomplex Industrial takes: Complex industrial takes: Ful/ Take Acquisitions: Vacant land: Single family residential: Multiple family residential: 2 -10 dwelling units: 11 -20 dwelling units: 30+ dwelling units: Commercial properties: Single tenant buildings: Multiple tenant buildings: Single Parcel Assignments $3,000- $3,500 $2,500 - $3,000 $3,000 - $4,000 $4,300 - $5,000 $5,000 - $6,000 $4,300 - $5,000 $5,000 - $6,000 Multiple Parcel - Assignments $2,200 - $2,700 $2,200 - $2,700 $2,500 - $3,500 $3,300 - $4,000 $4,000 - $5,000 $3,300 - $4,000 $4,000 - $5,000 $2,800- $3,400 $2,500 - $3,000 $2,750 - $3,100 $2,600 - $2,850 $2,650- $3,500 $2,400 - $3,000 $3,500- $4,500 $3,000 - $4,000 $5,000+ $5,500+ $3,500 - $4,500 $3,000 - $4,000 $4,000 - $5,000 $3,500 - $4,600 The schedule for professional acquisition appraisal services will be based on the foe structure set forth below. In general, the hourly rate of the principal appraiser is $335. Market research associates and office staff are billed at LIDG}ARD AND ASSOCIATES Arh0.AISEAS -CON5 U LTANTS 25L -48 FEE PROPOSAL (Continued) hourly rates of $195 and $135, respectively. Said rates are fully burdened, i.e. inclusive of overhead costs, general, administrative, and profit. As stated, I_idgard and Associates, Inc. is a fully staffed appraisal firm, and does not engage in the subcontracting of outside appraisal companies. The foregoing summary represents a general illustration of typical appraisal fees based on the various categories of properties and scope of services. The appraisal fee for a specific appraisal assignment will be negotiated prior to commencement thereof. Court appearance fees and /or deposition appearance fees will be based upon an additional $375 per hour with a $1,500 per half day minimum in the forenoon or afternoon. Pretrial and pre deposition conferences, if any, will be based upon an additional $375 per hour. The hourly rate will be applied for file review, travel time, and additional investigation deemed necessary by legal oounsel as part of litigation. LIDGARD AND ASSOCTATES APPRAISSRS- CONSULTANTS 25L -49 EXHIBIT C CERTIFICATIONS 25L -50 of I Aaportmenf of General services 0*G10V s 81NLDINrr GREEN °AUYINC, GREEN- WOAKIWi OAEFN LIDGARD AND ASSOCIATES INC - #54008 SUPPLIER PROFILE Legal Business Name LIDGARD AND ASSOCIATES INC Doing Business As LIDGARD AND ASSOCIATES INC Address 2592 N. Sandago Boulevard Phone (714) 633 -8441 Sep 26, 2012 ORANGE, CA 92867 FAX (714) 633 -8449 Email scott011dgardinc.com Web Page httn; / /www lldoarcllnC mm Business Types Service. Service Areas Los Angeles, Orange, Riverside, San Bernardino, Keywords REAL ESTATE APPRAISAL STREET WIDENING PARTIAL ACQUISITION RE EMINENT DOMAIN COMMERCIAL RESIDENTIAL RETAIL FULL ACQUISITION AIRPORT EXPANSION LIDGARD APPRAISAL INSTITUTE CCIM MAI APPRAISER ASSESSOR PARCEL NUMBER APN MAP RIGHT OF WAY ROW Classl0cadons 801318 - Real estate management services Active Certifications TYPE STATUS FROM TO _. SB(Mlcro)-.. _ -.- _.__........Approved_ -. - -.._. ._ -- Sep26,2012. .. - -- -Sep 30, 2016 _. .._.. ...._ Certification Histo TYPE STATUS FROM TO SB (Micro) Expired Sep 26, 2012 Sep 26, 2012 SB (M)co) Expired May 13, 2009 May 30, 2011 SB (Micro) Expired )un 26, 2008 May 13, 2009 25L -51 APPENDIX ATTACHMENT 3 -:1: NON - COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 NON- COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of va� collusion Affidavit. BIDDERS are cautioned that making a false certification may subject the c ' criminal prosecution Signed State of California County of Subscribed and sworn to (or affirmed) before me on this �D+ day of Jul 20_15 by Mayr-A UAr proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. a/1Gr Not Pu is Si ur MAA 0ARIA Notary Public Seal CaM kMM N 2029 725 Motuy PUW - CMIMM 0rM*CMJ* City of Santa Ana RFP 15 -044 Page 28 25L -52 APPENDIX ATTAIC:HMENT 3 -2: NNON-ILG BYING4CERkTIFICATI( N ZE- 11TWICAMONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 3l, U.S. Code: Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Signed and printed Title `Preeiclen-1 Date City of Santa Ana RFP 15 -044 Page 29 25L -53 APPENDIX ATTACHMENT 3-3: NON-ID "ISCRTMINATION+CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultrant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he /she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non - compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of City of Santa Ana RFP 15 -044 Page 30 25L -54 September 24, 1965, so that such provisions will be binding upon each or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 142 and any contractor of Public works violating this Section is subject to all the penalties imposed for a ton of the Ch pter�- Signed: —= — Title: �p[q�fjErl k Firm: L-Agard d"d L666cigiem Wc. Date: J top- 10, 2015 City of Santa Ana RFP 15 -044 Page 31 25L -55 Imo* W ADDITIONAL PROVISIONS 25L -56 Local Assistance Procedures Manual E%HBIT 10 -I Notice to Proposers DBE Information EXHHIIT 10 -I NOTICE TO PROPOSERS DBE INFORMATION The Agency has established a DBE goal for this Contract of % OR The Agency has not established a goal for this Contract. However, proposers are encouraged to obtain DBE participation for this contract. 1. TERMS AS USE, ED IN THIS DOCUMENT • The term "Disadvantaged Business Enterprise" or "DBE" means a for - profit small business concern owned and controlled by a socially and economically disadvantaged person(s) as defined in Title 49, Code of Federal Regulations (CFR), Part 26.5. + The term "Agreement" also means "Contract," • Agency also means the local entity entering into this contract with the Contractor or Consultant. • The term "Small Business" or "SB" is as defined in 49 CFR 26.65. 2. AUTHORITY AND RESPONSIBILITY A. DBEs and other small businesses are strongly encouraged to participate in the performance of Contracts financed in whole or in part with federal funds (See 49 CFR 26, "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs "). The Consultant must ensure that DBEs and other small businesses have the opportunity to participate in the performance of the work that is the subject of this solicitation and should take all necessary and reasonable steps for this assurance. The proposer must not discriminate on the basis of race, color, national origin, or sex in the award and performance of subcontracts. B. Proposers are encouraged to use services offered by financial institutions owned and controlled by DBEs. 3. SUBMISSION OFDBE INFORMATION If there is a DBE goal on the contract, Exhibit 10 -01 Consultant Proposal DBE Commitment must be included in the Request for Proposal. In order for a proposer to be considered responsible and responsive, the proposer must make good faith efforts to meet the goal established for the contract. If the goal is not met, the proposer must document adequate good faith efforts. All DBE participation will be counted towards the contract goal; therefore, all DBE participation shall he collected and reported. Exhibit 10 -02 Consultant Contract DBE Information must be included with the Request for Proposal. Even if no DBE participation will be reported, the successful proposer must execute and return the form. 4. DBE PARTICIPATION GENERAL INFORMATION It is the proposer's responsibility to be fully informed regarding the requirements of 49 CFR, Part 26, and the Department's DBE program developed pursuant to the regulations. Particular attention is directed to the following: A. A DBE must be a small business firm defined pursuant to 13 CFR 121 and be certified through the California Unified Certification Program (CUCP). LPP 13 -01 25L -57 Page 1 of 3 May 0, 2013 Local Assistance Procedures Manual EXIiBIT 104 Notice to Proposers DBE Information B. A certified DBE may participate as a prime consultant, subconsultant, joint venture partner, as a vendor of material or supplies, or as a trucking company. C. A DBE proposer not proposing as a joint venture with a non -DBE, will be required to document one or a combination of the following: 1. The proposer is a DBE and will meet the goal by performing work with its own forces. 2. The proposer will meet the goal through work performed by DBE subconsultants, suppliers or trucking companies. 3. The proposer, prior to proposing, made adequate good faith efforts to meet the goal. D. A DBE joint venture partner must be responsible for specific contract items of work or clearly defined portions thereof, Responsibility means actually performing, managing, and supervising the work with its own forces. The DBEjoint venture partner must share in the capital contribution, control, management, risks and profits of the joint venture commensurate with its ownership interest. E. A DBE must perform a commercially useful function pursuant to 49 CFR 26.55, that is, a DBE firm must be responsible for the execution of a distinct element of the work and must carry out-its responsibility by actually performing, managing and supervising the work. F. The proposer shall list only one subconsultant for each portion of work as defined in their proposal and all DBE subconsultants should be listed in the bid/cost proposal list of subconsultants. G. A prime consultant who is a certified DBE is eligible to claim all of the work in the Contract toward the DBE participation except that portion of the work to be performed by non -DBE subconsultants. 5. RESOURCES A. The CUCP database includes the certified DBEs from all certifying agencies participating in the CUCP. If you believe a firm is certified that cannot be located on the database, please contact the Caltrans Office of Certification toll free number 1- 866 - 810.6346 for assistance. B. Access the CUCP database from the Department of Transportation, Office of Business and Economic Opportunity Web site at: http: / /www.dot.ca.gov /hq/bep /. 1. Click on the link in the left menu titled Disadvantaged Business EnteMrise; 2. Click on Search for a DBE Firm link; 3. Click onAcce —s to the DBE Ouery Form located on the first line in the center of the page. Searches can be performed by one or more criteria. Follow instructions on the screen. 6. MATERIALS OR SUPPLIES PURCHASED FROM DBES COUNT TOWARDS THE DBE GOAL UNDER THE FOLLOWING CONDITIONS: A. If the materials or supplies are obtained from a DBE manufacturer, count 100 percent of the cost of the materials or supplies. A DBE manufacturer is a firm that operates or maintains a factory, or establishment that produces on the premises the materials, supplies, articles, or equipment required under the Contract and of the general character described by the specifications. B. If the materials or supplies purchased from a DBE regular dealer, count 60 percent of the cost of the materials or supplies. A DBE regular dealer is a firm that owns, operates or maintains a store, warehouse, or other establishment in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the Contract are bought, kept in stock, and regularly sold or leased to the public in the usual course of business. To be a DBE regular dealer, the firm must be an established, regular business that engages, as its principal business and under its own name, in the Page 2 of 3 LPP 13 -01 May S, 2013 25L -58 Local Assistance Procedures Manual EXABIr 10 -I Notice to Proposers DBE Information purchase and sale or lease of the products in question. A person maybe a DBE regular dealer in such bulk items as petroleum products, steel, cement, gravel, stone or asphalt without owning, operating or maintaining a place of business provided in this section. C. If the person both owns and operates distribution equipment for the products, any supplementing of regular dealers' own distribution equipment shall he, by a long -term lease agreement and not an ad hoc or Agreement -by- Agreement basis. Packagers, brokers, manufacturers' representatives, or other persons who arrange or expedite transactions are not DBE regular dealers within the meaning of this section. D. Materials or supplies purchased from a DBE, which is neither a manufacturer nor a regular dealer, will be limited to the entire amount of fees or commissions charged for assistance in the procurement of the materials and supplies, or fees or transportation charges for the delivery of materials or supplies required on the job site, provided the fees are reasonable and not excessive as compared with fees charged for similar services. LPP 13 -01 25L -59 Page 3 of 3 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System EXHIBIT 10 -K CONSULTANT CERTIFICATION OF CONTRACT COSTS AND FINANCIAL - 'MANAGEMENT SYSTEM (Note: If requesting to utilize the Safe Harbor Indirect Cost Rate submit Attachment I of ))EA-0E 13 -07- Safe Harbor Indirect Cost Rate far Consultant! Contracts found athttp.11w n. dot ca. govlhq /LoealProgram&DLA OBIDLA OB. htmin lien ofthisform.) Certification of Final Indirect Costs: Consultant Firm Name: / Z> G A-tt D 4A(j ki 51 as Indirect Cost Rate: " for Fiscal period (mm /dd /yyyy to mm/dd /yyyy) *Fiscal period covered for Indirect Cost Rate developed (not the contract period). Local Government: et , y � r jXA/ j A 4 N/} Contract Number: A ProjectNumber: GW eAG&&AwAol- Vici!-;j I, the undersigned, certify that I have reviewed the proposal to establish final indirect cost rates for the fiscal period as specified above and to the best of my knowledge and belief: 1. All costs included in this proposal to establish final Indirect Cost Rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of Title 48, Code of Federal Regulations (CFR), Part 31. 2. This proposal does not include any costs which are expressly unallowable under the cost principles of the FAR of 48 CFR, Part 31. All known material transactions or events that have occurred affecting the firm's ownership, organization, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above. Certification of Financial Management System: 1, the undersigned, certify to the best of my knowledge and belief that our Financial Management System m @ets the standards for financial reporting, accounting records, internal and budget control as set forth in the FAR of Title 49, CFR, Part 18.20 to the extent applicable to Consultant. Certification ofDollarAmount for all A &E Contracts: 1, the undersigned certify that the approximate dollar amount of all A &E contracts awarded by Caltrans or a California loc gency to this firm within the last three (3) calendar years for all State DOT and Local Agencies is $ and the number of states in which the firm does business is Certification of Direct Costs: I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are reasonable, allowable and allocable to the contract in accordance with the cost principles of the FAR of Title 48, CFR, Part 31. Allowable direct costs to a Government contract shall be: LPP 15 -01 25L -60 Page 1 oft January 14, 2015 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System 1, Compliant with Generally Accepted Accounting Principles (GAAP) and standards promulgated by the Cost Accounting Standards Board (when applicable), 2. Compliant with the terms of the contract and is incurred specifically for the contract. 3, Not prohibited by 23 CFR, Chapter 1, Part 172 — Administration of Engineering and Design Related Service Contracts to the extent requirements are applicable to Consultant, All costs must be applied consistently and fairly to all contracts, All documentation of compliance must be retained in the project files. Subconsultants (if applicable) Proposed Contract Amount (or amount not to exceed if on -call contract): Prime Consultants (if applicable) D d Proposed Total Contract Amount (or amount not to exceed if on -call contract): $ z 0 00 Prime, list all Subconsultants and proposed subcontract dollar amounts (attach additional page if necessary): —T Consultant Certifying (Print Name and Title): Name: � �o TT flt L. t p 6 fir / r_') t �G .✓/ ^7 r� r Title: e , /c,i / /),-� Consultant Certification Signature * *: Data of Certification(mnVdd/yyyy): -J—V yr.51- /E'f Consultant Contact Information: Email: 5'ez - 62 G r 0`At -A Q,11 C . G'o . q Phone number: A-0 X 33 °8 FYI * *An individual executive or financial officer of the consultant's organization at a level no lower than a Vice President or Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the Indirect Cost Rate proposal submitted in conjunction with the contract. Note: Per 23 U.S.C. 112(b)(2)(B), Subconsultants more comply svah the FAR Cost Principles contained in 48 UP Part 31. 13 CFR Part 172.3 Definitions state: Consultant means the individual orjtrmproviding engineering and design related services as aparry to the contract Therefore, subconsultants as parties ofa contract must complete a certificatton and send originals to A&1 and keep copies in Local Agency Project Files. Distribution 1) Original to Caltrans Audits and Investigations 2) Retained in Local Agency Project Files LPP 15 -01 25L -61 Page 2 of 2 January 14,2015 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment EXIIIBIT 10 -01 CONSULTANT PROPOSAL DBE COMMITMENT (Inclusive of all DBEs listed at bid proposal. Refer to instructions on the reverse side of this form) 1. Local Agency Name: t71 dr 0&f-t—IA 604A — t/-7• 4JbL(L iWPXf -� 2. Project Location: ' —�t OM —. 3. Project Description: 4. Consultant Name: �tJ7l7r}(Gf� r!] 5. Contract DBE Goal %: 6. Description ofScrvices to be Provided 1 7. 16. Local Agency Contract Number: 17, Pederal•sid Project Number; 18. Proposed Contract Execution Date: Local Agency certifies that all DBE certifications are valid and the information on this form is complete and accurate: 19. Laca1 Agency Representative Name (Print' 20. Loral Agency Representative Signature 21, Date 22. Local Agency Representative Titla 23. (Area Cade) Tel No Distribution: (1) Original — Consultant submits to local agency with proposal (2) Copy —Local Agency files LPP 13 -01 25L -62 8, DBE Celt. y%S ir 13 repurer's Title 7fK 4s !4 — ?f 14. Date 15.(Alm Code) Tel. No. rage 1 of 2 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment INSTRUCTIONS - CONSULTANT PROPOSAL DBE COMMITMENT Consultant Section The Consultant shall: 1. Local Agency Name -Enter the name of the local or regional agency that is funding the contract. 2. Project Location -Enter the Project location as it appears on the project advertisement. 3. Project Description -Enter the project description as it appears on the project advertisement (Bridge Rehab, Seismic Rehab, Overlay, Widening, etc.). 4. Consultant Name -Enter the consultant's firm name. S. Contract DBE Goal %- Enter the contract DBE goal percentage, as it was reported on the Exhibit 104 Notice to Proposers DBE Information form. See LAPM Chapter 10. 6. Description of Services to he Provided - Enter item of work description of services to be provided. Indicate all work to be performed by DBEs including work performed by the prime consultant's own forces, if the prime is a DBE. If 100% of the item is not to be performed or furnished by the DBE, describe the exact portion to be performed or furnished by the DBE. See LAPM Chapter 9 to determine how to count the participation of DBE firms. 7, DBE Firm Contact Information - Enter the name and telephone number of all DBE subcontracted consultants. Also, enter the Prime consultant's name and telephone number, if the prime is a DBE. 8. DBE Cart. Number -Enter the DBEs Certification Identification Number. All DBEs must be certified on the date bids ere opened, (DBE subcontracted consultants should notify the prime consultant in writing with the date of the decertification if their status should change during the course of the contract.) 9. DBE % - Percent participation of work to be performed or service provided by a DBE. Include the prime consultant if the prime is a DBE. See LAPM Chapter 9 for how to count frill /partial participation. 10. Total % Claimed — Enter the total DBE participation claimed. If the Total % Claimed is less than item °6. Contract DBE Goal ", an adequately documented Good Faith Effort (GFE) is required (see Exhibit 15 -H DBE Information - Good Faith Efforts of the LAPM). 11. Preparer's Signature —The person completing this section of the form for the consultant's firm must sign their name. 12. Preparer's Name (Print) — Clearly enter the time of the person signing this section of the form for the consultant 13. Preparer's Title -Enter the posidon/title of the person signing this section of the form for the consultant. 14. Date - Enter the date this section of the form is signed by the preparer. 15. (Area Code) Tel. No. - Enter the area code and telephone number of the person signing this section of the form for the consultant, Local Azenev Section: The Local Agency representative shall: 16. Local Agency Contract Number- Enter the Local Agency Contract Number, 17. Federal -Aid Project Number - Enter the Federal -Aid Project Number. 18. Contract Execution Date - Enter date the contract was executed and Notice to Proceed issued. See LAPM Chapter 10, page 23. 19. Local Agency Representative Name (Print) - Clearly enter the name of the person completing this section. 20. Local Agency Representative Signature -The person completing this section of the form for the Local Agency must sign their name to certify that the information in this and the Consultant Section of this form is complete and accurate. 21. Dote - Enter the date the Local Agency Representative signs the form. 22. Local Agency Representative Title -Enter the posttionititle of the person signing this section of the form. 23. (Area Code) Tel. No. - Enter the area code and telephone number of the Local Agency representative signing this section of the form. LPP 13 -01 25L -63 Page 2 of 2 May 8, 2013 25L -64 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5th day of August, 2015 by and between Desmond, Marcello and Amster, LLC, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Furniture, Fixtures and Equipment Appraisal Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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 those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 3 25L -65 4. 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 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. 5. 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. 6. 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. 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. 25L -66 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) Consultant shall supply City with a fully executed additional insured endorsement. f 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. 7. INDEMNIFICATION Consultant agrees to 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 contractors, 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 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. 25L -67 8. 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' 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. 9. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -68 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Desmond, Marcello, & Amster, LLC Madeleine Mamaux, Partner 6060 Center Drive, Suite 825 Los Angeles, CA 90045 mmamauxna,dmavalue. com 310 - 216 -1400 (Office) 310 - 216 -0800 (Fax) Jose Sandoval Assistant 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 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -69 14. 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. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -70 19. NUSCELLANECIUS PROVISIONS a, Additional provisions, if any are identified as Additional provisions, Exhibit D, attached hereto and incorporated into this Agreement by reference. b. 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 riot, in fact, held by the signatory or is withdrawn, 4 All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF the parties hereto have executed this Agreement the date and year first above written. ATTEST- Maria I7, Huizar Clerk of the Council APPRO VED AS TO rORM, SONIA R. CARVAUIO City Attorr�te By° Jos 4 oval Assls airtC'ityAttorney RECOMMENDED FOR APPROVAL,: Fred Mousavipour Executive Director Public Works Agency !CITY OF SANTA ANA David Cavazos City Manager CONSULTANT; Desmond, Marcella, & Amster,'LLC Madeleine Mamaux„ Partner Tax ID #26. 0362647 25L -71 EXHIBIT A SCOPE OF SERVICES 25L -72 RESPONSE TO REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 SCOPE OF SERVICES: FURNITURE, FIXTURES AND EQUIPMENT APPRAISAL SERVICES PREPARED FOR THE CITY OF SANTA ANA PUBLIC WORKS AGENCY DESMOND, MARCELLO &AMSTER 6060 Center Drive, Suite 825 1 Sansome Street, Suite 3500 Los Angeles, California 90045 San Francisco, California 94104 Tel. (310) 216 -1400 Tel. (415) 439 -8390 Fax (310) 216 -0800 Fax (415) 449 -3643 Toll Free No. (888) 240 -5184 www.dmavalue.com 25L -73 June 9, 2015 City of Santa Ana Attn: Kenny Nguyen Public Works Agency 20 Civic Center Plaza 3rd Floor Reception, Ross Annex Santa Ana, CA 92701 Desmond, Marcello £a Amster, LLC Valuation and Litigation Consultants 6060 Center Drive, Suite 825 Los Angeles, CA 90045 Tel: (310) 216 -1400 Fax: (310) 216-0800 Toll Free: (888) 240 -5184 1 Sanaome Street, Suite 3500 San Francisco, CA 94104 Tel: (415) 439 -8390 Fix: (415) 449-3643 w ..dmavalue.com Re: Request for Proposals for On -Call Right of Way Specialty Services RFP No. 15 -044 Specialty Area — Furniture, Fixtures and Equipment Appraisal Services (A2) Dear Mr. Nguyen: Enclosed please find Desmond, Marcello & Amster's (DM&A) proposal to provide appraisal services in the area of Furniture, Fixtures and Equipment for the City of Santa Ana Public Works Agency (the "City "). We have enjoyed working for the City on recent projects, and would very much welcome the opportunity to provide furniture, fixtures and equipment appraisal services for upcoming assignments. By submitting this proposal, DM &A acknowledges our thorough examination and acceptance of the Terms and Conditions of this RFP as described in Section II. The undersigned is designated as the point of contact as described in Section III, Part B. Marcus Pigrom will be the Project Manager for fixtures and equipment appraisal activities. Thank you for your consideration of DM&A. We hope to have the opportunity to continue to work with the City on the important projects to come. Very truly yours, DES D, MARCEL AMSTER Madeleine Mamaux, CFA, ASA Partner MM /dkp 25L -74 1) STATEMENT OF QUALIFICATIONS B. Agreement Statement Desmond, Marcello & Amster concurs with the provisions in the sample agreement in Attachment 2 of the Appendix of this RFP. C. Understanding of Need Budgetary Estimates Budgetary estimates are used by public agencies in planning and preparing a project budget. Upon request, DM &A can prepare estimates of fixtures and equipment values based upon "drive by" site inspections of the subject businesses, limited market research, and any publicly available data. The estimates also take into consideration DM &A's experience in preparing fixtures and equipment appraisals of comparable businesses, as well as knowledge of relevant statutes and case laws, negotiated settlements, and jury awards in eminent domain proceedings. Results will be presented in a spreadsheet of estimates and a summary report. The tasks necessary to complete budgetary estimates include coordination with the City and /or the City's representatives to ascertain the location and number of businesses for which estimates are needed. DM &A's appraisers will visit the business locations and do research via public sources to gain any available understanding of the nature and scope of each business' operations. Care is taken such that the confidentiality of DM &A's objective is strictly maintained during this phase. Quality control is maintained via DM&A's review process as described below. We will then refer to various in -house documentation and the public sources to estimate the values of the likely items utilized by each business. Finally, we prepare a spreadsheet breaking out improvements pertaining to the realty and movable equipment estimates by business and address. Fixtures and Equipment Appraisals DM &A will provide a fully contained appraisal report, in triplicate and a digital file, of the improvements pertaining to the realty and major movable equipment of each business appraised. The report will include an estimate of the fair market value in place and liquidation value of all appropriate items and will be prepared in conformance with Article 3 of the California Code of Civil Procedure, Sections 1263.205 and 1263.210. (Compensation for losses in connection with movable personal property is included in the California Code of Regulations, Title 25, Sections 6090 and 6092.) Appraisal procedures will be guided by USPAP. The improvements pertaining to the realty and major movable equipment for businesses that occupy multiple properties will be clearly delineated by property address. In preparing each comprehensive appraisal, DM &A will: inspect the business' facility; prepare an inventory of the improvements pertaining to the realty and major movable equipment; coordinate appraisal activities with the real estate appraiser to avoid duplication of compensation; interview the business' owner /manager regarding the business' history, operations, and tangible assets owned; and utilize generally accepted valuation methodology to determine the fair market value in place in liquidation value of the appropriate items owned by the businesses. 25L -75 Our approach to the appraisal process is thorough, collaborative, and professional. Our appraisers recognize the importance of a detailed approach to any assignment, and are cognizant of our role as representing our clients. Our professionals have extensive experience interviewing business owners, and make efforts to address their concerns and needs in these meetings. DM &A has bilingual professionals to interface with Spanish- speaking business owners. We work closely with agency staff and their attorneys in order to keep all parties apprised of the status of our appraisal projects Our collaborative business approach allows DM &A to have a level of quality control and responsiveness that is unique in our market. DM &A's appraisal review process is thorough and involves oversight by firm partners. Budgets and schedules are closely monitored, and appropriate management controls have been implemented to maximize employee productivity. DM &A's delivery record of projects on time and within budget is evidence of the firm's superior quality control. DM &A's work will encompass steps including, but not limited to, the following • Communications with City management to ascertain the scope of the assignment. • Coordination with relocation agents, acquisition agents and attorneys. • Scheduling a site inspection convenient to the business' owners and management; • Preparing a complete inventory of the assets at the subject business location. This inventory includes a description of the assets as well as observation of their age, condition, and method of installation, if any; • Review of any documentation pertaining to the assets provided by the business owner and/or manager, such as invoices, depreciation schedules, and construction; • Interviewing business owners and /or managers; • Researching the marketplace for each of the assets identified on -site. Such research includes reference to a variety of publications as well as discussions with individuals knowledgeable about the market for the assets; • Coordinating with other appraisers to avoid duplication of compensation; • Applying valuation methods including the Market Approach and Cost Approach to the subject assets; • Preparing the appraisal report for submission; and • Report review — A member of the firm's professional staff will perform a secondary review of all Fixture and Equipment appraisal reports. Suggestions / Special Concerns DM &A has not identified any special issues at this time. To the extent that DM &A finds any avenues to enhance efficiency, quality and /or responsiveness, we will pass along such ideas to the City during the course of the Project. 25L -76 F. References Orange County Transportation Authority Tina Krause Orange County Transportation Authority 550 South Main Street, P.O. Box 14184 Orange, CA 92863 Office: (714) 560 -6282 Email: tkrause @octa.net Los Angeles County Metropolitan Transportation Authority Michael Daniels, MAI Senior Real Estate Officer Los Angeles County Metropolitan Transportation Authority One Gateway Plaza MS 99 -18-4 Los Angeles, CA 90012 Office (213) 922 -3584 Email danielsm @metro.net California Department of Transportation Mr. Erick Solares Attorney at Law California Department of Transportation 100 South Main Street, Suite 1300 Los Angeles, CA 90012 Office (213) 687 -6000 E -mail: erick.solaresp_dot.ca.gov G. Fees DM &A is committed to providing top level service and work product at a competitive pricing level. DM &A's billing rates are all- inclusive and we will not submit claims for reimbursement of mileage, overtime, travel costs or ordinary costs incurred in the appraisal process. Not -to- exceed fees can be provided for many fixture and equipment appraisal assignments once the details of the project and the businesses are known. Our standard hourly fee schedule is located in the Fee Proposal, submitted under separate cover. 2. SCOPE OF SERVICES & SCHEDULE Scope of Services DM &A's work will encompass steps including, but not limited to, the following: • Communications with City management to ascertain the scope of the assignment. • Coordination with relocation agents, acquisition agents and attorneys. • Scheduling a site inspection convenient to the business' owners and management; 25L -77 • Preparing a complete inventory of the assets at the subject business location. This inventory includes a description of the assets as well as observation of their age, condition, and method of installation, if any; • Review of any documentation pertaining to the assets provided by the business owner and /or manager, such as invoices, depreciation schedules, and construction; • Interviewing business owners and /or managers; • Researching the marketplace for each of the assets identified on -site. Such research includes reference to a variety of publications as well as discussions with individuals knowledgeable about the market for the assets; • Coordinating with other appraisers to avoid duplication of compensation; • Applying valuation methods including the Market Approach and Cost Approach to the subject assets; • Preparing the appraisal report for submission; and • Report review —A member of the Goodwill Department will perform a secondary review of all Fixture and Equipment appraisal reports. Timeline Budgetary estimates can generally be completed within 20 to 30 days. The schedule for completion of a fixtures and equipment appraisal can vary widely depending upon the complexity of the business appraised and the degree of cooperation from the business' ownership. It is our experience that, assuming full and timely cooperation from all parties, an appraisal can be completed within 30 to 45 days of a client's authorization to proceed. DM$A actively communicates project status with clients via email, conference calls, or any other means preferred by the client. To the extent any data or information necessary for an appraisal is not forthcoming, we will notify City officials in a timely manner such that steps can be taken to obtain the necessary data. 25L -78 EXHIBIT B FEE PROPOSAL 25L -79 c N a a• w c v X LL N b b 0 d N O V N \ m b w m t E b v cL C a O E ❑ c v 3 O (aj w 25L -80 w0- p c z z z z z m b m = U v} �i O O o U G bZ v 0 4 O Q m ui h Q Q �n h vi N •5 t QJ m L 9 ca m m a w a 0 o 0 N 0 N o N 0 o N 0 a N a L a � u•1 v1 � �'1 vl o o O o 4 W LL v \ z \ z z z z z z o 41 bb bb N ` m y Z Z z Z Z `3 O O O O O S LM H ti Z Z O c a o 0 O ? .� a�i •� a �. "uc m a. •o c na ra � a E Z ce-" N Q V1 2`- Off. Y N❑ 25L -80 Y C N E a tr' w c N N 3 X LL N N O Q O L O. �i O U N N r Ol 1 N Y f0 L ui i+ N E a 0 m U 1. c(0 C C O E v � o .. Y c � � N c � U N c _p U'N 25L -81 Rate Schedule Desmond, Marcello & Amster Fixtures and Equipment Appraisal Services Title Staff Member Standard Rate Depo /Court Appearance Rate FIXTURES AND EQUIPMENT Senior Manager Marcus Pigrom $175 $250 Appraiser Enno Palm -Leis 150 N/A Appraiser Cory Wiles 100 N/A BUSINESS GOODWILL Senior Partner Aaron Amster $325 $450 Partner Madeleine Mamaux 295 400 Manager Kevin Blair 175 250 Financial Analyst Zachary Doran 125 N/A 25L -82 DESMOND, MARCELLO &AMTER, LLC FEE PROPOSAL — FIXTURES AND EQUIPMENT Pricing Detail — Fixtures and Equipment Appraisal DM&A does not analyze individual work tasks separately for proposal pricing. The bulk of the time spent typically involves inventorying relevant items and valuation research. The amount of time spent on review also varies by assignment. DM&A's services are very business /tenant specific. Meaningful fee estimates cannot be given without knowing the types of businesses for which our services may be needed. Therefore we have provided business type information in the average cost estimates below and assumed "typical" situations. Summary Report Average Cost Business Type'* Typical Hours Required Estimate Small Retail & Services 16 $2,000 - $3,000 Restaurants /Bars 25 $3,500 - $5,500 Independent Wholesale/Manufacturing 40 $5,000 - $7,D00 Gasoline Stations (may include convenience stores, 36 $4,000 - $6,000 auto repair, and car wash isr is nor au mciusive ofpossinle pusiness types. DM&A will not submit claims for reimbursement of mileage, overtime, travel costs or ordinary costs incurred in the appraisal process. However, reimbursable expenses may be incurred during litigation, and may include preparation of trial exhibits. 25L -83 EXHIBIT C CERTIFICATIONS 25L -84 APPENDIX ATTACHMENT 3 -1: NON - COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES REP NO.: 15 -044 NON- COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof sh I also constitute signature of this Non - collusion Affidavit. BIDDERS are cautioned that making a false , n certific�ji may subject the _gpAifgr to criminal prosecution. Signed State of California y / County of 4 Y l p l P_ Subscribed and sworn to (or affirmed) before me on this / day of Z J2 20/5 by /qa.'Lt' proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. Omyoomm. DEBRA k PROTHO f 1 G, �, _ _ . C ®M9M. #2DZ4032 ` / �w��- yin' Notary P #2�Cal403 LOS ANGELES COUNTY Notary Public Signature Notary Public Seal Ex . JUNE7,2017 City of Santa Ana RFP 15 -044 Page 28 25L -85 APPENDIX ATTACHMENT 3 -2: NON - LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: I. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities ". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Desmond, Marcello & Amster, LLC Firm Signed and Printed Name: Madeleine Mamaux Title Partner Date 6/9/2015 City of Santa Ana RFP 15 -044 Page 29 25L -86 APPENDIX ATTACHMENT 3 -3. NON - DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL .RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultrant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he /she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his /her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non - compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies involved as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (I) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 1 1246 of City of Santa Ana RFP 15 -044 Page 30 25L -87 September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. S. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject to all the penalties imposed for a violate f the Chapter. Signed: Title: Partner Firm: Desmond, Marcello & Amster 5/9/2015 Date: City of Santa Ana RFP 15 -044 Page 31 W71WOTOO, EXHIBIT D ADDITIONAL PROVISIONS 25L -89 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment EXI -IIBIT 10 -01 CONSULTANT PROPOSAL DBE COMMITMENT (Inclusive of all DBEs listed at bid proposal. Refer to instructions on the reverse side of this form) 4a- 1 uih(1.C_ (Odrks A jegcet 1. Local Agency Name: � d f+�4rlv`CzL 2. Project Location: � � \ ( r J it 3. Project Description: (\ -t 4. Consultant Name: \�.e C>Aff�� 5. Contract DBE Goal %: _q_— DBE Commitment Information 6. Description of Services to be Provided 7. DBE Firm Contact Infomotion 8. DBE Ccrt, Number 9. DBE °c'a nom° ;F mvm 1efi f o sli0g>w r._ -..',„ — EaVda ? ' :."' . _ - 16. Local Agency Contract Number. D.Fedeml -aid Project Number: 18. Proposed Contract Execution Date: Local Agency certifies that all DBE certifications are valid and the information on this form is complete and accurate: jPmparc,"s N\ Gc `•' Mix U6 0.0 �f 1 ��f k'' 12. Preparer's Name (Print) fb_i—! . e (— 19. Lacol Agency Representative Name (Print) 20.Local Agency Representative Signature 2t. Date 13. Pmparer's Title /No. 14. Dat '15. (Area Code) Tel . 22. Local Agency Representative Title 23. (Area Cade) Tel. No Distribution: (1) Original - Consultant submits to local agency with proposal (2) Copy -Local Agency files LPP 13 -01 25L -90 Page 1 of 2 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment INSTRUCTIONS - CONSULTANT PROPOSAL DBE COMMITMENT Consultant Section The Consultant shall. 1. Local Agency Name —Enter the name of the local or regional agency that is funding the contract. 2. Project Location - Enter the project location as it appears on the project advertisement. 3. Project Description - Enter the project description as it appears on the project advertisement (Bridge Rehab, Seismic Rehab, Overlay, Widening, etc.). 4. Consultant Name- Enter the consultant's firm name. 5. Contract DBE Goal %- Enter the contract DBE goal percentage, as it was reported on the Exhibit 10 -1 Notice to Proposers DBE Igformation form. See LAPM Chapter 10. 6. Description of Services to be Provided - Enter item of work description of services to be provided. Indicate all work to be performed by DBEs including work performed by the prime consultant's own forces, if the prime is a DBE. If 100% of the item is not to be performed or furnished by the DBE, describe the exact portion to be performed or furnished by the DBE. See LAPM Chapter 9 to determine how to count the participation of DBE firms. 7. DBE Firm Contact Information - Enter the name and telephone number of all DBE subcontracted consultants. Also, enter the prime consultant's name and telephone number, if die prime is a DBE. 8. DBE Cert. Number- Enter the DBEs Certification Identification Number. All DBEs must be certified on the dale bids are opened. (DBE subcontracted consultants should notify the prime consultant in writing with the date of the decertification if their status should change during the course of the contract.) 9. DBE %- Percent participation of work to be performed or service provided by a DBE. Include the prime consultant if the prime is a DBE. See LAPM Chapter 9 for how to count full /partial participation. 10. Total % Claimed —Enter die total DBE participation claimed. If the Total %Claimed is less than item "6. Contract DBE Goal ", an adequately documented Good Faith Effort (GTE) is required (see Exhibit 15 -11 DBE Information - Good Faith Efforts of the LAPM). 11. Preparers Signature — The person completing this section of the form for the consultant's firm must sign their name. 12. Preparer's Name (Print) — Clearly enter the name of the person signing this section of the form for the consultant. 13. Preparer's Title - Enter the position/title of the person signing this section of the form for the consultant. 14. Date - Enter the date this section of the form is signed by the preparer. 15. (Area Code) Tel. No. - Enter the area code and telephone number of the person signing this section of the form for the consultant. Local Agency Section: The Local Agency representative shall: 16. Local Agency Contract Number- Enter the Local Agency ContractNumber. 17. Federal -Aid Project Number- Enter the Federal -Aid Project Number. 18. Contract Execution Date - Enter date the contract was executed and Notice to Proceed issued. See LAPM Chapter 10, page 23. 19. Local Agency Representative Name (Print) - Clearly enter the name of the person completing this section. 20. Local Agency Representative Signature - The person completing this section of the form for the Local Agency must sign their name to certify that the information in this and the Consultant Section of this form is complete and accurate. 21. Date - Enter the date the Local Agency Representative signs the form. 22. Local Agency Representative Title - Enter the position /title of the person signing this section of the form. 23. (Area Code) Tel. No. - Enter the area code and telephone number of the Local Agency representative signing this section of the form. LPP 13 -01 25L -91 Page 2 of 2 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System EXHIBIT 10 -K CONSULTANT CERTIFICATION OF CONTRACT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note: If requesting to utilize the Safe Harbor Indirect Cost Rate submit Attachment 1 of DLA -OB 13 -07- Safe Harbor Indirect Cost Rate for Consultant Contracts found at http: / /www.clot.ca. goy1 hq1 Loea1Programs /DLA_OBIDLA_OB.htm in lieu of this form.) Certification of Final Indirect Costs: / p Consultant Firm Name: D `o -'� � /� o ko V l L G -Ce Indirect Cost Rate: D * for fiscal period _ CA-i� (mm /dd/yyyy to mm/dd /yyyy) `l7gA`� ASS b,llbti� r-Cu4Zi /f v�. 4r aQ' 5'c PJiec01as2 c(Uo — Se ou iPe �ca ~� alesser� *Fiscal period covered for Indirect Cos4Rate developed jnot the contract period). c�)�r- �,^��, j „ a l,C C„^tyM1, -u &04 Local Government: S OJVIAA ,444 k Pin -i tl C.. U)0-arL r; A clrktttJ Contract Number: Project Number: iZ P tio, I, the undersigned, certify that I have reviewed the proposal to establish final indirect cost rates for the fiscal period as specified above and to the best of my knowledge and belief: 1. All costs included in this proposal to establish final Indirect Cost Rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of Title 48, Code of Federal Regulations (CFR), Part 31. 2. This proposal does not include any costs which are expressly unallowable under the cost principles of the FAR of 48 CFA, Part 31. All ]mown material transactions or events that have occurred affecting the firm's ownership, organization, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above. Certification of Financial Management System: I, the undersigned, certify to the best of my knowledge and belief that our Financial Management System meets the standards for financial reporting, accounting records, internal and budget control as set forth in the FAR of Title 49, CFR, Part 18.20 to the extent applicable to Consultant. Certification of Dollar Amount for all A &E Contracts: e G. -d'2. ca-(b PN` tzV-cS��c,VkU -e! 45 ©d'" ev�y�ltf"- t'd•.�' 1, the undersigned, certify that the approximate dollar amount of al (A& c ntracts awarded by Caltrans or a California local agency to this firm within the last three (3) calendar Cars for all State DOT and Local Agencies is $ -�-si- and the number of states in which the firm does business is f Certification of Direct Costs: I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are reasonable, allowable and allocable to the contract in accordance with the cost principles of the FAR of Title 48, CFR, Part 31. Allowable direct costs to a Government contract shall be: LPP 15 -01 25L -92 Page 1 o£2 January 14, 2015 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System 1. Compliant with Generally Accepted Accounting Principles (GAA1P) and standards promulgated by the Cost Accounting Standards Board (when applicable), @'�- 2. Compliant with the terms of the contract and is incurred specifically for the contract. 3. Not prohibited by 23 CFR, Chapter 1, Part 172 — Administration of Engineering and Design Related Service Contracts to the extent requirements are applicable to Consultant. All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files. Subconsultants (if applicable) Proposed Contract Amount (or amount not to exceed if on -call contract): $ Prime Consultants (if applicable) Proposed Total Contract Amount (or amount not to exceed if on -call contract): $ Prime, list all Subconsultants and proposed subcontract dollar amounts (attach additional page if necessary): $ $ Consultant Certifying (Print Name and Title): Name:_ �kC4t? (eLNP N\ cq,iw,e,ujc Title: Consultant Certification Signature * *: Date of Certification (mm/dd /yyyy): Consultant Contact Information: Email: NNK CL&\CLCI Phone number: b /a6 /,x)(5, 6\aVck((Le, C-01A 00 * *An individual executive or financial officer of the consultant's organization at a level no lower than a Vice President or Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the Indirect Cost Rate proposal submitted in conjunction with the contract. Note: Per 23 U.S.C. 112(b)(2)(B), Subconsultants must coniply with the FAR Cost Principles contained in 48 CFR, Part 31. 23 CFR Part 172.3 Definitions stare: Consultant means the individual or firm providing engineering and design related services as a party to the contract Therefore, suhconsultants as parties ofa contract nmst complete a certification and send originals to A &1 and keep copies in Local Agency Project Files. Distribution: 1) Original to Caltra s Audits and Investigations 2) Retained in Local Agency Project Files UP 15.01 25L -93 Page 2 of 2 January 14, 2015 Local Assistance Procedures Manual EXHBIT 10 -1 Notice to Proposers DBE Information EXHIBIT 10 -I NOTICE TO PROPOSERS DBE INFORMATION The Agency has established a DBE goal for this Contract of OR The Agency has not established a goal for this Contract. However, proposers are encouraged to obtain DBE participation for this contract. 1. TERMS AS USED IN THIS DOCUMENT • The term "Disadvantaged Business Enterprise" or "DBE" means a for - profit small business concern owned and controlled by a socially and economically disadvantaged person(s) as defined in Title 49, Code of Federal Regulations (CFR), Part 26.5. • The term "Agreement" also means "Contract." • Agency also means the local entity entering into this contract with the Contractor or Consultant. • The term "Small Business" or "SB" is as defined in 49 CFR 26.65. 2, AUTHORITY AND RESPONSIBILITY A. DBEs and other small businesses are strongly encouraged to participate in the performance of Contracts financed in whole or in part with federal funds (See 49 CFR 26, "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs "). The Consultant must ensure that DBEs and other small businesses have the opportunity to participate in the performance of the work that is the subject of this solicitation and should take all necessary and reasonable steps for this assurance. The proposer must not discriminate on the basis of race, color, national origin, or sex in the award and performance of subcontracts. B. Proposers are encouraged to use services offered by financial institutions owned and controlled by DBEs. 3. SUBMISSION OF DBE INFORMATION If there is a DBE goal on the contract, Exhibit 10 -01 Consultant Proposal DBE Commitment must be included in the Request for Proposal. In order for a proposer to be considered responsible and responsive, the proposer must make good faith efforts to meet the goal established for the contract. If the goal is not met, the proposer must document adequate good faith efforts. All DBE participation will be counted towards the contract goal; therefore, all DBE participation shall be collected and reported. Exhibit 10 -02 Consultant Contract DBEInformation must be included with the Request for Proposal. Even if no DBE participation will be reported, the successful proposer must execute and return the form. 4. DBE PARTICIPATION GENERAL INFORMATION It is the proposer's responsibility to be fully informed regarding the requirements of 49 CFR, Part 26, and the Department's DBE program developed pursuant to the regulations. Particular attention is directed to the following; A. A DBE must be a small business firm defined pursuant to 13 CFR 121 and be certified through the California Unified Certification Program (CUCP). LPP 13 -01 25L -94 Page 1 of s May 8, 2013 Local Assistance Procedures Manual E%HBIT 10 -1 Notice to Proposers DBE Information B. A certified DBE may participate as a prime consultant, subconsultant, joint venture partner, as a vendor of material or supplies, or as a trucking company. C. A DBE proposer not proposing as ajoint venture with a non -DBE, will be required to document one or a combination of the following: 1. The proposer is a DBE and will meet the goal by performing work with its own forces. 2. The proposer will meet the goal through work performed by DBE subconsultants, suppliers or trucking companies. 3. The proposer, prior to proposing, made adequate good faith efforts to meet the goal. D. A DBEjoint venture partner must be responsible for specific contract items of work or clearly defined portions thereof. Responsibility means actually performing, managing, and supervising the work with its own forces. The DBE joint venture partner must share in the capital contribution, control, management, risks and profits of the joint venture commensurate with its ownership interest. E. A DBE must perform a commercially useful function pursuant to 49 CFR 26.55, that is, a DBE firm must be responsible for the execution of a distinct element of the work and most carry out its responsibility by actually performing, managing and supervising the work. F. The proposer shall list only one subconsultant for each portion of work as defined in their proposal and all DBE subconsultants should be listed in the bid /cost proposal list of subconsultants. G. A prime consultant who is a certified DBE is eligible to claim all of the work in the Contract toward the DBE participation except that portion of the work to be performed by non -DBE subconsultants. 5. RESOURCES A. The CUCP database includes the certified DBEs from all certifying agencies participating in the CUCP. If you believe a firm is certified that cannot be located on the database, please contact the Caltrans Office of Certification toll free number 1 -866- 810 -6346 for assistance. B. Access the CUCP database from the Department of Transportation, Office of Business and Economic Opportunity Web site at: http: / /www.dot.ca.gov /hq /bep /. 1. Click on the link in the left menu titled Disadvantayed Business Enterprise; 2. Click on Search for a DBE Firm link; 3. Click on Access to the DBE Query Form located on the first line in the center of the page. Searches can be performed by one or more criteria. Follow instructions on the screen. 6. MATERIALS OR SUPPLIES PURCHASED FROM DBES COUNT TOWARDS THE DBE GOAL UNDER THE FOLLOWING CONDITIONS: A. If the materials or supplies are obtained from a DBE manufacturer, count 100 percent of the cost of the materials or supplies. A DBE manufacturer is a firm that operates or maintains a factory, or establishment that produces on the premises the materials, supplies, articles, or equipment required under the Contract and of the general character described by the specifications. B. If the materials or supplies purchased from a DBE regular dealer, count 60 percent of the cost of the materials or supplies. A DBE regular dealer is a firm that owns, operates or maintains a store, warehouse, or other establishment in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the Contract are bought, kept in stock, and regularly sold or leased to the public in the usual course of business. To be a DBE regular dealer, the firm must be an established, regular business that engages, as its principal business and under its own name, in the LPP 13 -01 25L -95 Page 2 of 3 May 8, 2013 Local Assistance Procedures Manual EXHBIT 10 -I Notice to Pronosers DBE Information purchase and sale or lease of the products in question. A person may be a DBE regular dealer in such bulk items as petroleum products, steel, cement, gravel, stone or asphalt without owning, operating or maintaining a place of business provided in this section. C. If the person both owns and operates distribution equipment forthe products, any supplementing of regular dealers' own distribution equipment shall be, by a long -term lease agreement and not an ad hoc or Agreement -by- Agreement basis. Packagers, brokers, manufacturers' representatives, or other persons who arrange or expedite transactions are not DBE regular dealers within the meaning of this section. D. Materials or supplies purchased from a DBE, which is neither a manufacturer nor a regular dealer, will be limited to the entire amount of fees or commissions charged for assistance in the procurement of the materials and supplies, or fees or transportation charges for the delivery of materials or supplies required on the job site, provided the fees are reasonable and not excessive as compared with fees charged for similar services. LPP 13 -01 25L -96 Page 3 of 3 May 8, 2013 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5th day of August, 2015 by and between Hjelmstrom and Associates, a sole ownership entity, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Furniture, Fixtures and Equipment Appraisal Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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 those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. 1�Ii(II5T E, 25L -97 4. 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 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. 5. 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. 6. 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. 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. 25L -98 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. 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) Consultant shall supply City with a fully executed additional insured endorsement. f 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. INDEMNIFICATION Consultant agrees to 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 contractors, 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 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. 25L -99 8. 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' 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. 9. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -100 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Hjelmstrom & Associates Steve Hjelmstrom, CEO 25072 Wilkes Place Laguna Hills, CA 92653 hi ehnassoc(a)aol.com 949 - 855 -9665 (Office) Jose Sandoval Assistant 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 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -101 14. 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. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -102 19. MISCELLANEOUS PROVISIONS a. Additional provisions, if any are identified as Additional Provisions, Exhibit D, attached heretic and incorporated into this Agreement by reference. b. 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 Ailly, 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: IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST; Maria D. Hu zar Clerk of tire, Council APPROVED AS TO FORM: SONIA R. CARVALHO City Alt 'y By 'f Jo andoval Asst ant City Attorney RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director` Public Works Agency CITY OIL" SANTA: ANA David Cavazos City Manager CONSULTANT, %ijeltnstrom & Associates Steve Hjelmstrom, Co -Owner Tax ID #33- 0724529 25L -103 EXHIBIT A SCOPE OF SERVICES 25L -104 On-Call Right Of Way Specialty Services City Of ,Santa Ana SUBMITTED TO: City of Santa Ana Public Works Agency Attn: Kenny Nguyen 20 Civic Center Plaza; 3rd Floor Reception, Ross Annex Santa Ana, CA 92701 SUBMITTED BY: F 1JE NfSTRON1 & ASSOCL CES 25072 Wilkes Place Laguna Hills, CA 92653 949.$55,9665 . H'elmAss c aol.com c= y 4, 25L -105 (teal Ysoparty and E quipment Valuation Consulting and Appraisal Services June 5, 2015 Mr. Kenny Nguyen City of Santa Ana Public Works Agency 20 Civic Center Plaza; 3rd Floor Reception, Ross Annex Santa Ana; CA 92701 RE. RFP No. 15- 044 - Appraisal Services for Furniture, Fixtures, and Equipment Clear Mr. Nguyen: Hjeimstrom & Associates is pleased to submit the proposal for the Furniture, Fixtures, and Equipment appraisal services requested in RFP No, 15 -044. 1- jelmstrom & Associates is -a small, family -run, business, and has been performing appraisals as certified appraisers for over 40 years. We have in -house specialists with Machinery & Technical Specialties (MT$) accreditations from the American Society of Appraisers (ASA). Our FFE appraisers are qualified In federal and county courts as of expert witness. Details are provided in the "Firm and Team Experience" section of this proposal, We have completed over a hundred projects for the State, County of Los Angeles, City of Santa Ana, and numerous other municipalities and agencies in Southern California within the last-five (5) years. We believe we are well qualified to perform the services requested, The attached proposal addresses all the requested Information- The appraiser that will be in charge of all projects with your City wilt be Steve Hjelmstrom, MTS Senior Member in the American Society of Appraisers (ASA). Mr. Hjelmstrom is also ASA accredited in Appraisal Review and Management (ARM) and is qualified to perform appraisal reviews. We welcome the opportunity to work with you on future projects. Respectfully submitted, Steve Hielmstrom, NITS -ASA Sr. Member Co- Partner and Chief Executive officer Hjelmstrom &Associates 25072 Wilkes Place, Laguna Hills, GA 92653 Phone: 999 -855 -9665 www,HjelmAssoc.com Email; HjelmAssoc @aol,com 25L -106 City of Santa Ana RFP No. 15 -044 Submitted: June 5, 2015 STEVEN M.HJELMSTROM Accredited Machinery & Technical Specialties Appraiser, ASA MTS Accredited Review Appraiser, ASA ARM -MTS I- IJELMSTROM & ASSOCIATES 25L -107 . ,. of Santa Ana RFP No. 15 -044 Submitted: June 5, 2015 • San Diego Regional Airport Authority, 2014. Contact: Luke Hemmingson - 619.400.2851 Completed FFE appraisals for HVAC equipment owned by a commercial airline that was to be sold to the SDRAA. The HVAC equipment was located on several jetways at the San Diego Airport. Appraised a salt mining company located on the San Diego harbor that was to be sold by the SDRAA to the County of San Diego. • Our company has provided many small HE projects for other agencies and cities such as the City of Garden Grove, Los Angeles Tax assessor's office for Ad Valorem assessment of a large spa manufacturing company, Long Beach Port Authority for the Vincent Thomas bridge retrofit, and the City of San Diego for acquisition purposes to develop all of the downtown parks. As a note, Hjelmstrom & Associates provided all of the FFE appraisals for all of the businesses that were relocated for the development of PETCO Stadium. Fees All projects are bid based on quantity of sites and size of the individual sites to be appraised. 1. Project bids will be a fixed fee, inclusive of all costs. 2. Deposition and trial testimony $350.00 / hour 3. Consulting work performed outside of appraisal $90.00 / hour Scope of Services & Schedule The services provided by Hjelmstrom & Associates budgetary estimates of company FF &E as well as a full narrative FFE appraisal report reflecting values as requested in the individual task orders from the City. The deliverables provided by our company is an appraisal of movable and non - movable assets located within a specified company. The appraisal will reflect the Replacement Cost New, Fair Market Value -In Place, and Salvage /Forced Liquidation values for non - moveable assets. These assets will be separated by ownership, fee owner or tenant. The movable assets will as a minimum contain the Fair Market Value -In Place and the Salvage /Forced Liquidation. These values sometimes will not have Replacement Costs, for many times, the Sales Comparison Approach is often used as the basis, and reflects the desirability, demand, functional and physical depreciation factors. These reports will be delivered as specified by the City's project task order. HJELMSTROM & ASSOCIATES 25L -108 Page 9 of Santa Ana RFP No. 15 -044 Work Phases Submitted: June 5, 2015 Hjelmstrom & Associates has the capacity to provide service for up to five (5) medium- size (i.e. Denny's restaurant) projects at a time within a 30 to 40 day period. We have performed to that level with High Speed Rail Authority. 1. Arrange Notice to Appraise contact 2. Arrange for inspection dates with owners and /or tenants This step is often at the direction of the owner /tenants of the assets to be appraised. This step is often hard to schedule due to the dependence on all parties to be available at the same time. Our company will stay in contact with the city regarding status of this phase. 3. Perform physical inspection [ ---- ] 1 to 2 days 4. Produce draft Improvements to the Realty (IPR) asset list without values, submit to real property appraiser to eliminate duplication [ ---- ] 1 to 2 days 5. Research cost data for improvements and movable items [--- ---------------- ] estimate 2 weeks 6. Analyze depreciation factors and finalize pricing ] estimate 1 week 7. Produce final drafts and submit to City for review [ ---------- ] estimate 1 week 8. Follow up with City and address any outstanding issues; finalize report. Fee Proposal Enclosed in separate envelope per RFP instructions. NOTE. The forms provided do not appear to encompass our service at fixed fee. A best effort to use a form was done in order to comply with mandatory requirement to have attached. HJELMSTROM & ASSOCIATES 25L -109 Page 10 EXHIBIT B FEE PROPOSAL 25L -110 Local Assistance Procedures Manual EXHIBIT 10 -H COST PROPOSAL (FFE APPRAISAL SERVICE) EX IMII 10 -H Consultant _ 1jelmstrom & Associates Contract No. -15 -044 Date June 2015_ 1, Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor Total Hours per Avg 5 Year Subtotal per Cost Cost Proposal Hourly Contract Proposal Rate Duration $200000 2500 $80,00 Year 1 Avg Hourly Rate 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a your by proposed escalation %) Avg Hourly Rate Proposed Escalation Year 1 $80.00 + 2% — $81.60 Year 2 Avg Hourly Rate Year 2 $81.60 + 2% _ $83.23 Year 3 Avg Hourly Rate Year 3 $83.23 + 2% _ $84.90 Year 4 Avg Hourly Rate Year 4 $84.90 + 2% — $86.60 Year 5 Avg Hourly Rate 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Completed Total Hours per Cost Total Hours per Each Year Proposal Year Year 1 20.0% * 2500 = 500 Estimated Hours Year 1 Year 2 40.0% * 2500 = 1000 Estimated Hours Year 2 Year 3 15.0% * 2500 = 375 Estimated. Hours Year 3 Year 4 15.0% * 2500 = 375 Estimated Hours Year 4 Year 5 10.0% * 2500 = 250 Estimated Hours Year 5 Total 100% Total — 2500 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated boars Cast per (calculated above) (calculated above) Year Year 1 $80.00 * 500 = $40,000.00 Estimated Hours Year I Year 2 $81.60 * 1000 = $81,600.00 Estimated Hours Year 2 Year 3 $83.23 TM 375 = $31,211,00 Estimated FIours Year 3 Year 4 $84.90 * 375 — $31,838.00 Estimated Hours Year 4 Year 5 $86.60 * 250 $21,650,00 Estimated Hours Year 5 Total Direct Labor Cost with Escalation = $206,299.00 Direct Labor Subtotal before Escalation — $200,000.00 Estimated total of Direct Labor Salary = Transfer to Page 1 Increase $6,299.00 Steve Iijelmstrom Hjelmstrom & Associates UP 15 -01 25L -111 Page 2 of $ January 14,2015 EXHIBIT C CERTIFICATIONS 25L -112 APPENDIX ATTACHMENT 3-1: NON-COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON-CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15-044 NON-COI L!ISIQN AFFIDAVIT (Tifle 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of or on behalf of, any 'undisclosed Person, partnership, company, association, organization, or corporation, that the bid is genuine and not collusive or sham,, that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, curispired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding: that the BIDDER has not in any mariner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effiectuate a collusive or sham bid. Note,, The above Non-collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non-collusion Affidavit, BIDDERS are cautioned that making a false certification may subject the certifier to auninal prosecution, Signed State of California County of _0g&LGC- Notary Public Seal M 25L -113 ATTACHMENT 3-2: WON-LORBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAX SPECIALTY SERVICE REP NO.t 15 -044 The prospective participant certifies, by signingand submitting this bid or proposal, to the best of his or her knowledge and belief, that: No federal appropriated funds have been paid or will be paid, by or on behalf ofthe undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant; the making of any federal low), the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment; or modification of any federal contract, grant, loan, or cooperative agreement. 2, If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shat l complete and submit a °'Disclosure of Lobbying Activities % This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, V, S. Code. Any person who faits to file the required certification shall be subject to a civil penalty of not less than $10 000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the tanguage of this certification be me] oiled in all lower tier subcontracts, which exceed $100,000and that all such sub recipients shall certify and disclose accordingly. Firm I—i TCL M 1 126 m Signed and Printed Name: 3L !'Td I*✓rA Date j Ulf }r 1 City of Santa Ana RFP 1$-044 Page 29 25L -114 APPENIVIX ATTACHWNT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON•CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15-044 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: I , The Consultant shall not discriminate against any ernployce or applicant for employment because of race, color, religion, sex, or national origin. The Consultrant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following; employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination-, rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without, regard to race, color, religion, sex, or national origul. 3, The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies ofthe notice in conspicuous places available to employ= and applicants for employment. 4� The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1 %5, and of the rules, regulations, and relevant orders ofthe Secretary of Labor, 1 The Consultant shall furnish all information and reports required by Fxecutive Order 11245 of September 24, 1965, and by rules, regulations, and orders of the Secretary ofLabor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purpcises, of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor., or as otherwise provided by ]a-,N;. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of City of Santa Ana RFP 15-044 Page 30 25L -115 September 24, 1965, so that such provisions will be binding upon each or purchase order as the administering agency may direct as ataerms of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United states. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats.1939. and as amended„ No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject, to all the penalties imposed for a . iolation of the Chapter, Signed:rt Title: L fed Firm: Ga57 !l}x a Date: —TV VVrz_ City of Santa Ana RFP 15 »044 Page 31 25L -116 EXHIBIT D ADDITIONAL PROVISIONS 25L -117 Local Assistance Procedures NlanuaI EXUBiT 104 Notice to Proposers DRE Information ExMBIT 10 -I NoncE To PRoposcits DBE INFORMATtov The Agency has established a DBE goal for this Contract of ® 1-1.0 la OR The Agency has not established a goal far this Contract. However, proposers are encouraged to obtain DBE participation for this contract. L TERMS ASUSEDIN THIS DOCUMENT • The term " Disadvantaged Business Enterprise" or "DBE" means a for - profit small business concern owned and controlled by a socially and economically disadvantaged person(s) as defined in Title 49, Code of Federal Regulations (CFR), Part 26,5. • The term "Agreement" also means "Contract." • Agency also means the local entity entering into this contract with the Contractor or Consultant. • The term "Small Business" or "SB" is as defined in 49 CPR 26.66, 1 AUTHORITY RESPONSIBILITY A. DBEs and other small businesses are strongly encouraged to participate in the performance of Contracts financed in whole or in part with£ederal funds (See 49 CI R 36; `;Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs "). The Consultant must ensure that DBEs and other small businesses have the opportunity to participate in the performance ofthe work that is the subject of this solicitation and should take all necessary and reasonable steps for this assurance. The proposermust not discriminate on the basis of race, color, national origin, or sex in the award and performance of subcontracts. B. Proposers are encouraged to use services offered by Financial institutions owned and controlled by DBEs. 1 SUBMISSION" OF DBE INFORMATION IF there is a DBE goal on tine contract, Exhibit 14 -01 Consultant Proposal DBE Commitment must be included in the Request for Proposal. In order for a proposer to be considered responsible and responsive, the proposer must make goad faith efforts to meet the goal established for the contract. If the goal is not met, the proposer must document adequate good faith efforts. All DBE participation will be counted towards the contract goal; therefore, all DBE participation shall be collected and reported Exhibit 10 -02 Consultant Contract DBE Infonnation must be included with the Request for Proposal. Even if no DBE participation will be reported, the successful proposer must execute and return the farm. 4, DBE PARTICIPATION GENERAL INFORMATION it is rile proposer's responsibility to be fully informed regarding the requirements of 49 CFA. Part 26„ and the Department's DBE program developed pursuant to die regulations. Particular attention is directed to the following: A. A DBE must be a small business firm defined pursuant to 13 CPR t21 and be certified through the California Unified Certification Program (CUCP). Page I of GPP 13 -01 May S, 2013 25L -118 Local Assistance Procedures Manual Notice to Proposers DBE fL A certified DBE may participate as a prime consultant, 6ubconsultaint, joint venture parmer, as a vendor of material or supplies, arici a trucking company, C. A DBE proposer not proposing as ajoint venture with a nort-DW, will be required to document one or a combination ofthe following: 1. The proposer is a DBE and will meet the goal by performing work with its own forces, 1 The proposer will meet the goal through work performed by DBE subconsultants, suppliers or trucking companies. 3. The proposer, prior to proposing, made adequate good faith efforts to meet the _Pool. D. A DBE joint venture partner must be responsible for specific contract items orwork or clearly defined portions thereof Responsibility means actually performing, managing, and supervising the work with its own forces. The DBE joint venture partner most share in the capital contribution, control, management, risks and profits of the joint venture commensurate with its ownership interest. E. A DBE must perform a commercially useful function pursuant to 49 CM26.5$, that is, aDfrEfirm must be responsible for the execution of a distinct element of the work and must carry out its responsibility by actual ly performing, managing and supervising the work. F, The proposer shall list only one subconsultant for each portion of work as defined in their proposal and all DBE subconsiduans should be listed in the bidicost proposal fist of subconsultarits, G. A prime consultant who is a certified DBE is eligible to claim all of the work In the Contract toward the DBE participation except that portion of the work to be performed by non -DBE subconsultartm S. RESOURCES A. The CIJCP database includes the certified DBEs front all certifying agencies participating in the CUCP. If you believe a firm is certified that cannot be located on the database, please contact the Caroms Of of Certification toll free number 1 =866-810-6346 for assistance. B. Access the CUCP database front the Department ra"fransportation, Office of Business and Economic Opportunity Web site at: littpatw\vw,dot.ca.gov/liq/bep/. 1. Click on the link in the left mean titled PLadvantaged Business Enterpriset 2. Click on Search for a DBE Finn link; 3. Click on Access to the DBE Query Form located on the first line 4ithe center orthe page, Searches can be performed by one or more criteria. Follow instructions on the sereen, 6. MATCRIALS OR St PI'Mrs PURCHASED FROM DUES COUNTTONVARDSTHE DBE GOAL UNDER THL FOLLOW14NG CONDITIONS: A. If the materials or supplies are obtained front a DIUB manufacturer, count 100 percent Or the Cost of the materials or supplies. A DBE manufacturer is a firm that operates or maintains a factory, or establishment that produces on the premises the materials, supplies, articles, or equipment required under the Contract and of the general character described by the specifications. B, If the materials or supplies purchased front a DBE regular dealer, count 60 percent of the cost of the materials or supplies, A, DUE regular dealer is a firm that owns, operates or maintains a store, warehouse. or other establishment in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the Contract ate bought, kept in stock, and regularly sold Or leased to the public in the usual course of business, To be a DBE regular dealer, the firm must be an established, regular business dial engages, as its principal business and Laider its own name. in the Page 2 of 3 LPP 1341 May S. 2013 25L -119 Local Assistance Procedures Manual EXIIB.IT 10 -I Notice to Proposers DBE Information purchase and sale or lease of the products in question. A person may be a DBE regular dealer in such bulk items as petroleum products, steel, cement, gravel, stone or asphalt without owning, operating or maintaining a place of business provided in this section. C. If the person both owns and operates distribution equipment for the products, any supplementing of regular dealers' own distribution equipment shall be, by a long -term lease agreement and not an ad hoc or Agreement -by- Agreement basis. Packagers, brokers, manufacturers' representatives, or other persons who arrange or expedite transactions are not DBE regular dealers within the meaning of this section. D. Materials or supplies purchased from a DBE, which is neither a manufacturer nor a regular dealer, will be limited to the entire amount of fees or commissions charged for assistance in the procurement of the materials and supplies, or fees or transportation charges for the delivery of materials or supplies required on the job site, provided the fees are reasonable and not excessive as compared with fees charged for similar services. LPP 13 -01 25L -120 Page 3 of 3 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System EXHIBIT 10 -I{ CONSULTANT CERTIFICATION OF CONTRACT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note: If requesting to utilize the Safe Harbor Indirect Cost Rate submit Attachment I of DLA -OB I3 -07- Safe Harbor Indirect Cost Ratefor Consultant Contractsfound at http✓ Avww. dotca. gov/hq/LocalPrograms/DLA_OBIDL,4 OB.him in lieu ofthisform,) Certification of Final Indirect Costs: Consultant Firm Name: 1±:jr LW)$'j'PpM SSpGi Indirect Cost Rate: /)L Q r6t * for fiscal period 20)54 W (rrnn/dd/yyyy to mm /dd/yyyy) *Fiscal period covered for Indirect Cost Rate developed (not the contract period). Local Government: 5-A-yN TA r 4 A (2, A Contract Number: Is'— 0 q °1 Project Number: 1, the undersigned, certify. that I have reviewed the proposal to establish final indirect cost rates for the fiscal period as specified above and to the best of my knowledge and belief: 1. All costs included in this proposal to establish final Indirect Cost Rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of Title 48, Code of Federal Regulations (CFR), Part 31. 2. This proposal does -not include any costs which are expressly unallowable under the cost principles of the FAR of 48 CFR, Part 31. All known material transactions or events that have occurred affecting the firm's ownership, organization, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above. Certification of Financial Management System: 1, the undersigned, certify to the best of my knowledge and belief that our Financial Management System meets the standards for financial reporting, accounting records, internal and budget control as set forth in the FAR of Title 49, CFR, Part 18.20 to the extent applicable to Consultant. Certification of Dollar Amount for all A &E Contracts: I, the undersigned, certify that the approximate dollar amount of all A &E contracts awarded by Caltrans or a California local agency to this firm within the last three (3) calendar years for all State DOT and Local Agencies is $ 5®, Ott and the number of states in which the firm does business is } Certification of Direct Costs: 1, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are reasonable, allowable and allocable to the contract in accordance with the cost principles of the FAR of Title 48, CFR, Part 31. Allowable direct costs to a Government contract shall be: LPP 15 -01 25L -121 Page 1 of 2 January 14, 2015 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and financial Management System 1. Compliant with Generally Accepted Accounting Principles (GAAP) and standards promulgated by the Cost Accounting Standards Board (when applicable). 2. Compliant with the terms of the contract and is incurred specifically for the contract. 3. Not prohibited by 23 CPR, Chapter 1, Part 172 — Administration of Engineering and Design Related Service Contracts to the extent requirements are applicable to Consultant. All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files. Subconsultants (if applicable) Proposed Contract Amount (or amount not to exceed if on -call contract): $ Prime Consultants (if applicable) Proposed Total Contract Amount (or amount not to exceed if on -call contract): $� Prime, list all subconsultants and proposed subcontract dollar amounts (attach additional page if necessary): WOPAW&ACuM Consultant Certifying (Print Name and Title): Name: 57)5vf5 qv F- (- M '9 -rpin" Title: Consultant Certification Signature Date of Certification (mm/dd /yyyy): 0& %glzo /s Consultant Contact Information: Email: 143 - LW ASSat' 0 601., Gal" Phone number: q 9 �_ 0S S__ q66 J * *An individual executive or financial officer of the consultant's organization at a level no lower than a Vice President or Chief Financial Officer, ore quivalent, who has authority to represent the financial information utilized to establish the Indirect Cost Rate proposal submitted in conjunction with the contract. Note: Per 23 U.S.C. 112(b)(2)(B), Subconsultants must comply with the FAR Cost Principles contained in 48 CI'R, Part 31. 23 CFR Part 1723 Definitions state: Consultant means the individual or firm providing engineering and design related services as a party to the contract: Therefore, sabconsultanis as parties ofa contract must complete a certification and send originals to A&I and keep copies In Local Agency Profect Files. Distribution: t) Original to Caltrans Audits and Investigations 2) Retained in Local Agency Project Files LPP 15 -01 25L -122 Page 2 of 2 January 1.4, 2015 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment EXHIBIT ].0 -01 CONSULTANT PROPOSAL DBE COMMITMENT (Inclusive of all DBEs listed at bid proposal. Refer to instructions on the reverse side of this form) Consultant to this Section ' gCoomplete 1. Local Agency Name: ��n7A 1'"/p��JA CA I y —� 6A 2.Project Location: J YT V\ 1' f%} 1 n L L (-(Jt�/41.i1 J r�,,''Vt nnCd 3. Project Description: 1C. L-Vf' 0 W t(# N 17 C. -�V4S 1%� ` `�70151Z W PP6A I yy1 a. ConsultantNama: �fe LV AG U w 1 1-1,014 S. Contract DBE Goal %: DBE Commitment Information 6. Description of Services to be Provided 7. DBE Firm Contact Information a. DBE Cent. Number 9. DBE % DT Su G Local Agency. to Complete: this section 10. Total V. Claimed 16. Local Agency Contract Number: 17. Federal -aid Project Number: 18. Proposed Contract Execution Date: Local Agency certifies that all DBE certifications are valid and the information on this form is complete and accurate: _ 11. Preparer's Signature 12. Preparer's Name (Print) 19. Local Agency Representative Name (Print) 20. Local Agency Representative Signature 21. Date 22. Local Agency Representative Title 23. (Area Code) Tel. No. 13. Preparer's Title 14. Date 15. (Area Code) Tel. No, Distribution: (l) Original — Consultant submits to Local agency with proposal (2) Copy — Local Agency files LPP 13 -01 25L -123 Page 1 of 2 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -H EXHIBIT 10 -II COST PROPOSAL (FFE APPRAISAL SERVICE) Consultatit Hjelmstrom & Associates Contract No._15 -044 Date June 2015_ 1. Calculate Average hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor Total Hours per Avg 5 Year Subtotal per Cost Cost Proposal Hourly Contract Proposal Year 2 Avg Hourly Rate Rate Duration $200000 2500 $80.00 Year 1 Avg $83.23 + 2% _ $84.90 Hourly Rate 2. Calculate hourly rate for all years (increase the Average Hourly Rate for a year by proposed escalation %) T�� Steve Hjelrnstrom Hjelmstrom & Associates LPP I5 -01 25L -124 Page 2 of 5 January 14,2015 Avg Howdy Rate Proposed Escalation Year 1 $80.00 + 2% _ $81.60 Year 2 Avg Hourly Rate Year 2 $81.60 + 2 °/u = $83.23 Year 3 Avg Hourly hate Year 3 $83.23 + 2% _ $84.90 Year 4 Avg Hourly Rate Year 4 $84.90 + 2% _ $86.60 Year 5 Avg Hourly Rate 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Completed Total Hours per Cost Total Hours per Each Year Proposal Year Year 1 20.0% * 2500 — S00 Estimated. Hours Year I Year 2 40.0% * 2500 1000 Estimated Hours Year 2 Year 3 15.0% * 2500 — 375 Estimated Hours Year 3 Year 4 15.0% * 2500 = 375 Estimated flours Year 4 Year 5 10.0% * 2500 = ?50 Estimated Hours Year 5 Total 100% Total = 2500 4. Calculate Total Costs Including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per (calculated above) (calculated above) Year Year 1 $80.00 * 500 — $40,000.00 Estimated Hours Year I Year $81.60 * 1000 = $81,600.00 Estimated Hours Year 2 Year 3 $83,23 375 = $31,211.00 Estimated Hours Year 3 Your 4 $84.90 * 375 = $31,838.00 Estimated Hours Year 4 Year 5 $86.60 * 250 $21,650.00 Estimated Hours Year 5 Total Direct Labor Cost with Escalation = $206,299.00 Direct Labor Subtotal before Escalation = $200,000.00 Estimated total of Direct Labor Salary = Trausferto Page 1 Increase $6,299.00 T�� Steve Hjelrnstrom Hjelmstrom & Associates LPP I5 -01 25L -124 Page 2 of 5 January 14,2015 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5a` day of August, 2015 by and between Donna Desmond and Associates, a sole ownership entity, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Business Goodwill Appraisal Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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: SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 5 25L -125 4. 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 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. 5. 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. 6. 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. 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. 25L -126 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. C. 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 (3 0) days prior written notice to the City. (iv) Consultant shall supply City with a fully executed additional insured endorsement. f. 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. INDEMNIFICATION Consultant agrees to 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 contractors, 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 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. 25L -127 8. 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' 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. 9. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -128 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Donna Desmond & Associates Donna Desmond, President 265 S. Beverly Glen Boulevard Los Angeles, CA 90024 ddesmondgdonnadesmond.com\ 310 - 475 -1114 (Office) Jose Sandoval Assistant 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 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -129 14. 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. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -130 19. MISCELLANEOUS PROVISIONS a, Additional provisions, if any are identified as Additional Provisions, Exhibit D, attached hereto and incorporated into this Agreement by reference, b. 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 shalt 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, IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written, ATTESTa Maria D. Huizar Clerk of the Council APPROVED AS,rO FORK SOMA R, CARVALRO City Attorney By. -) it v v I s d i� o 4 Assis, nt City Attorricy RECOMMENDED FOR APPROVAL frcd Mousavipour Executive Director Public Works Agency CITY OF SANTA ANA David Cavazos City Manager. CONSULTANTn Donna Desmond & Associates Donna Desmond, President Tax JI) 495-4699391 25L -131 EXHIBIT A SCOPE OF SERVICES 25L -132 ZIOMI RFP No.: 15 -044 (A3) Business Goodwill Appraisal Services Prepared for the City of Santa Ana Date of Response June 8, 203.5 Prepared by: Donna Desmond Associates 265 South Beverly Glen Boulevard Los Angeles, CA 90024 (310) 475 -1114 25L -133 " Donna Desmond A S S® C I A T E S 265 S. Beverly Glen Blvd„ Los Angeles, CA 90024 (310) 475 -1114 • ddesinond @donnadesmond.com June 8, 2015 City of Santa Ana Attn. Mr. Kenny Nguyen Public Works Agency 20 Civic Center Plaza; 3rd Floor Reception, Ross Annex Santa Ana, CA 92701 Re: Response to RFP No. 15.044 for On -Call Right of Way Specialty Services - City of Santa Ana Public Works Agency Business Goodwill Appraisal Services To Whom It May Concern: Submitted herein is Donna Desmond Associates' ( "DDA "), a California corporation, response to the City of Santa Ana's request for proposal for on —call right of way specialty services. DDA is responding specifically to provide (A3) Business Goodwill Appraisal Services. DDA is located at 265 S. Beverly Glen Boulevard, in Los Angeles. The contact person for this response is: Donna Desmond, ASA Donna Desmond Associates 265 S. Beverly Glen Boulevard Los Angeles, CA 90024 Tel. (310) 475 -1114 ddesmond@donnadesmond.com The corporation's Federal Taxpayer ID Number is 95- 4699391. Donna Desmond, ASA is the firm's President and Secretary. There are no other corporate officers. DDA is a business valuation appraisal firm that specializes in preparing goodwill loss studies. The firm has been providing transportation agencies, cities and redevelopment agencies throughout the State of California with goodwill loss appraisal services since 1997. Thank you for the opportunity to submit this response to the Request for Proposal. It is our hope to provide business and goodwill loss appraisal services to the City of Santa Ana in the future. 1of8 Response to the City of Santa Ana's RFP for On -Call Right of Way Speclalty Services 25L -134 Mr. Kenny Nguyen June 8, 2015 Respectfully submitted, DONNA DESMOND ASSOCIATES 4 1-//-- Donna Desmond, ASA Enclosures 2of8 Response to the City of Santa Ana's RFP for On -Call Right of Way Specialty Services Ew 25L -135 experienced staff members are not performing appraisal tasks or billing hours for bringing the responsible appraiser up to speed. Ms. Desmond performs all site inspections, owner interviews and meetings with the client and their agents. Unnecessary additional staff members do not provide these services, avoiding duplicative billing. As a result, the appraisal process is streamlined, typically resulting in a more cost effective fee structure for appraisal services, quicker turnaround time and a high level of quality. Fees are included within the separate envelope labeled FEE PROPOSAL, SCOPE OF SERVICES & SCHEDULE In providing goodwill loss appraisal services, DDA proposes the following work process for each appraisal assignment: ❑ Meet with project team to gain an understanding of the project and potential impacts; ❑ Provide preliminary estimates of goodwill for budgetary purposes within two weeks of authorization to proceed; ❑ Inspect the business facility; ❑ Interview the business owner and management to determine history of operations and relocation needs; ❑ Review business' historical financial statements, tax returns and lease agreements; ❑ Review all parcel appraisal reports and coordinate with real estate and fixtures and equipment appraisers to avoid duplication of compensation; ❑ Coordinate with agency staff and legal counsel to discuss strategy and approach; ❑ Coordinate with relocation agents to determine relocation options, feasibility of relocation, mitigation issues and to avoid duplication of compensation; ❑ Perform market research to determine the business' marketability and external influences; ❑ Implement valuation methodology, including market based and income based approaches, to determine the business' goodwill value in the before condition; ❑ Inspect potential or actual relocation site(s); ❑ Review all relevant and available documentation from relocation sites, including leases, financial statements and unreimbursed capital expenditures; ❑ Implement valuation methodology to determine the loss of goodwill suffered by the business, including giving consideration to betterment, if any; ❑ Prepare a full or summary narrative appraisal report or declaration of value; and ❑ Provide support in negotiations and litigation (as needed). 7of8 Response to the City of Santa Ana's RFP for On -Call Right of Way Specialty Services 25L -136 All of the above tasks would be completed by Donna Desmond. Budgetary estimates of goodwill loss can be completed within one week of request. Appraisal reports can be completed within four to six weeks of receiving all applicable documentation from the business owners. Goodwill loss appraisals are often delayed by business owners' reluctance to provide financial documents, including income tax returns. DDA works closely with project staff and the relocation consultants to ensure business owners understand the necessity of providing such documentation. Further, DDA continues to engage the business owners in order to provide a level of comfort with the process. CERTIFICATIONS Attachment 3 -1: Non - Collusion Affidavit Attachment 3 -2: Non - Lobbying Certification Attachment 3 -3: Non - Discrimination Certification Sof8 Response to the City of Santa Ana's RFP for On -Call Right of Way Specialty Services ML 25L -137 EXHIBIT B FEE PROPOSAL 25L -138 Donna Desmond A S S D C I A T E S 265 S. Beverly Glen Blvd., Los Angeles, CA 90024 (310) 475,1114 » ddesmond @clonnadesmond.com Donna Desmond Associates' Fee Proposal COST & PRICING DATA Donna Desmond Associates bills for appraisal services based upon hourly rates. The 2015/2016 hourly rates are as follows: Appraisal Preparation $325.00 Litigation Support $325.00 Deposition and Court Testimony $425,00 The hourly rate will increase 2.5% per year during the duration of the contact. PRICING DETAIL Goodwill loss appraisal fees are based on the relative complexity of the assignment and litigation requirements. Goodwill loss appraisal fees for various types of businesses are as follows: Business Type /Complexity Budgetary Estimate of Goodwill Loss Small Sole Proprietorship (i.e. accountant, hair salon, liquor store) Retail Type Business (i,e. restaurant, gasoline station, 990 Store) Larger Industrial/Manufacturing Typical Appraisal Fee $2,500 $3,500 - $5,500 $4,500 — $6,500 $6,500 - $12,500 Actual appraisal fees could vary for individual appraisal assignments, depending on the facts surrounding the matter. No subconsultant costs would be incurred. PROPOSED REIMBURSABLES Domma Desmond Associates does not charge for any costs, with the exception of trial exhibits produced by an outside firm. However, these costs are typically paid for by legal counsel. 25L -139 EXHIBIT C CERTIFICATIONS 25L -140 -- APPENDIX ATTACHMENT 3 -1: NON - COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 N_ON- COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WOFXS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has, not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above on- collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall als Knad ute signature of this Non - collusion Affidavit. BIDDERS are cautioned that making a false certification y ubj tth5LCe rtifiertocriminalprosecution. Signed State of California k County of Los Angeles Subscribed and sworn to (or affirmed) before me on this '' 22 day of- .,!' "`' , 20L2� by L, ijr t tv t y,.4 proved to me on the basis of satisfactory evidence to be the p®rson(s) who appeared before me. Notary-Pub is Signature City of Santa Ana RFP 16 -044 , Page 28 25L -141 ATTACHMENT 3 -2: NON-LOBBYING CERTIFICATION CITY OF SANTA ANA R QUEST FOR PROPOSAd S FOR ON- CAL,I, RIGHT OF WAY SPECULTY SERVICES 1IFP NO.: 15-144 The prospective participant certifies, by sighing and submitting this bid or proposal, to the best ofhls or her knowledge and belief, that: I. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, as officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding, of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification ofany federal contract, grant; loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempdngto influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal coruracL grant loan, loan orcaoperative agreetuenk, the undersigned shall complete and submit a "Discloswe of Lobbying Activities" This cerhficafion is a material representation of fact upon which reliance was placed when this transaction was made at, entered into. Submission oftlts certification is a prerequi site for making or cntcring into this transaction imposed by Section 1352, Title 31,115, Code. Any person who Fails to file the required certification shall be subjact to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm Donna Desmond Associates Signed and Printed Name: Date G €ty of Santa Ana l2FP 't5 -040 Page 29 25L -142 APPENDIX ATTACHMENT 3.3. NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA APIA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NW 15-044 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows. I . The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion,, sex, or national origin.- The Consultram shall take affirmative action to ensure that applicants are employed, and that employees are treated during - employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited tot the fallowing: employment; upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination, rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause, 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultmat, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex; or national origin, 3, The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5, The Consultant shalt furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, to id will permit access to His/her books, records, and accounts by the administering agency and the Secretary of labor For purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6, In the event of the Consultant's non- conpliance with the nondiscrimination clauses of this contract or with any of the said rules; regulations„ or orders, the contract may be canceled, tenumated, or suspended In whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in EXeGution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies involved as provided In Executive Girder. 11246 of September 1-4,1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law, 7, The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders ofthe- Secretary of Labor issued pursuaut to Section 204 of Executive Girder 11246 of City of Aria RFP 15 -044 Page 30 25L -143 September 24, 1965, so that such provisions will be binding upon each in 1 rttr or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United "States enter into such litigation to protect the interests of the United States. R. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1434, and as amended, No discrimination shall be made in the employment of persons upon public worsts because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provid int S etion dd any contractor of public works violating this Section is subject to all the penalties imp esf fo • olation of the Chapter. Signed: Lv Title: President Firm: Donna Desmond Associates Date: 61812015 City of Santa Ana RFP 15 -044 Page 31 25L -144 ADDITIONAL PROVISIONS 25L -145 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System EXHIBIT 10 -K CONSULTANT CERTIFICATION OF CONTRACT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note: If requesting to utilize the Safe Harbor Indirect Cost Rate submit Attachment 1 of DLA -OB 13 -07- Safe Harbor Indirect Cost Rate for Consultant Contracts found at http.-Ilwww.dol.ca.govlhqlEocalProgramsIDLA-OBIDLA-OB.htm in lieu of this form.) Certification of Final Indirect Costs: Consultant Firm Name: Donna Desmond Associates Indirect Cost Rate: 40% * for fiscal period 7/1/2014 through 6/30/2015 *Fiscal period covered for Indirect Cost Rate developed (not the contract period). Local Government: City of Santa Ana Contract Number: RFP -15 -044 Project Number: Unknown I, the undersigned, certify that I have reviewed the proposal to establish final indirect cost rates for the fiscal period as specified above and to the best of my knowledge and belief: 1. All costs included in this proposal to establish final Indirect Cost Rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of Title 48, Code of Federal Regulations (CFR), Part 31. 2. This proposal does not include any costs which are expressly unallowable under the cost principles of the FAR of 48 CPR, Part 31. All known material transactions or events that have occurred affecting the firm's ownership, organization, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above. Certification of Financial Mana¢ement System: I, the undersigned, certify to the best of my lmowledge and belief that our Financial Management System meets the standards for financial reporting, accounting records, internal and budget control as set forth in the FAR of Title 49, CFR, Part 18.20 to the extent applicable to Consultant. Certification of Dollar Amount for all A &E Contracts: I, the undersigned, certify that the approximate dollar amount of all A &E contracts awarded by Caltrans or a California local agency to this firm within the last three (3) calendar years for all State DOT and Local Agencies is $ 853,000.00 _ _ and the number of states in which the firm does business is 3 Certification of Direct Costs: I, the undersigned, certify to the best of my lmowledge and belief that all direct costs identified on the cost proposal(s) in this contract are reasonable, allowable and allocable to the contract in accordance with the cost principles of the FAR of Title 48, CFR, Part 31. Allowable direct costs to a Government contract shall be: LPP 15 -01 25L -146 Page 1 of 2 January 14, 2015 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System 1. Compliant with Generally Accepted Accounting Principles (GAAP) and standards promulgated by the Cost Accounting Standards Board (when applicable), 2. Compliant with the terms of the contract and is incurred specifically for the contract, 3. Not prohibited by 23 CFR, Chapter 1, Part 172 — Administration of Engineering and Design Related Service Contracts to the extent requirements are applicable to Consultant. All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files. Subconsultants (if applicable) Proposed Contract Amount (or amount not to exceed if on -call contract): $ Prime Consultants (if applicable) Proposed Total Contract Amount (or amount not to exceed if on -call contract): $ 200,000.00 Prime, list all subconsultants and proposed subcontract dollar amounts (attach additional page if necessary): None Consultant Certifying (Print Name and Title): Name: Title: President Consultant Certification Signature * *: Date of Certification (mm/dd/yyyy): 6/26/2015 Consultant Contact Information: Email: ddesmond @donnadesmond.com Phone number: (310) 475 -1114 * *An individual executive or financial officer of the consultant's organization at a level no lower than a Vice President or Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the Indirect Cost Rate proposal submitted in conjunction with the contract. Note: Per 23 U.S. C. 112(b)(2)(B), Subconsultants must comply with the FAR Cast Principles contained in 48 CFR, Part 31, 23 CFR Part 172.3 Definitions state; Consultant means the individual orfirm providing engineering and design related services as a party to the contract. Therefore, subconsultants as parties ofa contract must complete a certification and send originals to A&1 and keep copies in Local Agency Project Files. Distribution: 1) Original to Caltrans Audits and Invostigations 2) Retained in Local Agency Project riles LPP 15 -01 25L -147 Page 2 of 2 January 14, 2015 Local Assistance Procedures Manual EXUBIT 10 -I Notice to Proposers DBE Information Exinwr 104 NOTICE TO PROPOSERS DBE INFORMATION The Agency has established a DBE goal for this Contract of 4.00 OR The Agency has not established a goal for this Contract. However, proposers are encouraged to obtain DBE participation for this contract. 1. TERMS AS USED IN THIS DOCUMENT • The term "Disadvantaged Business Enterprise" or "DBE" means a for - profit small business concern owned and controlled by a socially and economically disadvantaged person(s) as defined in Title 49, Code of Federal Regulations (CFR), Part 26.5. f The term "Agreement" also means "Contract." • Agency also means the local entity entering into this contract with the Contractor or Consultant. • The term "Small Business" or "SB" is as defined in 49 CFR 26.65. 2. AUTHORITY AND RESPONSIBILITY A. DBEs and other small businesses are strongly encouraged to participate in the performance of Contracts financed in whole or in part with federal funds (See 49 CFR 26, "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs "). The Consultant must ensure that DBEs and other small businesses have the opportunity to participate in the performance of the work that is the subject of this solicitation and should take all necessary and reasonable steps for this assurance. The proposer roust not discriminate on the basis of race, color, national origin, or sex in the award and performance of subcontracts. B. Proposers are encouraged to use services offered by financial institutions owned and controlled by DBEs. 3. SUBMISSION OF DBE INFORMATION If there is a DBE goal on the contract, Exhibit 10 -01 Consultant Proposal DBE Commitment must be included in the Request for Proposal. In order for a proposer to be considered responsible and responsive, the proposer must make good faith efforts to meet the goal established for the contract. If the goal is not met, the proposer must document adequate good faith efforts. All DBE participation will be counted towards the contract goal; therefore, all DBE participation shall be collected and reported. Exhibit 10 -02 Consultant Contract DBE Information must be included with the Request for Proposal. Even if no DBE participation will be reported, the successful proposer must execute and return the form. 4. DBE PARTICIPATION GENERAL INFORMATION It is the proposer's responsibility to be fully informed regarding the requirements of 49 CFR, Part 26, and the Department's DBE program developed pursuant to the regulations. Particular attention is directed to the following: A. A DBE must be a small business firm defined pursuant to 13 CFR 121 and be certified through the California Unified Certification Program (CUCP). LPP 13 -01 25L -148 Page 1 of 3 May S, 2013 Local Assistance Procedures Manual EXBBIT 10 -I Notice to Proposers DBE Information B. A certified DBE may participate as a prime consultant, subconsultant, joint venture partner, as a vendor of material or supplies, or as a trucking company. C. A DBE proposer not proposing as a joint venture with a non -DBE, will be required to document one or a combination of the following: 1. The proposer is a DBE and will meet the goal by performing work with its own forces. 2. The proposer will meet the goal through work performed by DBE subconsultants, suppliers or trucking companies. 3. The proposer, prior to proposing, made adequate good faith efforts to meet the goal. D. A DBE joint venture partner must be responsible for specific contract items of work or clearly defined portions thereof. Responsibility means actually performing, managing, and supervising the work with its own forces. The DBE joint venture partner must share in the capital contribution, control, management, risks and profits of the joint venture commensurate with its ownership interest. E. A DBE must perform a commercially useful function pursuant to 49 CFR 26.55, that is, a DBE firm must be responsible for the execution of a distinct element of the work and must carry out its responsibility by actually performing, managing and supervising the work. F. The proposer shall list only one subconsultant for each portion of work as defined in their proposal and all DBE subconsultants should be listed in the bid/cost proposal list of subconsultants. G. A prime consultant who is a certified DBE is eligible to claim all of the work in the Contract toward the DBE participation except that portion of the work to be performed by non -DBE subconsultants. 5. RESOURCES A. The CUCP database includes the certified DBEs from all certifying agencies participating in the CUCP. If you believe a firm is certified that cannot be located on the database, please contact the Caltrans Office of Certification toll free number 1 -866- 810 -6346 for assistance. B. Access the CUCP database from the Department of Transportation, Office of Business and Economic Opportunity Web site at: http: / /www.dot.ca.gov/hq/bep /. 1. Click on the link in the left menu titled Disadvanta )zed Business Enterprise; 2. Click on Search for a DBE Firm link; 3. Click on Access to the DBE Query Farm located on the first line in the center of the page. Searches can be performed by one or more criteria. Follow instructions on the screen. 6. MATERIALS OR SUPPLIES PURCHASED FROM DBES COUNT TOWARDS TIM DBE GOAL UNDER THE FOLLOWING CONDITIONS: A. If the materials or supplies are obtained from a DBE manufacturer, count 100 percent of the cost of the materials or supplies. A DBE manufacturer is a firm that operates or maintains a factory, or establishment that produces on the premises the materials, supplies, articles, or equipment required under the Contract and of the general character described by the specifications. B. If the materials or supplies purchased from a DBE regular dealer, count 60 percent of the cost of the materials or supplies. A DBE regular dealer is a firm that owns, operates or maintains a store, warehouse, or other establishment in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the Contract are bought, kept in stock, and regularly sold or leased to the public in the usual course of business. To be a DBE regular dealer, the firm must be an established, regular business that engages, as its principal business and under its own name, in the LPP 13 -01. 25L -149 Page 2 of 3 May 8, 2013 Local Assistance Procedures Manual EXHBIT 104 Notice to Proposers DBE Information purchase and sale or lease of the products in question. A person may be a DBE regular dealer in such bulk items as petroleum products, steel, cement, gravel, stone or asphalt without owning, operating or maintaining a plaice of business provided in this section. C. If the person both owns and operates distribution equipment for the products, any supplementing of regular dealers' own distribution equipment shall be, by a long -term lease agreement and not an ad hoc or Agreement -by- Agreement basis. Packagers, brokers, manufacturers' representatives, or other persons who arrange or expedite transactions are not DBE regular dealers within the meaning of this section. D. Materials or supplies purchased from a DBE, which is neither a manufacturer nor a regular dealer, will be limited to the entire amount of fees or commissions charged for assistance in the procurement of the materials and supplies, or fees or transportation charges for the delivery of materials or supplies required on the job site, provided the fees are reasonable and not excessive as compared with fees charged for similar services, UP 13 -01 25L -150 Page 3 of 3 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -H SAMPLE COST PROPOSAL (EXAMPLE #I) Pa u t nP2 :AeWALCOST- PLUS -Fox D FCC OR LUM1?:SU (FIRIVIrlYMPRtCOC'ONTANCTS (DESIQN, ENCt1NCERM ANDENVIf4ONME`� rrAL STUDWS) N's"tie:_�viarle uP�iis�;piitrAlla?tz( Consultant Donna Desmond Associates ContractNo. 'RFP 15 -044 Date 6/25/2015 DIRE CT 10 -II ClassifleatiourTitle !fame Hours Actual Hourly Rate Total lPrnieutMana erl Sr. Civil En `Weer Donna Desmond unknown $ 325,00 $unknown $ $ 4, $ Equipment Rental and Supplies (itemmzc) ffin i. Scientist) 3 i llwa fir} $ 0 $ -- $ ^ $ $ Holes (each); ete. s LABOR COSTS a) Subtotal Direct Labor Gusts $ 174 per hour b) Anticipated Salary increases (see page2 for sample) ct) TOTAL DIRECT EAMOR COSTS ((a) +(b)] 5 179 per,hour FRINGE BENEFITS d) fringe Benefits (Ratcti 2 k °In) e), TOTAL FRINGE BE WITS [(�) x (d)1 S _ 44.84 INDIRECT COSTS 0 Overhead (Rate. 20 k7u) h) General and Administrative (Rate: 20 " /c) FE (Profit) q) (Rate: 10 %) OTHER DIRECT COST'S (ODC) g) Overhead [(c) x (t)j $ 36.80 i) Gear & Admin [(c) x (h)) $ 33U j) TOTAL INDIRECT COSTS f(e) -f (l;)+(i)l s 295:44 per h our � k) TOTAL FIXED PROFIT [(e) +0)j x (g)]S 29 54 per hour p) TOTAL OTHER DIRECT COSTS [(I) + (m) + (n) + (o)] $ 0 TOTAL COST [(c) +(i) +(k) +(p)j S 325 per hour NOTES: Employers subject to pravailing wage requirements to be nvtrked with all ODC ita ns should be based on actual oasts and supported by historical data and other documentation. ODC item that would be considerml "tools of the trade' are not reimbursable. a 00C irejus should be consistairly billed directly to all clients, net jusa when client voll pay for them is a direct vost. • ODC item when incurred fin -the same purpose, in like circumstances, should not be included in any indirect cost pool or in overhead rate.. Page 1 of 5 I PP 15-01 January. 14,20L5 25L -151 Description 'unit(s) 'Unit Cost Total. 1) Travel/Mileage Costs (supported by consultant actual crisis) $ $ 4, in) Equipment Rental and Supplies (itemmzc) $ $ 0 n) Parwiffees( itemize),Pinnsiteets(aaah),Test Holes (each); ete. s $ 4 o) SubconsUhtint Costs (attach detailed cast proposal in same Formal as prime consultant estimate rot eachsubconsuitant) $ $ 0 p) TOTAL OTHER DIRECT COSTS [(I) + (m) + (n) + (o)] $ 0 TOTAL COST [(c) +(i) +(k) +(p)j S 325 per hour NOTES: Employers subject to pravailing wage requirements to be nvtrked with all ODC ita ns should be based on actual oasts and supported by historical data and other documentation. ODC item that would be considerml "tools of the trade' are not reimbursable. a 00C irejus should be consistairly billed directly to all clients, net jusa when client voll pay for them is a direct vost. • ODC item when incurred fin -the same purpose, in like circumstances, should not be included in any indirect cost pool or in overhead rate.. Page 1 of 5 I PP 15-01 January. 14,20L5 25L -151 Local Assistance Procedures Manual EXIHBIT 10 -H Sample Cost Proposal Consultant EXHIBIT 10 -11 SAMPLE COST PROPOSAL (EXAMPLE #I) Page 2 of 2 ACTUAL COST - PLUS -FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (SAMPLE CALCULATIONS FOR ANTICIPATED SALARY INCREASES) Contract Date 1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor Total Hours per Avg 5 Year Subtotal per Cost Cost Proposal Hourly Contract Proposal Rate Duration $250,000.00 5000 = $50.00 Year 1 Avg + 2% = $52.02 Hourly Rate 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) NOTES: • This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. • An estimation that is based on direct labor multiplied by salary increase %multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) • This assumes that one yen will be worked at the rate on the cost proposal before salary increases are granted. LPP 15 -01 25L -152 Page 2 of 5 January 14, 2015 Avg Hourly Rate Proposed Escalation Year 1 $50.00 + 2% = $51.00 Year 2 Avg Hourly Rate Year 2 $51.00 + 2% = $52.02 Year 3 Avg Hourly Rate Year 3 $52.02 + 2% = $53.06 Year 4 Avg Hourly Rate Year 4 $53.06 + 2% _ $54.12 Year 5 Avg Hourly Rate 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Completed Total Hours per Cost Total Hours per Each Year Proposal Year Year 1 20.0% * 5000 = 1000 Estimated Hours Year 1 Year 2 40.0% * 5000 = 2000 Estimated Hours Year 2 Year 3 15.0% * 5000 = 750 Estimated Hours Year 3 Year 4 15.0% * 5000 = 750 Estimated Hours Year 4 Year 5 10.0% * 5000 = 500 Estimated Hours Year 5 Total 100% Total = 5000 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated. hours Cost per (calculated above) (calculated above) Year Year 1 $50.00 * 1000 = $50,000.00 Estimated Hours Year 1 Year 2 $51.00 * 2000 = $102,000.00 Estimated Hours Year 2 Year 3 $52.02 * 750 = $39,015.00 Estimated Hours Year 3 Year $53.06 * 750 = $39,795.30 Estimated Hours Year 4 Year 5 $54.12 * 500 = $27,060.80 Estimated Hours Year 5 Total Direct Labor Cost with Escalation = $257,871.10 Direct labor Subtotal before Escalation = $250,000.00 Estimated total of Direct Labor Salary = Transfer to Page 1 Increase $7,871.10 NOTES: • This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. • An estimation that is based on direct labor multiplied by salary increase %multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) • This assumes that one yen will be worked at the rate on the cost proposal before salary increases are granted. LPP 15 -01 25L -152 Page 2 of 5 January 14, 2015 Cf Q W a Gyi v a � p g m O U 4 CJ W4 CJ m car a !U G� b (7 N e F 3) a c a t N N G 3 -F C gins c 25L -153 M}_C i 4..mm5 „w�, Cq1. O O O CPf C ,NO C5 U sN t3 U U &FJ HJ H3 :A 55- Y3 A $ c A "" Q d 4 O „ O .fl O a ig eo a e 9 a qa . 041 PO Pci ab Pa s5 ar< CA C; To ca o. a a G G %n a q O C O O ��jj O b�j O fl P } CA C1 CSP d' bPC bOP 4. 52 bO C] P N tf# fFY 6} a R5 4Y fR il! V} 5: G% 49 i 4 a 47 3 �tJ G y T A 4 S y C So Yom'+ V Q ,N Pu E O P P Q b P O b P P P P O O P v C C 4 P P P P P P P P. 5? PPP P P P aE° ni sd1 cl -;FcT Aki .rY c7 t�l ra ni- w a: m P r-+ N fJ oca c,ga c>PC.G3 aP� PPP Od O CYP C}Ct CAC £a C? C}00 a,. -. aoPZoa .. . w bPncaPOOC o[a oOObCK boaobo ocP CA -A C PS?P POG P QP'G?P 90 Pb b dCxO POCS C}G54 Tom e +n P�£3 £'�PiO i.?£? O OOCi G'i9O 7r ©s. C?Lo P P CA, t? PPP CA, PC7 bPP VO 3» N U � G U i. q w CA on g .c > f m` t5 25L -153 c M}_C A�6 .fir n C G 6 � A g? c G 6 � g? .fl O jig m a G %n a q N 3 �tJ G y 4 S y C � aii Yom'+ V Q ,N Pu E w z v n v C C S Ron rg� a a: pi 0 H w r r W a .Wd O O U a O P' w U M a d U Fa Q z U G O V O U 0 w W 0 p� U p N 0 QG V 25L -154 °z O Ic T q�y q �q d o. o n u 'aqi • T � a a u V inn � W bNp C"J O u O v uV a � '• y « � � d3 •o � a � `06 H ° •�b��8 y�v�� O� y N '•� W `� q v. T N .�i I-a H O II U � F N O u N O N C L N fO N a � P7 (J 1^1 ® o V II ® o o z O F Ca y'QP3u H V QFgU F U Q OH O O U a O P z 0 O a. cz 0 Ca H vai QP7U QfAU 25L -154 °z O Ic T q�y q �q d o. o n u 'aqi • T � a a u V inn � W bNp C"J O u O v uV a � '• y « � � d3 •o � a � `06 H ° •�b��8 y�v�� O� y N '•� W `� q v. T N .�i I-a Local Assistance Procedures Manual C, M11131T 10 -H Sample Cost Proposal EXIIIB[T 10-H SAMPLF COST PROPOSAL (EXAMPLE #r3) COST PGIt UNIT Or WOM CONTRACTS (GroTECHNICAL AND ivIATCRIAL Trsrra(j) 1O t ;Mnk-ul +uakeulVutAff tieu Consultant Contract No, Date Pao—Of, Unit/Item of Work-. (Example; Log of Test Boring for Sods Report, or ADL Testing forflaxarc[ous Waste Material Study) Include as many Items as necessary. DIRECT LA13OR Houtz Hourly Total ($} Billing Rate (S) Professional (Classirloation) Sub- grofessional/Teelttuca I e EQUIPMENT (with Operator) OTHER DIRECT COST Description Unit(s) Unit Coat Mobilization/De- mobilization S Supplies /Consumabtes (Itemize) _ TravelilAileage Report (if applicable) TOTAL COST PER UNIT OF WORK NOTES: I Denote labor subject to pravaitnig Wage with asterisk(*). Hourly billing rates should include [uovation; wage rates and be.uona%Steut with publicly advertised rates charged to all clients (Commercial, Private or Pu lio): Hourly billing rates include hourlywage rate, not fee /profit, indirect castrate, and actual direct equipment rate . tobiliietionllT�mvbil {zadatt is bused on site location and number and rrequeucy oftesWitems. ODD items should t o based on actuat costs and supported by historical chan and other documentation. DIJC items thal would be considered 4 ools of the trade" are not reimbursable, LIT 15-01. Page li of S Janaary14,2015 25L -155 a Local Assistance Procedures Manual EXffiBIT 10 -01 Consultant Proposal D13E Commitment EXIHBIT 10 -01 CONSULTANT PROPOSAL DBE COMMITMENT (Inclusive of all DBEs listed at bid proposal. Refer to instructions on the reverse side of this form) Consultant to Complete this Section 1. Local Agency Name: City of Santa Ana 2. Project Location: City of Santa Ana 3. Project Description: On Call Right of Way Services 4. Consultant Name: Donna Desmond Associates 5. Contract DBE Goal %: 4% DBE Commitment Information 6. Description of Services to be Provided 7. DBE Firm Contact Information 8. DBE Cert. Number 9. DBE % Goodwill Appralsal Services Donna Desmond Associates, Donna Desmond 039212 100% 265 S. Beverly Glen Blvd, Los Angeles, CA 90024 (310) 476 -1114 Local Agency thComplete this Section 10.Total V, Claimed 100 % 16. Local Agency Contract Number; 17. Federal -aid Project Number: 18. Proposed Contract Execution Date: Local Agency certifies that all DBE certifications are valid and the information on this form is complete and accurate: 11. Preparer's Signature Donna Desmond 12, Preparer's Name (Print) President 19. Local Agency Representative Name (Print) 20, Local Agency Representative Signature 21. Date 22. Local Agency Representative Title 23. (Area Code) Tel. No. 13. Preparer's Title 6126!2015 (310) 475 -1114 14. Date 15. (Area Code) Tel. No. Distribution; (l) Original — Consultant submits to local agency with proposal (2) Copy — Local Agency files LPP 13 -01 25L -156 Page 1 of 2 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment INSTRUCTIONS - CONSULTANT PROPOSAL DBE COMMITMENT Consultant Section The Consultant shall; 1. Local Agency Name— Enter the name of the local or regional agency that is funding the contract. 2. Project Location - Enter the project location as it appears on the project advertisement. 3. Project Description - Enter the project description as it appears on the project advertisement (Bridge Rehab, Seismic Rehab, Overlay, Widening, etc.). 4. Consultant Name - Enter the consultant's firm name. 5. Contract DBE Goal %- Enter the contract DBE goal percentage, as it was reported on the Exhibit 10d Notice to Proposers DBE Information form. See LAPM Chapter 10. 6. Description of Services to be Provided - Enter item of work description of services to be provided. Indicate all work to be performed by DBEs including work performed by the prim consultant's own forces, if the prime is a DBE. If 100% of the item is not to be performed or famished by the DBE, describe the exact portion to be performed or furnished by the DBE. See LAPM Chapter 9 to determine how to count the participation of DBE firms. 7. DBE Firm Contact Information - Enter the name and telephone number of all DBE subcontracted consultants. Also, enter the prime consultant's name and telephone number, if the prime is a DBE. 8. DBE Cert. Number - Enter the DBEs Certification Identification Number. All DBEs must be certified on the date bids are opened. (DBE subcontracted consultants should notify the prime consultant in writing with the date of the decertification if their status should change during the course of the contract.) 9. DBE %- Percent participation of work to be performed or service provided by a DBE. Include the prime consultant if the prime is a DBE. See LAPM Chapter 9 for how to count full/partial participation. 10. Total % Claimed —Enter the total DBE participation claimed. If the Total %Claimed is less than item "6. Contract DBE Goal ", an adequately documented Good Faith Effort (GFE) is required (see Exhibit 15 -H DBE information - Good Faith Efforts of the LAPM). 11. Preparer's Signature — The person completing this section of the form for the consultant's firm must sign their name. 12. Preparer's Name (Print) — Clearly enter the name of the person signing this section of the form for the consultant. 13. Preparer's Title - Enter the position/title of the person signing this section of the form for the consultant. 14. Date - Enter the date this section of the form is signed by the preparer. 15. (Area Code) Tel. No. - Enter the area code and telephone number of the person signing this section of the form for the consultant. Local Agency Section: The Local Agency representative shall; 16. Local Agency Contract Number - Enter the Local Agency Contract Number, 17. Federal -Aid Project Number- Enter the Federal -Aid Project Number. 18. Contract Execution Date - Enter date the contract was executed and Notice to Proceed issued. See LAPM Chapter 10, page 23. 19. Local Agency Representative Name (Print) - Clearly enter the name of the person completing this section. 20. Local Agency Representative Signature - The person completing this section of the form for the Local Agency must sign their name to certify that the information in this and the Consultant Section of this form is complete and accurate. 21. Date - Enter the date the Local Agency Representative signs the form. 22. Local Agency Representative Title - Enter the position /title of the person signing this section of the form. 23. (Area Code) Tel. No. - Enter the area code and telephone number of the Local Agency representative signing this section of the form. LPP 13 -01 25L -157 Page 2 of 2 May 8, 2013 25L -158 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5a' day of August, 2015 by and between Desmond, Marcello and Amster, LLC, (hereinafter "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 (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Business Goodwill Appraisal Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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 those services as set forth in Exhibit A to this Agreement. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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. i�:iui This Agreement shall commence on the date first written above and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 6 25L -159 4. 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 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. 5. 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. 6. 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. 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. 25L -160 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 famished 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) Consultant shall supply City with a fully executed additional insured endorsement. f If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to tunish 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. 7. INDEMNIFICATION Consultant agrees to 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 contractors, 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 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. 25L -161 8. 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' 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. 9. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -162 To City: Cleric 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Desmond, Marcello, & Amster, LLC Madeleine Mamaux, Partner 6060 Center Drive, Suite 825 Los Angeles, CA 90045 mmamaux(a,dmavalue.com 310 - 216 -1400 (Office) 310 - 216- 0800(Fax) Jose Sandoval Assistant 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 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -163 14. 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. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -164 1% MISCELLANEOUS PROVISIONS a. Additional provisions, if any sire identified as Additional Provisions, Exhibit I1, attached hereto and incorporated into this Agreement byreference: b. 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 shrill 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. h All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written ATTEST. Maria D. fluizar Clerk of the Council APPROVED AS TO FO tMs SONIA R. CARVALHO City Attorney ply-/ Jos andoval A Want City Attorney RECOMMENDED FOR APPROVAL: Fred Mo isavipour ®� Executive Director Public World Agency CITY OF SANTA AN David Cavazos City Manager CONSULTANT: 15esmwid, Marcello; & Antster, LLC Madeleine Mamaux; Partner Tax ID 426- 0362647 25L -165 EXHIBIT A SCOPE OF SERVICES 25L -166 RESPONSE TO REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 SCOPE OF SERVICES: BUSINESS GOODWILL APPRAISAL SERVICES PREPARED FOR THE CITY OF SANTA ANA PUBLIC WORKS AGENCY DESMOND, MARCELLO & AMSTER 6060 Center Drive, Suite 825 Los Angeles, California 90045 Tel. (310) 216 -1400 Fax (310) 216 -0800 1 Sansome Street, Suite 3500 San Francisco, California 94104 Tel. (415) 439 -8390 Fax (415) 449 -3643 Toll Free No. (888) 240 -5184 www.dmavalue.corn 25L -167 I►7►��:1 June 9, 2015 City of Santa Ana Attn: Kenny Nguyen Public Works Agency 20 Civic Center Plaza 3rd Floor Reception, Ross Annex Santa Ana, CA 92701 Desmond, Marcella & Amster, LLC Valuation and Litigation Consultants 6060 Center Drive, Suite 825 Los Angeles, CA 90045 Tel: (310) 216 -1400 Fax: (310) 216-0800 Toll Free: (888) 240 -5184 1 SmGome Street, Suite 3500 San Francisco, CA 94104 Tel: (415) 439-8390 Fax: (4'15)449 -3643 www.dmavalue.com Re: Request for Proposals for On -Call Right of Way Specialty Services RFP No. 15 -044 Specialty Area — Business Goodwill Appraisal Services (A3) Dear Mr. Nguyen: Enclosed please find Desmond, Marcello & Amster's (DM &A) proposal to provide appraisal services in the area of Business Goodwill for the City of Santa Ana Public Works Agency (the , tit,„ ). We have enjoyed working for the City on recent projects, and would very much welcome the opportunity to provide Business Goodwill appraisal services for upcoming assignments. By submitting this proposal, DM &A acknowledges our thorough examination and acceptance of the Terms and Conditions of this RFP as described in Section II. The undersigned is designated as the point of contact as described in Section III, Part B. Thank you for your consideration of DM &A. We hope to have the opportunity to continue to work with the City on the important projects to come. Very truly yours, DES OND,MARC LO AMSTER Made eine Ma aux, CFA, ASA Partner MM /dkp 25L -168 1) STATEMENT OF QUALIFICATIONS B. Agreement Statement Desmond, Marcello & Amster concurs with the provisions in the sample agreement in Attachment 2 of the Appendix of this RFP. C. Understanding of Need Budgetary Estimates Budgetary estimates are used by public agencies in planning and preparing a project budget. Upon request, DM &A can prepare budgetary estimates of goodwill loss based upon "drive by" site inspections of the subject businesses, limited market research, and any publicly available data. The estimates also take into consideration DM &A's experience in preparing goodwill loss appraisals of comparable businesses, as well as knowledge of relevant statutes and case laws, negotiated settlements, and jury awards in eminent domain proceedings. Results will be presented in a brief letter. The tasks necessary to complete budgetary estimates include coordination with the City and /or the City's representatives to ascertain the location and number of businesses for which estimates are needed. DM &A's appraisers will visit the business locations and do research via public sources to gain any available understanding of the nature and scope of each business' operations. Care is taken such that the confidentiality of DM &A's objective is strictly maintained during this phase. Quality control is maintained via DM &A's review process as described below We will then refer to various in -house documentation and the public sources to determine a preliminary value for each business' goodwill. Further, we will utilize available information from the City's representatives, and our experience, to estimate the potential impact of the proposed project on each business' patronage and /or expense structure. Taking both "before" and "after" factors into consideration, DM &A can provide estimates of potential goodwill loss to each business. Goodwill Lass Acquisition Appraisals During the early stages of property acquisition, DM &A can provide preliminary estimates of goodwill loss. Acquisition appraisals are based on data which may be provided by the business' ownership at its discretion. Such information may include leases, background on the business provided via owner /management interviews, historical and prospective financial data, and information about proposed relocation sites. In addition, DM &A will perform basic transactional research in light of our understanding of the business' operations and financial condition, Consultant will also coordinate with real estate and fixtures and equipment appraisers to avoid duplication of compensation. Further, DM &A's analyses will be guided by relevant statutory and case law pertaining to compensation for loss of goodwill. Our approach to the appraisal process is thorough, collaborative, and professional. Our appraisers recognize the importance of a detailed approach to any assignment, and are cognizant of our role as representing our clients. Our professionals have extensive experience interviewing business owners, and make efforts to address their concerns and needs in these meetings. DM &A has bilingual professionals to interface with Spanish- speaking business 25L -169 owners. We work closely with agency staff and their attorneys in order to keep all parties apprised of the status of our appraisal projects. Our collaborative business approach allows DM &A to have a level of quality control and responsiveness that is unique in our market. DM &A's appraisal review process is thorough and involves oversight by firm partners. Budgets and schedules are closely monitored, and appropriate management controls have been implemented to maximize employee productivity. DM &A's delivery record of projects on time and within budget is evidence of the firm's superior quality control. DM &A's work will encompass steps including, but not limited to, the following: • Communications with Agency management to ascertain the scope of the assignment; • Review and analysis of financial statements of the subject business, including internal income statements and balance sheets as well as tax returns; • Interviews with the owners and /or managers of the subject business and /or a review of deposition transcripts. Such interviews are intended to provide DM &A with a thorough understanding of the business' products, operations, management, employees, marketing, competition, and industry, as well as an understanding of recent financial trends and outlook; • Site and area inspections of both the subject location and the business' relocation site, if applicable; • Review of leases and other contracts pertinent to the business' operations; • Coordination with other professionals, such as fixtures and equipment appraisers, real estate appraisers, and relocation consultants, to avoid duplication of compensation; • Independent research in the business' industry and the economic factors affecting the business; • Research into the marketplace for sales of businesses similar to the subject; • Investigation of the impact of the taking and /or of relocation, if applicable, on the business' revenues and profits in the "after" condition; • Implementation of valuation methods, such as the Income Approach and Market Approach, to determine the value of the business' goodwill in both the before condition and in the after condition; • Preparation of valuation report; and • Any required meetings or conferences with the client regarding appraisal questions. 25L -170 Suqqestions / Special Concerns DM &A has not identified any special issues at this time. To the extent that DM &A finds any avenues to enhance efficiency, quality and /or responsiveness, we will pass along such ideas to the City during the course of the Project. D. Firm and Team Experience Founded in 1968, DM &A has provided clients in both the public and private sectors with expertise in the valuation of closely -held businesses, professional practices, and specific tangible and intangible assets, such as goodwill, and furniture, fixtures and equipment. Since the enactment of the California Eminent Domain Law of 1976, DM &A has specialized in providing valuation services related to public agency property acquisition. DM &A's qualifications are the result of experience gained in the preparation of thousands of appraisals of tangible and intangible assets in a wide range of industries and business types. Examples include retail, restaurants, manufacturing, wholesale, medical practices, mining, agricultural, storage warehouses, hospitality, petroleum sales, and a variety of services ranging from auto repair to software development. Members of the firm hold graduate and undergraduate degrees from various prestigious academic institutions including: Harvard University, Wharton School of Business (University of Pennsylvania), University of Michigan, University of Southern California, Loyola Marymount University, and Claremont McKenna College. DM &A can assist throughout settlement negotiations and the litigation process. Our partners and principals have extensive testimony experience in business goodwill litigation. DM &A's litigation support services include assisting attorneys in discovery, reviewing and analyzing other appraisal reports in preparation for deposition and cross- examination, and assisting in preparation of direct testimony, including development of visual aids and rebuttal testimony, if necessary. Description of Labor Resources DM &A's Goodwill Valuation Department consists of eight appraisers. The Furniture, Fixtures and Equipment Department consists of a dedicated project manager and two sub - consultants, both of whom have worked with DM &A since 2012. This multi - disciplinary capability enables DM &A to address complex valuation issues involving both appraisal disciplines. Further, the size of our professional staff enables DM &A to accommodate client needs on large projects with tight deadlines. Project Time Allocation The allocation of time assigned to each appraiser varies by project. Completion of assignments for the City under this contract will be given the highest priority by the Project Manager and staff as needed to meet necessary deadlines. 25L -171 F. References Orange County Transportation Author Gary C. Weisberg, Esq. Woodruff, Spradlin & Smart 555 Anton Boulevard, Suite 1200 Costa Mesa, CA 92626 -7670 Office (714) 415 -1065 Email gweisberg @wss- law.com California Department of Transportation Mr. Erick Solares Attorney at Law California Department of Transportation 100 South Main Street, Suite 1300 Los Angeles, CA 90012 Office (213) 687 -6000 Email: erick.solares(a).dot.ca.gov Ms. Amanda DeJesus Attorney At Law California Department of Transportation Legal Division 100 South Main Street, Suite 1300 Los Angeles, CA 90012 Office (213) 687 -6000 Email amanda.deiesus().dot.ca.gov G. Fees DM &A is committed to providing top level service and work product at a competitive pricing level. DM &A's billing rates are all- inclusive and we will not submit claims for reimbursement of mileage, overtime, travel costs or ordinary costs incurred in the appraisal process. Not -to- exceed fees can be provided for many goodwill loss appraisal assignments once the details of the project and the businesses are known. Our standard hourly fee schedule is located in the Fee Proposal, submitted under separate cover. 2. SCOPE OF SERVICES & SCHEDULE Scope of Services DM &A's work will encompass steps including, but not limited to, the following: • Communications with Agency management to ascertain the scope of the assignment; • Review and analysis of financial statements of the subject business, including internal income statements and balance sheets as well as tax returns; • Interviews with the owners and/or managers of the subject business and/or a review of deposition transcripts. Such interviews are intended to provide DM &A with a thorough understanding of the business' products, operations, management, employees, 25L -172 marketing, competition, and industry, as well as an understanding of recent financial trends and outlook; • Site and area inspections of both the subject location and the business' relocation site, if applicable; • Review of leases and other contracts pertinent to the business' operations; • Coordination with other professionals, such as fixtures and equipment appraisers, real estate appraisers, and relocation consultants, to avoid duplication of compensation; • Independent research in the business' industry and the economic factors affecting the business; • Research into the marketplace for sales of businesses similar to the subject; • Investigation of the impact of the taking and /or of relocation, if applicable, on the business' revenues and profits in the "after" condition; • Implementation of valuation methods, such as the Income Approach and Market Approach, to determine the value of the business' goodwill in both the before condition and in the after condition; • Preparation of valuation report; and • Any required meetings or conferences with the client regarding appraisal questions. Timeline Budgetary estimates can generally be completed within 20 to 30 days. The schedule for completion of a business goodwill appraisal can vary widely depending upon the complexity of the business appraised and the degree of cooperation from the business' ownership. It is our experience that, assuming full and timely cooperation from all parties, an appraisal can be completed within 45 days of a client's authorization to proceed. DM &A actively communicates project status with clients via email, conference calls, or any other means preferred by the client. To the extent any data or information necessary for an appraisal is not forthcoming, we will notify Agency officials in a timely manner such that steps can be taken to obtain the necessary data. 25L -173 EXHIBIT B FEE PROPOSAL 25L -174 a 0 O U N a Q 0 a` N a U eNi m N m W L Wr C _QY W 0 i c 0 E v c v M y 5 o H `o. UW La o a a a a Q a a z z z z z z z` � N a m S u O o d O O O O O O O � C m O O O O O O O Q O O O O O O O cl aa� O O O O O O > N N N N N D N N O '= O O ~ a m N N a-i O H N H O 0 O 0 O O N N O w µL. N Z Z Z Z Z Z Z m O K Q ti `ate, z z z Z Z Z Z Z Z � O O O O O O O O O y o o O O o 0 0 bD 'gyp N OL61 N O n h N L Hf N N N N N M a 'C d L G L ccN U N cu o o t r m a N i Q Q a c Q L a L o N y C U L N N L 41 y [0 25L -175 Rate Schedule Desmond, Marcello & Amster Business Goodwill Appraisal Title Staff Member Standard Rate Depo /Court Appearance Rate BUSINESS GOODWILL Senior Partner Aaron Amster $325 $450 Partner Madeleine Mamaux 295 400 Principal Ricardo Goni 225 300 Senior Manager Eric Lietzow 200 250 Manager Diane Christensen 175 250 Manager Kevin Blair 175 250 Financial Analyst Zachary Doran 125 NIA 25L -176 Pricing Detail — Business Goodwill Appraisal DMA does not analyze individual work tasks separately for proposal pricing_ The bulk of the time spent typically involves financial analysis, research, and valuation analysis tasks. The amount of time spent on review also varies by assignment. DM &A's services are very business /tenant specific. Meaningful fee estimates cannot be given without knowing the types of businesses for which our services may be needed. Therefore we have provided business type information in the average cost estimates below and assumed "typical" situations. Summary Report Appraiser Ave. Rate+ Project Mgr. Ave. Rate = gvera a Cost Estimate Business Type` Appraiser Average Rate Protect Manager Average Cost Average Rate Estimate Small Retail & Services 19 hrs. 325.00 @ $175 = $3, g hrs. @ $275 = $2,200 $5,525 Restaurants /Bars 21.5 hrs. @ $175 = 10 hrs. @ $275 = $6,513 $$,762.50 $2,750 Independent 27 hrs. @ $175 = 12 hrs. @ $275 = $8,025 Wholesale/Manufacturing $4,725.00 $3,300 Gasoline Stations (may Include convenience stores, auto 21.5 hrs. @ $175 = 10 hrs. @ $275 = $6,513 repair, $3,762.50 $2,750 and car wash) 'List is not all inclusive of possible business types. DM&A will not submit claims for reimbursement of mileage, overtime, travel costs or ordinary costs incurred in the appraisal process. However, reimbursable expenses may be incurred during litigation, and may include preparation of trial exhibits. 25L -177 EXHIBIT C CERTIFICATIONS 25L -178 APPENDIX ATTACHMENT 3 -1: NON - COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 NON - COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non - collusion Affidavit. BIDDERS are cautioned that making a false certificatiptimay.subject the certi}ferV criminal prosecution. Signed State of California County of °s d% J2 s M Subscribed and swom to (or affirmed) before me on this day of 69C 20�S�by/i%2�p /d /i/a proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. pif /. �M Notary Public Signature DEBRA K. P qj COMM. #2024032 m Notary Public Seal i OM wotm'pub ES COTN­ TY In Comm. 4 . JUNE 7 7 City of Santa Ana RFP 15 -044 Page 28 25L -179 — -- APPENDIX ATTACHMENT 3 -2: NON - LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities ". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Desmond, Marcello & Amster, LLC Finn Signed and Printed Name: Title partner Date 6/9/2015 Madeleine Mamaux City of Santa Ana RFP 15 -044 Page 29 25L -180 APPENDIX ATTACHMENT 3 -3: NON - DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultrant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he /she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his /her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non - compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of City of Santa Ana RFP 15 -044 Page 30 25L -181 September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject to all the penalties i cised for a violation of the Chapter. Signed: Partner Title: Firm: Date: Desmond, Marcello & Amster 5/9/2015 City of Santa Ana RFP 15 -044 Page 31 25L -182 EXHIBIT D ADDITIONAL PROVISIONS 25L -183 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment EXHIBIT 10 -01 CONSULTANT PROPOSAL DBE COMMITMENT (Inclusive of all DBEs listed rabid proposal. Refer to instructions on the reverse side ofthis form) S''r N rs I'` pm , ;Con ut a th Coln "lete thl� $ectlon a "bsaa z I R el- 1. Local Agency Name: � 0_,� A1'x CT.^ (1.A. (I C, :.0Qrks Ac�('JI.0 p t.�GrJ�rX. 2. Project Location: 3. Project Description: krx 4. Consultant Name: �.C' Cj Cu 131 �� V�r'�,C�V"C'2, �Iu + r"tutit�� 5. Contract DBE Goal %: DBE Commitment Information 6. Description of Services to be Provided 7. DBE Firm Contact Information S. DBE Cart. Number 9. DBE % 16. Local Agency Contract Number::',xsrfjrn 17. Fadarel -eid Projeot Number: IS. Proposed Contract Execution Date: Local Agency certifies that all DBE certifications are valid and the information on this form is complete and accurate: $% r N 6 ' 11. Preparers Signatur 12. Preparer's Name (Print) e 19. Local Agency Representative Name (Print) 20. Local Agency Representative Signature 21. Date 13. Preparer's Title \�/ �([ 14. Pate X15. (Area Code) TeL No, 22. Local Agency Representative Title 23. (Area Code) Tel. No. Distribution: (1) Original — Consultant submits to local agency with proposal (2) Copy — Local Agency tiles LPP 13 -01 25L -184 Page 1 of 2 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment INSTRUCTIONS - CONSULTANT PROPOSAL DBE COMMITMENT Consultant Section The Consultant shalt: 1. Local Agency Name — Enter the name ofthe local or regional agency that is funding the contract. 2. Project Location -Enter the project location as it appears on the project advertisement. 3. Project Description -Enter the project description as it appears on the project advertisement (Bridge Rehab, Seismic Rehab, Overlay, Widening, etc.), 4. Consultant Name -Enter the consultant's firm name. 5. Contract DBE Goal % - Enter the contract DBE goal percentage, as it was reported on the Exhibit 10 -I Notice to Proposers DBE Information form. See LAPM Chapter 10. 6. Description of Services to be Provided - Enter item of work description of services to be provided. Indicate all work to be performed by DBEs including work performed by the prime consultant's own forces, if the prime is a DBE. If 100% of the item is not to be performed or furnished by the DBE, describe the exact portion to be performed or famished by the DBE. See LAPM Chapter 9 to determine how to count the participation of DBE firms. 7. DBE Firm Contact Information - Enter the name and telephone number of all DBE subcontracted consultants. Also, enter the prime consultant's name and telephone number, if the prime is a DBE. 8. DBE Cert. Number- Enter the DBEs Certification Identification Number. All DBEs must be certified on the date bids are opened. (DBE subcontracted consultants should notify the prime consultant in writing with the date of the decertification if their status should change during the course of the contract.) % DBE % - Percent participation of work to be performed or service provided by a DBE. Include the prime consultant if the prime is a DBE. See LAPM Chapter 9 for how to count full/par ial participation. 10. Total % Claimed —Enter the total DBE participation claimed. If the Total % Claimed is less than item "6. Contract DBE Goal ", an adequately documented Good Faith Effort (GFE) is required (see Exhibit 15 -H DBE Information - Good Faith Efforts of the LAPM). 11. Preparer's Signature —The person completing this section of the form for the consultant's firm must sign their name. 12. Preparer's Name (Print) — Clearly enter the name of the person signing this section of the form for die consultant. 13. Preparer's Title - Enter the position'title of the person signing this section of the form for the consultant. 14. Date - Enter the date this section of the form is signed by the preparer. 15. (Area Code) Tel. No. - Enter the area code and telephone number of the person signing this section of the form for the consultant. Local Agency Section: The Local Agency representative shall. 16. Local Agency Contract Number - Enter the Local Agency Contract Number. 17. Federal -Aid Project Number- Enter the Federal -Aid Project Number. 18. Contract Execution Date - Enter date the contract was executed and Notice to Proceed issued. See LAPM Chapter 10, page 23. 19. Local Agency Representative Name (Print) - Clearly enter the more of the person completing this section. 20. Local Agency Representative Signature - The person completing this section of the form for the Local Agency must sign their name to certify that the information in this and the Consultant Section of this form is complete and accurate. 21. Date - Enter the date the Local Agency Representative signs the form. 22. Local Agency Representative Title- Enter the position /title of the person signing this section ofthe form. 23. (Area Code) Tel. No. - Enter the area code and telephone number of the Local Agency representative signing this section of the form. LPP 13 -01 25L -185 Page 2 of 2 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System EXHIBIT 10 -K CONSULTANT CERTIFICATION OF CONTRACT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note: If requesting to utilize the Safe Harbor Indirect Cost Rate submit Attachment] of DLA -OB 13 -07- Safe Harbor Indirect Cost Rate for Consultant Contracts found at hitp://www. (lot. ea. govAaq/ LoealPrograms/DLA_OBIDLA_OB.htm in lieu ofthisform.) Certification of Final Indirect Costs: Consultant Firm Name: N S l �) (\c7 �lr�v C(' �iG Ed✓l S�2V Indirect Cost Rate: D * for fiscal period 0-0 (mm /dd /yyyy to mm /dd /yyyy) �vt `5 �, llb nq rc lea �t eu�Qeank sc �t(�(to, cure (I QQ *Fiscal period covered to t Indirect Cos Rate developed (not the ntract period). C,c .l£ Ip C Local Government: t`� �oUV'�t�cg� ��t9e�5 Contract Number: Proj ect Number: `tlat" pebQCi Oq l 4t';-1 Lo0cf JZ Y P IJb IS-0`q 1, the undersigned, certify that I have reviewed the proposal to establish final indirect cost rates for the fiscal period as specified above and to the best of my knowledge and belief: 1. All costs included in this proposal to establish final Indirect Cost Rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of Title 48, Code of Federal Regulations (CFR), Part 31. 2. This proposal does not include any costs which are expressly unallowable under the cost principles of the FAR of 48 CFR, Part 31. All known material transactions or events that have occurred affecting the firm's ownership, organization, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above. Certification of Financial Management System: I, the undersigned, certify to the best of my knowledge and belief that our Financial Management System meets the standards for financial reporting, accounting records, internal and budget control as set forth in the FAR of Title 49, CFR, Part 18.20 to the extent applicable to Consultant. Certification of Dollar Amount for all A &E Contracts: 1pyQ 6-x,44�,1 ci.y/h{' I, the undersigned, certify that the approximate dollar amount of al A &E,ntracts awarded by Caltrans or a California local a ency to this firm within the last three (3) calendar ars for all State DOT and Local Agencies is $ 2* and the number of states in which the firm does business is B Certification of Direct Costs: I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are reasonable, allowable and allocable to the contract in accordance with the cost principles of the FAR of Title 48, CFR, Part 31. Allowable direct costs to a Government contract shall be: UPI, I5 -01 25L -186 Page 1 of 2 January 14, 2015 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System 1. Compliant with Generally Accepted Accounting Principles (GAq) and standards promulgated by the Cost Accounting Standards Board (when applicable). 2. Compliant with the terms of the contract and is incurred specifically for the contract. 3. Not prohibited by 23 CFR, Chapter 1, Part 172— Administration of Engineering and Design Related Service Contracts to the extent requirements are applicable to Consultant. All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files. Subconsultants (if applicable) Proposed Contract Amount (or amount not to exceed if on -call contract): $ Prime Consultants (if applicable) Proposed Total Contract Amount (or amount not to exceed if on -call contract): $ Prime, list all Subconsultants and proposed subcontract dollar amounts (attach additional page if necessary): Consultant Certifying (Print Name and Title): Name: i v \Gicf i£L1��� �lGt j� Title: Consultant Certification Signature * *: Date of Certification (mm ddfyyyy): t G (a c—, J �Do ( S Consultant Contact Information: Email: I\dvl&G\ft uk L° VCt(C.te : C:etilA Phone number: 3 LID is (G C) * *An individual executive or financial officer of the consultant's organization at a level no lower than a Vice President or Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the Indirect Cost Rate proposal submitted in conjunction with the contract. Note: Per 23 U.S.C. 112(b)(2)(B), SubconsuGants crust comply with the PAR Cost Principles contained in 48 CFR, Part 31. 23 CFR Part 172.3 Definitions state: Consultant means the individual or firm providing engineering and design related services as a party to the contract. Therefore, subconsultants as parties of a contract n ust complete a certification and send originals to A &1 and keep copies in Local Agency Project Files, Distribution. I) Original to Caltrans Audits and Investigations 2) Retained in Local Agency Project riles LPP 15 -01 25L -187 Page 2 of 2 January 14, 2015 Local Assistance Procedures Manual EXHBIT 10 -1 Notice to Proposers DBE Information EXHIBIT 10 -I NOTICE TO PROPOSERS DBE INFORMATION The Agency has established a DBE goal for this Contract of OR The Agency has not established a goal for this Contract. However, proposers are encouraged to obtain DBE participation for this contract. 1. TERMS AS USED IN THIS DOCUMENT • The term "Disadvantaged Business Enterprise" or "DBE" means a for -profit small business concern owned and controlled by a socially and economically disadvantaged person(s) as defined in Title 49, Code of Federal Regulations (CFR), Part 26.5. • The term "Agreement" also means "Contract." • Agency also means the local entity entering into this contract with the Contractor or Consultant. • The term "Small Business" or "SB" is as defined in 49 CFR 26.65. 2. AUTHORITY AND RESPONSIBILITY A. DBEs and other small businesses are strongly encouraged to participate in the performance of Contracts financed in whole or in part with federal funds (See 49 CFR 26, "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs "). The Consultant must ensure that DBEs and other small businesses have the opportunity to participate in the performance of the work that is the subject of this solicitation and should take all necessary and reasonable steps for this assurance. The proposer must not discriminate on the basis of race, color, national origin, or sex in the award and performance of subcontracts. B. Proposers are encouraged to use services offered by financial institutions owned and controlled by DBEs. 3. SUBMISSION OF DBE INFORMATION If there is a DBE goal on the contract, Exhibit 10 -01 Consultant Proposal DBE Commitment must be included in the Request for Proposal. In order for a proposer to be considered responsible and responsive, the proposer must make good faith efforts to meet the goal established for the contract. If the goal is not met, the proposer must document adequate good faith efforts. All DBE participation will be counted towards the contract goal; therefore, all DBE participation shall be collected and reported. Exhibit 10 -02 Consultant Contract DBEInformation must be included with the Request for Proposal. Even if no DBE participation will be reported, the successful proposer must execute and return the form. 4, DBE PARTICIPATION GENERAL INFORMATION It is the proposer's responsibility to be fully informed regarding the requirements of 49 CFR, Part 26, and the Department's DBE program developed pursuant to the regulations. Particular attention is directed to the following: A. A DBE must be a small business firm defined pursuant to 13 CFR 121 and be certified through the California Unified Certification Program (CUCP). LPP 13 -01 25L -188 Page I of 3 May 8, 2013 Local Assistance Procedures Manual EXHBIT 10 -1 Notice to Proposers DBE Information B. A certified DBE may participate as a prime consultant, subconsultant, joint venture partner, as a vendor of material or supplies, or as a trucking company. C. A DBE proposer not proposing as ajoint venture with a non -DBE, will be required to document one or a. combination of the following: 1. The proposer is a DBE and will meet the goal by performing work with its own forces. 2. The proposer will meet the goal through work performed by DBE subconsultants, suppliers or trucking companies. 3. The proposer, prior to proposing, made adequate good faith efforts to meet the goal. D. A DBEjoint venture partner must be responsible for specific contract items of work or clearly defined portions thereof. Responsibility means actually performing, managing, and supervising the work with its own forces. The DBEjoint venture partner must share in the capital contribution, control, management, risks and profits of the joint venture commensurate with its ownership interest. E. A DBE must perform a commercially useful function pursuant to 49 CFR 26.55, that is, a DBE firm must be responsible for the execution of a distinct element of the work and must carry out its responsibility by actually performing, managing and supervising the work. F. The proposer shall list only one subconsultant for each portion of work as defined in their proposal and all DBE subconsultants should be listed in the bid /cost proposal list of subconsultants. C. A prime consultant who is a certified DBE is eligible to claim all of the work in the Contract toward the DBE participation except that portion of the work to be performed by non -DBE subconsultants. 5. RESOURCES A. The CUCP database includes the certified DBEs from all certifying agencies participating in the CUCP. If you believe a firm is certified that cannot be located on the database, please contact the Caltrans Office of Certification toll free number 1- 866 -810 -6346 for assistance. B. Access the CUCP database from the Department of Transportation, Office of Business and Economic Opportunity Web site at: http: / /www.dot.ca.gov /hq /bep /. 1. Click on the link in the left menu titled Disadvantaged Business Enterprise; 2. Click on Search for a DBE Firm link; 3. Click on Access to the DBE Query Form orm located on the first line in the center of the page. Searches can be performed by one or more criteria. Follow instructions on the screen. 6. MATERIALS OR SUPPLIES PURCHASED FROM DBES COUNT TOWARDS THE DBE GOAL UNDER THE FOLLOWING CONDITIONS: A. If the materials or supplies are obtained from a DBE manufacturer, count 100 percent of the cost of the materials or supplies. A DBE manufacturer is a firm that operates or maintains a factory, or establishment that produces on the premises the materials, supplies, articles, or equipment required under the Contract and of the general character described by the specifications. B. If the materials or supplies purchased from a DBE regular dealer, count 60 percent of the cost of the materials or supplies. A DBE regular dealer is a firm that owns, operates or maintains a store, warehouse, or other establishment in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the Contract are bought, kept in stock, and regularly sold or leased to the public in the usual course of business. To be a DBE regular dealer, the firm must be an established, regular business that engages, as its principal business and under its own name, in the LPP 13 -01 25L -189 Page 2 of 3 May 8, 2013 Local Assistance Procedures Manual EXHBIT 10 -I Notice to Proposers DBE Information purchase and sale or lease of the products in question. A person may be a DBE regular dealer in such bulk items as petroleum products, steel, cement, gravel, stone or asphalt without owning, operating or maintaining a place of business provided in this section. C. If the person both owns and operates distribution equipment for the products, any supplementing of regular dealers' own distribution equipment shall be, by a long -tern lease agreement and not an ad hoc or Agreement -by- Agreement basis. Packagers, brokers, manufacturers' representatives, or other persons who arrange or expedite transactions are not DBE regular dealers within the meaning of this section. D. Materials or supplies purchased from a DBE, which is neither a manufacturer nor a regular dealer, will be limited to the entire amount of fees or commissions charged for assistance in the procurement of the materials and supplies, or fees or transportation charges for the delivery of materials or supplies required on thejob site, provided the fees are reasonable and not excessive as compared with fees charged for similar services. LPP 13 -01 25L -190 Page 3 of 3 May 8, 2013 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5 1 day of August, 2015 by and between Epic Land Solutions, Incorporated, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Acquisition and Relocation Services. B. Consultant represents that Consultant is able and willing to provide such services to the City 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 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 those services as set forth in Exbibit A to this Agreement. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $300,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 7 25L -191 4. 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 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. 5. 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. 6. 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. 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. 25L -192 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) Consultant shall supply City with a fully executed additional insured endorsement. f. 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. 7. INDEMNIFICATION Consultant agrees to 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 contractors, 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 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. 25L -193 8. 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' 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. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -194 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Epic Land Solutions, Inc. James L. Overcamp, Jr., SR/WA, Vice President 2601 Airport Drive, Suite 115 Torrance, CA 90505 iimovereamp2epicland.com 310- 626 -4848 (Office) 310 - 891 -3348 (Fax) Jose Sandoval Assistant 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 parry 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -195 14. 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 persomiel or by other consultants retained by City. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -196 19, MISCELLANEOUS PROVISIONS a. Additional provisions, if any are identified as Additional Provisions, Exhibit D, attached hereto and incorporated into this Agreement by reference. b. Each undersigned represents and warrants that its signature herein below has the power, authority and right to hind their respective pages to each of the terms of this Agreement, and shall indemnify City fully, including reasonable casts 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, IN WITNESS WHEREOF, the parties hereto have executed this Agrevinent the date and year first above written. ATTEST.- CITY OF SANTA ANA Maria D. Hu zar David Cavazos Clerk of the Council City Manager APPROVED AS TO FOR1 : SONIAR. CARVALHO CONSIYUfANT: City Attorney By: dose a(2doval Epic Land Solutions Assistant City Attorney James L. Ovemamp, Jr., Vice President Tax tD #E95-4813025 RECOMMENDED FOR APPROVAL: Fred Mousavfpour Executive Director Public Works Agency 25L -197 EXHIBIT A SCOPE OF SERVICES 25L -198 Epic Land Solutions, Inc. epic: adj. 9.Surpossing the usual or ordinary, paitieu- lariyIn scope welze Z.Horm4and Impressive in qualify (The American Heritage Dictionary of the English Lan= ruses. and Edidow Hough #o slitiiin Company, 5996) wmv eoiciand corn CITY OF SANTA ANA Santa Ana public Works Agency 20 Civic Center plaza; 3rd Floor Reception, Ross Annex Santa Ana, CA 92701 Attn: Kenny Nguyen, project Manager 2501 Avoca Dr 3856 Vine S?. 3517 Camino Dal P,io S sula116 Suita200 Suiludol Twranca. GA 40905 Rmerside. CA 52301 San rhogo. CA92108 ?hare: 310 8264 &48 ?4ore 85132, ?800 Phone 619.822.27603 Co., al6. Sol ,3348 Fax 96112* IAN Pea 619574.2667 10300 SVV,reer1bmg Rd €410 N. i5 INn Rd 2103 Hamann Ave NA' Suite 3'6 Suite 410 Suite 2 -821 Povarn OR 87223 Spokane WAagQ06 (J!Ympia. WA. MU2 Pho,y 877.321 3201 P me 87732' 3'210? None 671 521320, Fax' 503.24.,026° Fax 50- iri.1112 25L -199 Epic Land Soludons, 2601 Airport Drive, Suite 115 Torra rice, CA 90505 Phone! 310-616-4848 Fax: 9I0-891-3348 June 110, 2015 City of Santa Ana Attn.: Kenny Nguyen Public Works Agency 20 Civic Center Plaza; 311 Floor, Ross Annex Santa Ana, CA 92701 RE: Proposal Responding to RFP #15-044: On-Call Right of Way Specialty Services forthe City of Santa Ana, Specialty Area A4: Acquisition/ Relocation Services Dear Mr. Nguyen: Epic Land Solutions, Inc. is pleased to respond to the RFP for Acquisition, Relocation, and Property Management Services. Epic Is a prime consultant that will enter into a contract with the City of Santa Ana. For more than 14 years, Epic has been providing exemplary right of way and property management services to many of Southern California's government and quasi- governmental agencies — many in Orange County. We are honored to propose In response to this opportunity with Ron Wicks, PMP, SRIWA, RIW-NAC, RIW-RAC as our proposed Project Manager. Epic takes very seriously the responsibility of representing the City of Santa Ana and will always strive to advance the economic, legal and relationship interest of the City to the beat Of our ability, all within the regulatory framework governing our industry. If you should have questions or comments about this proposal, please do not hesitate to contact us. By signing this cover letter, I am attesting that all Information submitted with the proposal is true and correct. CREATING LAND SOLUTIONS FOR THE PUBLIC GOOD www,EpicLanc1.Gorn 25L-200 Epic concurs with all the "provisions as contained in the sample agreement attached as Attachment 2, in the Appendix of this RFP. c. Understanding of Need — Right of Way AcquisitionlRelocatiori Services Epic's Project Manager Ryan Wicks, PMP, SR/WA, RiW -NAG, RfWRAC, is prepared to meet the needs of the City's Right of Way Acquisition/Relocation as specified in the RFP and addendum. Epic will ensure all work will be performed In accordance with the public agency's policies and procedures and federal, state and local regulations. Rory Wicks will manage and oversee the following tasks: Acquisition Services, Consultant shall[ be Responsible for; "Good faith negotiations" with property owners for the purchase of right- of-way based on values established In the reviewed and approved appraisals; adherence to all professional standards and the Ca[trans Right -of -Way Manuel and all applicable laws and regulations; preparation of all written correspondence, applicable forms and City's standard purchase agreement; coordination with City staff; performance of notary services related to the signing of acquisition documents', escrow coordination' with Agency's selected .title company; completion of final close -out work per Caltrans requirements; and maintenance of all acquisition flies, Including acquisition diaries. Acquisition Consultant Responsibilities under the Uniform Act; • Ensure establishment of just compensation by local agency prior to initiation of negotiations; • Expeditious acquisition within 30 days of approved appraisal. • First Written Offer should be presented in person when possible. • Caltrans requires that a copy of the appraisal report shall be provided to the owner with the First Written Offer; a Summary Statement (basis for the appraisal) is optional in this rase. • Owner to be given reasonable time to consider City's offer and present material relevant to value determination (i.e.; 30 days and a minimum of 3 contacts). • Payment is required before taking possession unless date of possession clause is used in contract. • Agency is responsible for payment of all incidental expenses (title, escrow, surveys, prepayment penalties)* • Preparation of Administrative Settlements when it is reasonable and in the public interest, • Diary entries including confirmation of delivering title A information, Acquisition tastes shall include but not limited to; Meeting with City staff to discuss assignments and procedures. Perform the services required by the City with quaRied personnel, equipment, materials, supplies, and management and administration services. All personnel and subcontractors, referred to as "Approved Personnel ", shall be approved by City, prior to providing services. There shall be no changes in the Approved Personnel without written concurrence of the City. M 25L -201 • Prepare and maintain a schedule of major activities and milestones and provide an estimate of the cost to conduct proposed assignments including assignments to subcontractors. Upon City's written approval of the estimated cost, initiate the assignment in a timely manner. • Present strategies for negotiating successfully and reach agreements with Property Owners and their representatives and to close the acquisition Process. • Be responsible for the accuracy of work and promptly make all necessary revisions or corrections resulting from errors and omissions by Approved Personnel. • As deemed necessary by the City, meet with the City and other staff as requested. • Monitor and maintain all files to ensure overall project integrity. • Prepare and assemble the "Offer Package' using the format approved by the City. • Prepare and maintain a file for those properties assigned for acquisition by the City. • Present written purchase offers to property owners as directed by staff. • Negotiate effectively with property owners, or businesses, tenants (or their appointed representatives) to successfully obtain an agreement for the purchase and sale transaction. • Supplement negotiations by obtaining and reviewing counter offers or demands from property owners, recommendations for settlements, coordinating with the agency to review and discuss all possible solutions and problems, including condemnation. • Prepare all acquisition agreements, deeds and other documents necessary to complete the acquisition. • Obtain reconveyance and subordination agreements as necessary. • Maintain an accurate and current record of all- pertinent information and contacts concerning the property owners and tenants. • Assist City in condemnation support activities. Epic will provide to the City with the original acquisition files as well as an electronic copy of all properties acquired at the conclusion of the right -of -way process. The original acquisition files will be organized in one folder for each property acquired and the electronic copy shall be organized in the format consistent with the City's file name and folder structure. Acquisition Charles Jones, II will manage Epic's team of agents assigned to work with property owners impacted by any project pursued by the City. The amount of Just Compensation, as determined by the City, will serve as the basis for the written offer to the property owner. Epic's agents will prepare offer letters and lists of compensable items of facilities and equipment. After undergoing a quality control review, written offers will then be presented to the appropriate owners or their authorized representatives in person. Immediately upon initiating the negotiation process, Epic's agents will establish a positive rapport, trust and a reliable working relationship with the property owner in order to create an atmosphere in which successful negotiations can be conducted. The property owner will be given a detailed explanation of the property interest being acquired and the proposed design and construction details as it affects the property. Epic will assign one agent as the primary point of contact for each property owner. Epic will advise regarding the acquisition process and the construction (timing, phasing, type, etc.). Early in the process, Epic will also ascertain if owners have tenants leasing their property. It is beneficial for the right of way team to be involved in the design /build process with the design and construction team. Prior to meeting with the property owner or tenant, Epic identifies concerns and discusses those with the design engineer. Some steps Epic might take to minimize impact and help address some of the concerns related to construction include: El 25L -202 Review the construction plans with the owner and tenants;. reviewing those plans with property owners or tenants can alleviate their fears 4 .Document conditions agreed to with the property owner /tenant In both the agreement language and the special provisions for bid purposes. There is a balance between minimizing impacts to properties and restricting the contractors in such a way that the project becomes more expensive, Epic works closely with the client, the design engineer and the impacted property owner/tenants to determine which concessions can be made without adversely impacting the project construction Work with the construction team to develop alternate methods of construction with less Impact on business owners, such as working nights and weekends Construction on a large transportation improvement project can last several years. The impacts to the property ownersibusinesses during that period are significant and include; maintaining utility connections, road closures, safety, noise, vibrations and dust, limited access, loss of parking, and loss of visibility, Epic is committed to obtaining a fair settlement between the City and each property owner, and striving for .a Purchase and Sale Agreement In each transaction that leads to recorded property rights.. Sometimes the design, construction or valuation issues are difficult to settle on time, Epic has been successful In utilizing Possession and Use Agreements that allow for additional prescribed time to negotiate valuation further. Pursuing this option enables the City to achieve a right to possession recognized by Caltrans as suitable for construction and also provides the property owner with an alternative to litigation. When Condemnation Happens It is Epic's ultimate goal to establish a fair settlement between the City and the property owner; however sometimes It is necessary to resolve valuation or design differences In court. if negotiations are unsuccessful, Epic`s agents will prepare summary memos outlining efforts made and the reason(s) for impasse. Epic will send an impasse letter to the property owner(s) and begirt eminent domain #asks, including preparation of litigation briefings, recommendations and court testimony as needed. Since the laws for eminent domain have changed, getting orders of possession has become a lengthier and more complex process, For properties that do need to go through eminent domain, Epic will take extensive pictures prior to construction. This protects the agency from exaggerated claims based upon unverifiable accounts of before- construction conditions. Further, the construction sometimes moves forward so quickly that often the oWner's attorney and/or experts are not able to see the property In the before condition„ After filing the court case, Epic will continue the discussions that were initiated prior to Tiling,. Relocation Services Consultant shall provide a complete relocation assistance program to comply with the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (Uniform Act) or Title 25, California Code of Regulations, its amendments, and other pertinent laws and regulations. Prepare relocation Plans, Relocation Guidelines, relocation cost estimates, .project area surveys and other specialized reports. 25L -203 Epic will provide the City with relocation services that include, but are not limited to the following: General Relocation Services: • Provide relocation advisory services • Meet personally with each displacee to ascertain the nature and scope of relocation assistance required, to inform the displacees of their rights, and to explain the relocation process • Prepare a weekly status report of relocation cases to be submitted to the City • Document and log all contacts and activities • Prepare and distribute informational brochures and other required notices • Determine each displacee's eligibility for relocation; prepare an estimated timeline and benefits. • Prepare "Relocation Package" in accordance with City approved format • Conduct appropriate searches for relocation replacement sites and provide relocation site referrals to displacees. • Obtain Moving bids and prepare estimate of benefits Residential Relocation Services shall include but not limited to: • Prepare Residential relocation claims and submit to the City for approval and payment • Personally inspect replacement dwellings and /or buildings and sites to determine if they meet decent, safe and sanitary regulatory requirements • Coordinate the move with displacee • Prepare certification of abandonment and submit to the City Business Relocation Services shall include but not limited to: • Coordinate with FF &E appraiser to prepare an inventory of Personal Property • Coordinate with Real Estate appraiser to ensure there's no duplication of benefits • Coordinate with Business Goodwill appraiser and provide necessary assistance • Determine eligibility for In -Lieu payment • Prepare cost construction cost estimates to determine reasonable relocation benefits of replacement properties • Determine actual and reasonable search expenses • Arrange for a final walk- through inspection of the property with displacee • Coordinate and monitor the move to ensure City purchased items are not part of the move. • Prepare final claim, certification of abandonment and submit to the City Construction and moving bid services shall include: Movers: • Conduct on site inventory and photos • Complete certified inventory and mover instruction form • Schedule and coordinate bids • Attend site inspection, if necessary • Review and compare bids 25L -204 Contractors: • Verify licensing • Prepare mover instruction form • Schedule and coordinate bids • Attend site inspection, if necessary • Review and compare bids • Evaluate for eligibility Relocation Flan Consultant shall prepare a Relocation Plan, In accordance with all requirements of State Lain, State HCD Guidelines, the Relocation Assistance and Real Property Acquisition Rules and Regulations of the Agency, The purpose of this Relocation Plan is to provide the City With summary and statistical information regarding the impact of a project to potential displaced people. Specifically, this report shall identify potential impacts that may occur as a result of the demolition of existing structures, proposed displacement of occupants, and a plan to mitigate respective impacts. The Relocation Plan shall Include: Description of the proposed pro)ect and project location; 0 Assessment of needs, Replacement housing resources; * Residential and commercial displacements; 4 Temporary housing (if applicable), * Program assurances and standards; Relocation assistance program; * Citizen participation and plan review period; + description of relocation benefits; 0 Eviction policies and procedures; Appeals and grievance procedures, * displacement schedule,: # Estimated relocation costs.. Relocation Assistants Relocation Agents, Jesse Ortiz and lathy Gsbanilla, will ensure that Epic's relocation efforts conform to all Caltrans and Uniform Act regulations. The development of a relocation plan will Immediately become a critical component to identify all potential problem areas and minimize adverse impacts of displacement Epic's agents will start by conducting initial Interviews of all impacted residences and businesses and analyzing possible relocation options and costs, verifying the feasibility of moving, forward with the anticipated relocations. In addition, Epic will consider any special relocation advisory services that may be necessary for the displaced persons. 'The Relocation Plan will include the following: • plagram or sketch of the project area • Projected dates of displacement • Written analysis of the relocation needs of all persons to be displaced and how these needs will be met • A detailed description of the relocation advisory services program 7 25L -205 Notices are one of the most important parts of a relocation program. Providing notices to affected persons and businesses in a timely manner can save municipal funds, save the affected persons from unnecessary hardship and in some cases, minimize displacement. Relocation notices include, but are not limited to: General Information Notice, Notice of Relocation Eligibility, 90 -day Information Notice, and 30 -Day Notice to Vacate. Epic will assign a relocation agent to each displaced person. This agent will contact the displaces as soon as possible to establish a line of communication and provide forthe seamless relocation of that household or business. Some of the questions that will be addressed at the initial interview with residential displacees will include: number, gender and age of all occupants, household income, distance to employment, utilization of neighborhood services including public transportation and any other special needs that the displacee may have. Some of the questions that will be addressed at the initial interview with displaced businesses will include: number of employees at the location, special moving requirements, special licensing or zoning needs and permits needed to resume business. Epic's relocation agent will personally explain the relocation assistance program and eligibility requirements for relocation payments. This will also include referrals to, and coordination with community resources available, as well as public housing and other public services. In addition, Epic will explain the Relocation Assistance Appeal process to each displacee. In the event that the displacee does not speak English, Epic will arrange for translation. Epic has numerous Spanish speaking agents and can support several other languages in -house as well. Replacement housing valuation reports will be prepared by a person other than the designated relocation assistance agent for the displaced person. All subject and comparable dwellings will be field reviewed and any special or unique interior features noted. The valuation reports will contain photographs of all dwelling units described in the reports. The entitlement letters will be prepared based on this information and submitted to the City for review and approval. Epic will research the marketplace for available replacement locations. After the market data has been obtained, Epic will compile a listing of available housing and /or replacement business sites. Some criteria used by Epic in determining comparable replacements include whether sites are: functionally equivalent; adequate In size to accommodate the displaced persons; not subject to unreasonable adverse environmental conditions; located in similar proximity to public services and employment; located on a site typical in size; currently available on the open market to the displaced person, and within the financial means of the displaced person. Part of Epic's function as the relocation consultant is to inspect replacement dwellings to determine If they meet decent, safe and sanitary replacement housing standards as required by health and safety codes. For most displaced persons, relocation advisory services are as important, if not more so, than the financial aspects of the relocation. Epic is willing to provide any additional relocation advisory services as may be deemed necessary to minimize hardship and provide that all persons displaced by the public project shall receive fair, uniform and equitable treatment. This includes transportation to view replacement sites, If necessary. Epic will determine eligibility for and proposed amounts of relocation benefits, including replacement housing payments, rental or down payment assistance and moving expenses for residential relocations. For businesses, Epic will review and recommend payments for reasonable moving and related expenses as well as reestablishment expenses. For displaced persons, the paperwork process can be confusing and overwhelming. Epic understands this and prepares all applicable benefit claim forms, explains them in depth to the displaced person, obtains the claimant's signatures on the forms and then submits the claim forms for processing payment. Epic's agents will conduct all relocation efforts in accordance with the City's right of 25L -206 way policies and procedures manual. Epic's approach to commercial relocations emphasizes preventing or mitigating possible goodwill claims by providing high quality referrals and actively soliciting feedback from the business owner. Overall Property Management Services will be handled by Karen Starr CPMO, RNV -AMC, SR/WA, Epic "s property management staff has years of experience and business relationships with general contractors and construction managers to handle all emergency repairs. Our relationships with a variety of vendors include environmental assessment and romediation firms, demolition and site clearance firms, :architecture and construction firms to provide curative work, electricians, plumbers, roofers, carpenters, and general handymen, Upon receiving the survey report, a scope of work will be prepared for the performance of the abatement, handling and disposal of the discovered hazardous materials. The scope of work will there 'be utilized in obtaining bids from qualified asbestos and lead - abatement/demolition contractors. The demolition coordination tasks include the following:: • Preparing written notices to utility companies to request the removal of all meters and dries affected by the demolition work • Preparing, scope of work for the performance of demolition. • Pre -bid job walks • Reviewing and analyzing submitted bids to ensure the selection, of the lowest, qualified bidder • Using CAL /OSHA certified and licensed contractors • Reviewing that all required documentation and notifications (including all required permits) are completed prior to the commencement of the activities • Verifying disconnection of utilities and that area Is secure: • Job site inspections to verify that contractor is following all guidelines and precautionary measures to prevent the discharge of pollutants into storm drains, `keeping the site clean and free of rubbish and debris and that water Is being used to suppress dust • Ensuring that contractor abides by all safety and precautionary measures detailed in the scope of work, e.g. Installing temporary chain link fencing, pedestrian canopies, and caution signage • Conducting final inspeotion • Preparing and distributing close -out file Information to the City, including copies of all permits and manifests The following section further describes the strategies comprising Epic's innovative solutions to guarantee a project's success, Planning: Upon receiving a "Notice to Proceed" from the City, Project Manager Ron wicks will schedule a kick -off meeting with the City, where he will introduce the entire project team; review project assignments and establish dines of commun €cation, . procedures and protocols. The meeting will also review project scope, begin the initial discussions on the acquisition and relocation plans and the quality control plan, review schedule and budget, discuss anticipated project Issues and Identify the project's critical paths, Quality Control: All documents prepared by Epic will be reviewed by at least one other experienced agent before submission to the City. Wicks Wit review all project reports, Electronic 9 25L -207 access to Epic's progress can be provided to the City for real -time visibility into project progress. Epic will review the entire work product for compliance using approved check -off sheets for each functional area. Each file will have a review checklist attached to the file prior to close out and delivery to the client. Agents - All agents working on a project are to self- inspect their own documents and coordinate at least one additional peer review. If the agent is the creator, they are to provide a QC Checklist with their name and date leaving a space for the reviewers to initial. Review of the agent's work, regardless of position or title, shall not in any way, abdicate the responsibility of the originator of the product to perform within the standards of the industry. Each document created will have a corresponding QC Checklist attached and it will be included in the file or sent to the client for quality control assurance. Document Storage and Version Control - Epic utilizes the latest technology and management systems to facilitate the protection and transmittal of critical project information. Project Managers store all documents in protected file structures within our fully integrated SharePoint database system, which allows for controlled access requirements, selective editing abilities and document version tracking. SharePoint is stored on Microsoft cloud -based server farms which allow for near 100% up -time accessibility, built -in backups, and hardware redundancies. Epic has full -time staff dedicated to document control and the development/maintenance of Epic's SharePoint system. SharePoint automatically conducts comprehensive version control and modification tracking. Each change to any project document is tracked and can be rolled backed, if necessary. In addition, SharePoint allows for visibility into the specific staff person that made specific changes, as well as simultaneous document change collision management. Budget - Determining a budget on right of way and property management projects can be challenging given the number of factors that may not be apparent when performing the estimation. For example, although the designer, right of way team and appraiser may make certain assumptions about how a property's access or parking are impacted by the project, the property or business owner may have additional information that is not available through public means. At each decision point, Epic will provide the City with options, including benefits, risks and costs for the City's ultimate decision. Schedule - Epic will create a schedule which contains all key deadlines and ensures individual steps can be completed to meet each deadlines. The schedule will start with the City's schedule and the detailed steps reflect internal knowledge of timeframes and sequence. Activities which require concurrence will be identified, as well as those required predecessors. Epic's team will meet regularly throughout the project to verify the schedule and ensure target dates are feasible. Epic's disciplined program management system includes frequent project schedule monitoring. This identifies any schedule impacts and allows for time - critical issues to be addressed immediately, circumventing costly delays in the project. Additionally, Epic will generate a project budget to reflect all anticipated costs. Updates will also be provided to the City on a regular basis. Status Reporting - Epic will actively manage several areas of risk from project start. Some issues to consider may be valuation issues, schedule, survey and right of way engineering, utility communications and environmental assessments. Epic will prepare written status reports at the client's request, whether weekly, biweekly or monthly. Statuses include milestones reached and parcel diary text for each case, as well as project plan updates. Epic's reports strive for "at -a- glance" information that immediately conveys case progress and highlights key 10 25L -208 RFP No. 15444 On-Call Right of Way Specialty Services A- 4- ACqulslonfRelocatton Services §,sb2 bile Schedule is subject to change due to number of parcels. Acquisition • This calculation Is based on up to 40 parcels. Relocation »This calculation is based on up to 10 displacees. All requested attachments are included in the following pages. 19 25L -209 EXHIBIT B FEE PROPOSAL 25L -210 EXHIBIT 10 -H Specific Rate of Compensation (Use for On -Cs H or As- Needed Contracts) Consu pant or Subconsultant: EPIC LAND SOLUTIONS INC. Contract No. RFPN15. 044 -(A41 Fringe Benefit% + Overhead% + General Administration% _ 50.79% 6%98% 45,79% BILLING INFORMATION CALCULATION INFORMATION Date; 6/8/2015 Combined Indirect Cost Rate (ICR) % 166.56% FEE%= 10% Name /lob T itle /Classification Hourly Billing Rates Straight OT(1.5X) OT (2x) Effective Date of Hourly Rate From To Actual Hourly Rate and /or Average Hourly Rate % or$ Increase HourlyRange - for classifications only Ron Wicks Project Manager $155,05 N/A N/A 9 1 2015 8/31/2016 - __ B 0% N/A 159.70 NIA N/A 9/1/2016_ , 8/31/2017 $54,47 3% N/A 164.50 N/A N/A 9/1/201 8/31/203, $56.10 3% N/A $169.43 N/A N/A 9/1/201 8/31/201 $57.78 N/A $174.51 NIA N/A 9/1/2019 8/31/20201 $59.52 -3% a% I N/A Karen Starr Certified Pro art Manager $15S.DS N/A N/A 2/17/2015 2/16/2016-2 8 0% N/A $159.70 N/A N A 2/17/201 2/16/2017 $54.47 3% N/A 164.50 N/A N A 2/1712017. 2/16/2018 $$6.10 3% N/A 169.43 N A N A 2/17/2018 2/16/2019 $57.78 3% N/A 174.51 N A N/A 2/17/2019 2/16/2020 $59.52 3% N/A Charles Jones Sr, Acquisition Agent $135,03 N/A N/A 2/17/2015 2/16/2016 0% N/A $139.08 N/A N/A 2/17/2016 2/16/2017 $47.43 3% N/A $143,25 N/A N/A 2/17/2017 2/16/2018 $48,85 3% N/A $147.55 N/A N A 2/171201 2/16/2019 $50.32 3% N/A $151.97 N/A N/A 2/17/201 2/16/2020 $51.83 3% N/A Eva Polizzi ROW Analyst $72.60 N/A N/A 2/1712015 2/16/2016 - b% N/A $74.78 N/A N/A 2/171201 2/16/201 25.50 3% N/A $77.02 N/A N/A 2/17/2017 2/16/201 $26.27 3% N/A $79.33 N/A N/A 2/17/2018 2/26/2019 $27.06 3% N/A $81.71 N/A N/A 2/17/201 2/16/2D20 $27.87 9% N/A Kathy Cabanllla Relocatlon Agent $8'1.75 N/A NIA 2/17/2015 2/16/20,1 . 8 0% N/A $84.20 N/A N/A 7./17 2016 2/16/201 $28.72 3% N/A $86.73 N/A I N/A 2/17/201 2/161201 $29.58 3% N/A $89.33 N/A N/A 2/17/2018 2/16/201 $30.47 3% N/A $92.01 N/A N/A 2/17/201 2/161202 $31.38 3% N/A Jesse Ortiz, Relocation Agent $82.69 N/A N/A 2/17/2015 2/16/2016 - 0% N/A 85.17 N/A N/A 2/17/2016 2/16/2017. .$29,05 3% N/A 87.72 N/A N/A 2/17/2017 2/16/20181 $29.92 3% N/A $90.35 N/A N/A 2/17/2018 2/15/201 30.81 3% N/A $93.06 N/A N/A 2/17/201 2/16/20 20 31.74 3% N/A Marta Martinez Project Support $80.63 N/A N/A 2/17 2015 2/16/2016 - - 0% N/A $83,05 N/A I N/A 2/17/201 2/16/2017 $28,33 3% N/A 85,55 N A N/A 2/17/2017 2/16/2018 $29.17 3% N/A 88,11 N/A N/A 2/17/201 2116/20L 30.05 3% N/A $90,75 N/A N/A 2/17/2019 2 16/2020 $30.95 3% N/A Maria Perez, Admin $30.79 N/A N/A 2 17 2015 2/16/2016 0% N/A $31.71 N/A NIA 2/17/201 2/16/201 $10.82 3% N/A $32.66 N/A N/A 2/17/20 2/16/2018 $11.14 3% N/A $33.64 NIA N/A 2117/2018 2/15/201 $11.47 3% N/A $34.65 N/A N/A 2/17/20 2/16/202 $11.82 3% N/A Bryon Johnson, Admin $48.39 N/A N/A 2 17 2015 2 1G/201fi 0% N/A $49.83 N/A N/A 2/17/2016 2 16 2017 $17.00 3% N/A $51.33 NIA N/A 2/27/2017 2/16/2018 $17.50 3% N/A $52.87 N/A N/A 2/17 2018 2/16/2019 $18.03 3% N/A $54.45 N/A N/A 2 17/2019 2/16120201 $18.57 3% N/A Michele Wachtfo el Contract Administration 90.22 N/A N/A 2117/2015 2/1612016 __- - 0% N/A 92.93 N/A N/A 2/17/2016 2 16/2017 $31.69 25L -211 25L -212 $95.72 N/A 2 17 201 2 16(201fl _ $32.64 3% N/A $98.59 N A _N/A N A 2/17/201 2/16/2019 $33.62 3% N/A 10155 N/A _ N A 2/17/2019 2/16/2020 $34.63 3% N/A Juliet CartOlanO Budget & Financial Controls $91.63 N/A N/A 2/17 2015 2 36 2016 __ 0% N/A $94.38 N/A N/A 2/17/2016 2/161201 $32,19 3% N/A� $97.21 N/A N/A 2117/2017 2/16/201 33.15 3% N/A 100.13 N/A N/A 2 17/2018 2/16/201 $34.15 3% N/A $103,13 N/A N/A 2/17/2019 2/16/2020 $35.17 3% N/A 25L -212 EXHIBIT C CERTIFICATIONS 25L -213 (A4) Acquisition /Relocation x DF APP A [=A'I'TACIHIMENT3-1:N40N-C(OLLUSIONAFtFilDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSAL FOR ON-CALL RIGHT OF WAY SPECIALTY SERVICES l?YP NO.. 15-044 NON-COLLUSIQN Ala F—IQA—VIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTN ENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that The BIDDER has not directly of indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has act directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has net in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any TUDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDEE, or To secure any advantage against the public body awarding the contract of anyone interested In the proposed contract; that all statements, contained in the bid are true; and, father, that the BIDDER has not directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non-collusion Affidavit is part of the Proposal. Signing this Proposal on file signature portion thereof shall also constitute signature of this Non - collusion Affidavit, BIDDERS are cautioned that making a false cerfiEpt fin 'Amay subject the cergfier tq,:riiqrirud prosecution. Signed Stale of County Subscribed and sworn to (or affirmed) before me on this _4_ day of e_- 20 a by '+ _ 4:j� proved tome on the basis of satisfactory evidence to be the person(s) who appeared before me. Jory Public Sign ti oe City of Santa Ana RFP 15-044 Page 28 25L-214 t Ft (A4} Acquisition /Relocation APPENDIX ATTACHMENT 3 -2: NON- IIOUDYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA RE QUE ST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.* 15.044 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that• I No federal appropriated funds have been paid or will be paid, by or on behalf ofthe undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Coagress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contraid, grant, loan, or cooperative agreement. 2, if any fiords other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, all officer or employee of Congress;, or an employee of Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a'Disclusure of Lobbying Activities ". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, If.& Code. Any person who fails to file the required certification shall be subject to a civil penalty of less than $10,000 and not more than $100,000 for each such fallure. The prospective participant also agrees by submmtting his or her bid or proposal that he or she shalt require that cbe language of this certification be mclgded m all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accerd'nrgly. Firm Epic Land .Solutip" Inc. Signed and Printed Name: 'title Batt: 06 -04 -I5 City of Santa Ana RFP 15 -044 Page 29 25L -215 L. (A4) Acquisition /Relocation APPENDIX ATTACHMENT 3 3: NON -DISC, RIMINATION CERTIFICATION CERTIFICATIONS` CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultrant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he /she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his /her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non - compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of Cfty of Santa Ana RFP 15 -044 Page 30 25L -216 September 24, 1965; so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcoasultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United Statcs. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, rational origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject to all the penytiespuposed for a violation of the Chapter, Signed: L4a,�—'Z4 Title. Vic President Firm; Epic Land Solutions, lac, Date: 06-04-15 City of Santa Ana RFP 15-044 Page 31 25L-217 EXHIBIT D ADDITIONAL PROVISIONS 25L -218 EXHIBIT 10 -H Specific Rate of Compensation (Use for OnrCall or As- Needed Contracts) Consultant or Subconsultant: EPIC LAND SOLUTIONS, INC. Contract No. RFPM15- 044 -(A4) Fringe Benefit% + Overhead% + General Administration Y. _ 50.799 69.98% 45.79% BILLING INFORMATION CALCULATION INFORMATION Dater 6/8/2015 Combined Indirect Cost Rate (ICR) % 166.56% FEE % - 10% Name/Job Tltle /Classification Hourly Billing Rates Straight OT (1.5x) OT (2x) Effective Date of Hourly Rate From To Actual Hourly Rate and /or Average Hourly Rate % or $ Increase Hourly Range - for classifications only Ran Wicks Project manager $155,05 A 9/1/2015 31/2016 p% N/A 159,70 /A 5/l/201 8/32/201 $54.47 3% N/A $164.50 A 9/1/2017 8/31/2018 $56.10 3% NIA 169.43 N77- /A 9/1/201 8/31/201 $57.78 3% N/A 174.51 /A 91112019 8 31 2020 59,52 3% N/A Karen Starr Certified Pro a Mena Par $155.05 A I/AN 17 2015 2 16 2016 p% N/A $159.70 /A 17 201 2/16/2017 $54.47 3% N/A 164.50 /A 2/17/2019 2/16 2018 56.10 3% N A $169.43 A 2/17/2018 2/16/2019 57.78 3% N A 174.51 /A 2/17 2019 16 2020 59.52 3% N/A Charles Jones Sr. Ac uisition A ent $135.03 A 2/17 2015 1G 2016 0% N/A $139.08 A 2/17/201 2/16 2017 $47.43 3% N/A $143.25 N/A N/A 17 2017 2/16/2018 $48.85 3% N/A $147.55 N/A NIA 2/17/201 2/16/2019 $50.32 3% N/A 151.97 NIA N/A 2/17/2019 2/16/2020 $51.83 3% N/A Eva Polizzi ROW Analyst $72.60 N/A N/A 2/17 /2015 2 16 2D16 -- ,. 0% N/A $74.78 N/A N/A 2/17/201 2/15/701 25,50 3% N/A $77.02 N/A N/A 17 2D17 2116/201 $26.27 3% N/A $79.33 N/A N/A 2/17J201 2/15/2019 $27.06 3% N/A $81.71 N/A N/A 2 17 2D19 2/1612020 $27.87 3% N/A Kathy Cabandla Relocation Agent $81.75 N/A N/A 2/1712015 2/16/201 0% N/A $84.20 N/A N/A 2/171201 2116/201 $28.72 39, N/A $86.73 N/A N/A 2/17/201 2/16/201 $29.58 3% N/A $89.33 N/A N/A 2/17/2018 21161201 30.47 3% N/A $92,01 N/A N/A 2/17/2019 2/16/2020 $31.38 3% N/A Jesse Ortiz Relocation Agent 82.69 N/A N/A 2/17/2015 2/16/2016 0% N/A 85.17 NIA N/A 2117/2016 2/16/2017 $29,05 3% N/A $87.72 N/A N/A 2117/201 2/16/201 $29.92 3% N/A $90.35 N/A N/A 2/17/2018 2/16/2019 30.81 3% N/A $93.05 N/A N/A 2/17/20191 2/1612020 $31,74 3% N/A Marta Martinez Pro ect5up ort $80.63 N/A N/A 2/17/201 2/16/2016 0% N/A $83.05 N/A N/A 2/17/201 Z/16/201 $28.33 3% N/A 85.55 NIA N/A 2/17/2017 2/1.6/2019 $29.17 3% N/A 88,11 N/A H/A 2/17/201 16/2019 $30.05 BY N/A 90.75 N/A N/A 2/17/20 2/3.6/2020 $30.95 3% N/A Maria Perez Admin $30.79 NIA N/A 2/17/201 16/2016 _- 0% N/A $31.71 N/A N/A 2/17/201 2/16/2017 $10.82 3% N/A $32.66 N/A N/A 2/17/2017_ 2/15/2018 $11.14 3% N/A $33.64 N/A N A 2/17/2018 2/16/201 $11.47 3% N/A $34.65 N A N/A 2/17/201 2/16/202 $11.82 3% N/A Bryon Johnson, Admin 48.38 N/A N/A 2 17 2015 2 16 2016 0% N/A $49.83 N/A N/A 2/17/201 2/16/201 $17.017 3% N/A $51.33 NIA N/A 2/17/2017 2/16/2018 $17.50 3% N/A $52.87 N/A N/A 2/17/2018 2/15/2019 $18.03 3% N/A _ $54.45 N/A N/A 2 17/2019 2/16/202 $18.57 3% N/A Mlchelo Wachtfogel, Contract Administration $90.22 1 N/A I N/A 11 2/17/2015 2/16/2016 _ __- 0% N/A 92.93 1 N/A I N/A 2/17/2016 2/16/2017 831.69 1 3% N/A 25L -219 25L -220 95.72 N/A N A 2/17 2017 2 16/201B $32.64 3% N/A $998..59 N/A NIL 2/17/2018 _ 2/16/2019 $33,62 3% N/A $101.55 N/A N/A 2/17/201 2/16120201 $34.63 3% N/A Juliet Cartolano Bud et & Flnanclal Controls 91.63 N/A N/A 2 17/2015 2 16 2016: 0% N/A $9438 N/A N/A 7/.17/201 3% N/A� $97.21 N/A N/A 2 17 2017 2 16 2018 $33.15 3% N/A 100,13 __N LA N/A 2/17/2018 2/16/2019 $34.15 3% N/A $103,13 N/A N/A 2/17/2019 2/16/2020 $35.17 3% N/A 25L -220 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5 "' day of August, 2015 by and between Overland, Pacific and Cutler, Incorporated, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Acquisition and Relocation Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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: SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total stun to be expended under this Agreement shall not exceed $300,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 8 25L -221 4. 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 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. 5. 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. 6. 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. 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. 25L -222 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) Consultant shall supply City with a fully executed additional insured endorsement. f 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. 7. INDEMNIFICATION Consultant agrees to 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 contractors, 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 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, reeldessness, or willful misconduct of the Consultant. 25L -223 8. 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' 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. 9. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -224 To City: Cleric 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Overland, Pacific & Cutler, Inc. Mark La Bonte, SR/WA, Vice President 1 Jenner, Suite #200 Irvine, CA 92618 mlabonte(a),opc services. com 949- 951 -5263 (Office) 949 - 951- 6651(Fax) Jose Sandoval Assistant 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 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -225 14. 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. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -226 19. MISCELLANEOUS PROVISIONS a. Additional provisions, if any are identified as Additional Provisions, Exhibit I1, attached hereto and incorporated into this Agreement by reference, b. 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, IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST. Maria D. lIuizar Clerk of the Council APPROVED AS TO FORM. SONIA, R. CARVAL140 City Attorney By. Jose dov Assi , nt City Attorne RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director :Public Works Agency CITY OF SANTA ANA David Cavazos City Manager CONSULTANT: Overland, Pacific & Cutler, Inc. Mark La Berne, Vice President Tax ID # 25L -227 EXHIBIT A SCOPE OF SERVICES 25L -228 June 8, 2015 Mr, Kenny Nguyen City of Santa Ana Public Works Agency 20 Civic Center Plaza; 3rd Floor Reception, Ross Annex Santa Aria, CA 92701 Re: RFP No. 15-044 — On -Call Right of Way Specialty Services Specialty Area (A4) Acquisition /Relocation /PM Dear Mr. Nguyen: Overland, Pacific & Cutler (OPC) understands the City of Santa Ana Is seeking professional consulting firms to provide right of way and related services on an as- needed basis. We are pleased to submit this proposal for specialty area (A4) Acquisition, Relocation, and Property Management Services. OPC Is a California Corporation that has specialized in providing real estate services to government agencies since 1980. We are prepared to provide the City of Santa Ana with a qualified team that will successfully execute your projects. OPC has worked with the City of Santa Ana for almost 15 years, providing services on many projects including the Warner Avenue project, Bristol Street Widening Project, McFadden Realignment Project, and the Grand Avenue Widening, among others, We are excited about the opportunity of working with the City again. On behalf of Overland, Pacific & Cutler, Inc., I would like to thank you for giving us the opportunity to submit this proposal to provide acquisition and relocation services to the City of Santa Ana, I will act as the Point of Contact for the city. 1 can be reached in the Irvine office at 949.951.5263; or contacted via email at miabonte@opgseEices.com. We are committed to the City and we would be proud to be a part of your future projects. We are in receipt of the Addendum released and have adjusted our proposal accordingly. 25L -229 RFP No. 15 -044 — On -Call Right of Way Sp "l. Statement of Qualifications b. Agreement Statement OPC has reviewed the Agreement and we request no exceptions. c. Understanding of Need On-Call R/W Contracts are markedly different from "project specific" R/W contracts, OPC has On- Call contracts with many governmental agencies and we have served dozens of local public agencies through On -Call R/W Delivery contracts. These contracts are unique and require a special skill -set from the R1W services provider, Availability. First, the on-call R/W services provider has to "be available" now and in the future for any and all projects requiring support, This takes a large bench of available and property trained PJW Professionals -- no other firm can match OPC's strength In this area. Knowledge. The on -call R/W services provider has to be skilled in all aspects of the RM process — from title, utilities, Federal and Caltrans processes, design -build guidelines, appraisal, acquisition, relocation, certification, and through to property management. You should note that only OPC has expert in•houselempioyee staff members in these key RAN roles. Notjust for this contract but as the standard operation of our firm. Consistency, Continuing our relationship with the City of Santa Ana and being available to you for the years ahead, (especially in today's trying economic climate), necessitates the selection of a firm that's been around for a while and can assure you of consistency in management. OPC has been here in the Southland for more than 30 years. You will have the consistency you require If you select OPC. Adaptability. The final trait of a successful on -call R/W service provider is the firm's ability to adapt to the constantly - changing world In which you operate. Your objectives change with shifts In funding, priorities, politics, approvals, etc. We've seen It alt. Yet in spite of it all, we are able to quickly adapt, re- prioritize, and carry -on to meet the clients' objectives. At OPC, we never lose sight of the foetthat your mission is ours. ntfafpated Approach Early Project Planning and Management, The first, and probably the most important element of our Project Management Approach wilt be to meet with City staff early to determine the project requirements and objectives and establish lines of communication and reporting requirements. With each project CTO, OPC will create a comprehensive Right of Way Plan in compliance with the City's adopted Right of Way Policies and Procedures Manual, a schedule for completing the work and establish a fixed cost amount in compliance with the City of Santa Ana's CTO requirements. The tool OPC uses for this phase is a "Project Development Guide" (PDG). OPC has a PDG for acquisition (and a separate PDG for relocation assistance). The input of the PDG Is performed at the onset of a new project and is typically completed by OPC with collaboration among the client and the project engineer. The information derived from the PDG is input into OPC's case management system and allows us to create a formal Right of Way Plan and project schedule. CPC's Right of Way Plan and schedule will list each task and Identify the activities that must be completed immediately prior to the start of the next task, OPC's Right of Way Plan will encompass all phases of R/W work as well as other disciplines to ensure the entire right of way program is orchestrated effectively and efficiently, without delay to the construction schedule. The Page 4 25L -230 9.YfPf.TNP 4T.L i.F IC't CL f t I P. 1zF4 RFP No. 13-075 On -Call Right of Way Specialty Services key tracking device in OPC's Right of Way Plan Is our right of way acquisition case management system which holds all information about each parcel /interest and will be utilized to generate status reports, offers, deeds, documents, and any requested project certification. A right of way schedule will be utilized to monitor the completion of project milestone and the progress of individual cases. Preliminary Title Work. Early in design (usually In an earlier phase of project development), OPC All secure ,preliminary title information consisting of the property profiles and Assessors maps available from our subscription services. Once R/W Impacts are identified with certainty, OPC will procure preliminary title reports from a local title company or the preferred title company of the City, OPC also carafuity studies the existing use of the land and the ownership of adjacent lands to ensure that we do not miss any "larger parcel" identifications involving commonly- owned parcels not Impooted by tits project design. The title company will ultimately insure the title tothe Pre - Appraisal Activities, Prior to ordering real estate appraisals on the needed interests, we will carefully study the project (reeds to create an accurate scope of the .appraisal work. We will identify variable items such as length of time for TCE's, whether the interests need to be staked or not, preferred treatment of signs and improvements, what assumptions the apprafserwlll make regarding soils conditions, larger parcel °determinations, etc. We will ensure that proper appraisal maps artd construction drawings (likely at 65% complete) exist and that the legal descriptions and plat maps are delivered to the appraiser for Inclusion in the report, In this phase, OPC will prepare the acquisition filet; and present the property owner with preliminary information contained within a Notice of Decision to Appraise including the City's acquisition policies and procedure$. Acquisition and Negotiation. The Acquisition Package. OPC will receive and review the completed appraisal, have it reviewed as necessary based on project funding, and secure authorization from the City identifying the amount of just compensation to be offered. Using input from our Project Development Guide and Acquisition 'Plan, OPC will craft Individual 'offer and agreement packages for each needed ownership and have them signed by the City's authorized representative prior to delivery. On projects with Federal funding requiring the,use of Caitrans policies and procedures pursuant to a cooperative agreement, or for rights of way that will ultimately be transferred to State ownership, OPC; will coordinate with'Caltrans Local Assistance to ensure that our proposed agreement and deed formats comply with State policies. NegptiaJiop§ witb t'e Fee Owner. Before presenting the offer, a trained in -house OPC acquisition consultant will prepare for the negotiation by completing comprehensive review of all `title reports and underlying record documents, reviewing the appraisal and engineering plans; legal descriptions and right of way maps and other information relevant to the project, Our trained negotiators will personally deliver all offers and negotiate in good faith the acquisition of the Interest while keeping the Project Manager and the City informed of the status of the negotiation along the way. Negotiations will involve an interactive, face -to -face discussion with the property owner about his/her property, explanation of the project and its impacts to the property; explanation of the appraisal process and how the value was concluded, as well as answering any questions or concerns the owners may have. All of our agents are licensed with the DRE and trained to utilize a non - coercive, integrative negotiation style to overcome all hurdles in reaching a settlement in the most efficient manner possible. Our agents will negotiate in good faith, with an open mind for creative solutions that would be mutually beneficial to all parties involved. In the event a counter 25L -231 RFP No. 15- 044 — On -Call Right of Way Specialty Services proposal is made, OPC will evaluate its merits and make recommendations if It Is felt that an administrative adjustment or settlement is warranted based on the facts. - Supplemental negotiations may also include addressing any objection or question concerning the project the owner has by conferring with the City's Project Manager. Negotiations will continue to the point of acceptance or a determination that no acceptable settlement can be reached, (Sy way of example, however, OPO carries a 95% settlement rate). SettlementfClosin s. Upon City approval of the appropriate documents, our negotiator will request the opening of an escrow through our in-house escrow coordinator, by submitting an instruction letter and providing the purchase contract, requested title insurance coverage and notarized Deed to the escrow coordinator. OPC will have the title company handle the escrow activities -- typically the same company that supplied the preliminary title reports. OPC will assist with any due diligence requirements and resolve adverse title conditions preceding the close of escrow and will coordinate payment of just compensation, The;City of Santa Ana will be furnished +Frith copies of the recorded Deeds and title insurance policies following the close of escrow. In the event that the property cannot be acquired by good -faith negotiations, OPC's assigned negotiator or the Project Manager Will assist the City with condemnation support by ordering updated litigation guarantees, coordinating with the attorney and any other tasks necessary to take possession. During the course of the acquisition process, OPC will maintain a complete acquisition file of ell correspondence, offers and contacts with each property owner and the City. We will provide the City with- written status reports at the prescribed interval and confer with the City's Project Manager as needed. OPC will maintain a current Acquisition Checklist showing each successfully negotiated parcel and outline any special terms agreed to with a recommendation for City action. Escrow Coordination. If by Negotiated Settlement, OPC will assist the escrowititle company with the following. ,OPC will open escrow and coordinate execution of closing instructions providing for title insurance coverage at the settlement amount, We will provide the escrow officer with the fully executed acquisition contract and the notarized deed. OPC will - review settlement statements for accuracy and coordinate deposit of acquisition price and estimated closing costs With escrow. After the closing, we will review the title insurance policy for accuracy. Finally we will prepare and mail a letter to County Assessor requesting cancellation of taxes, if appropriate, Relocation Services. The first task in the planning phase of .a relocation project is the initial meeting with the affected occupants to provide them with an overview of the relocation process. During this meeting our agents will explain what they can expect from the relocation program, the benefits they are eligible to receive, and the advisory assistance that will be provided, The last task during the planning stage is the preparation of the Relocation Plan. The Relocation Plan will determine the level of service needed for subsequent relocation assistance activities based on the personal interviews conducted with all affected occupants. The Plan will thoroughly describe the affected project occupants, identify the procedures and the program the City will follow, identify the availability of comparable properties, and provide a relocation budget estimate. Once the OPC relocation agent confirms that the contact letter was provided to the owner or tenant (when offer was made), the relocation agent will begin to provide advisory services to any of the potential displacees, We will meet with the tenant in person to explain the relocation process, the likely timeline, and the claims - reimbursement policies of the City, One factor that differentiates us from others is the level of effort we devote to our claimants. We believe In routine personal visits with families being displaced and a lot of personal attention. This not only speeds up the process, but builds goodwill in the agency using our service. W-M 25L -232 VIP A Filth cUa4[n INC 5'V.tavaha 4A Cl EIYb iptU e. urt. RFP No, 13 -075 On -Gall Right of Way Specialty Services Specialty Area (A4) Acauisition, Relocation. and Prooertv Property Management. OPC has provided the City of Santa Ana with Property Management on many projects. In general, our property management services fall under the following four categories. Lease Agreements, OPC will provide our own lease agreements or use those provided by the City for all new and carry-over tenants. Lease agreements will be fully executed, with originals kept on file with terms regularly reviewed and enforced to help protect the City. Marketing and Leasing. OPC will conduct market surveys and provide results to the City with recommendations. Decisions will be made to continue renting to current tenants, re -rent vacant properties where appropriate, or adhere to a "no re- rent' policy for relocation projects where vacated units will not be made available for re- occupancy, whatever is most advantageous to the City. Accounting. OPC will establish an expense account on behalf of the City, collect rents, deposits and other income; pay vendor invoices, utility bills, refunds, and other expenses, maintain records per generally accepted accounting practices, and provide regular reporting to the City for complete transparency. Property Monitoring, Maintenance, and Repairs. CPC will secure properties, regularly monitor them for illegal activity, and perform or arrange for required maintenance and repairs to help protect the City's assets. Tasks Necessary For Successful Completion of Scope The following outlines the sequential and necessary activities to complete Acquisition and Relocation assignments. 5) and 3. 9) or Egye, ussaw ENuvi �ayq ,FCUCaas�!y ,v, gal ua, auyutnAUV,rN6�+1�kF� .. Negotiate Right of Way SettlementlPrepare Acquisition Documents 1) Establish /maintain complete record file for each ownership in form acceptable to City. 2) Receive and analyze title info,, approved appraisal reports, and legal descriptions in sufficient detail to negotiate with property owners and other parties. 3) Prepare offer letters, summary statements, and lists of compensable items of fixtures /equipment in accordance with state or federal regulations and approval of City. 4) Present written purchase offers to owners (or representatives) In person, when possible. Secure receipt of delivery of offer as practical and present and secure tenant info. statements, as applicable. 5) Notify relocation agent of initiation of negotiations within 2 business days and provide appraisal info., occupant contact info., and tenant Info., as necessary. 6) Follow- 25L -233 RFP No. 15-044 — on-Call Right of Way Specialty Services Specialty Area (A4) Acquisition/Relocation/PM Page 8 25L-234 RFP No. 13.075 4n -Call Right of Way Sr Specialty Area (A4) Acquisition, Relocatk hardships on claimants, referrals t( housing, and public services. 4) Docur returns, and /or cash affidavit. 6) Ass[ and tenant. 7) Create rent schedule ( claimant provide referrals with 3 sets available sites until at least one apprt exists. Provide evaluation form requ( secure response from claimant. 9) comparable with authorization of Cit findings /Impacts on occupant. Amend availability changes over course of as sites and Of Services party Management Services i with community service resources; public rent paid. 5) Verify income using pay stubs, tax .conciliation of FF &E ownership among owner by City). 8) Search /document comparables for housing referrals every 4 -6 weeks, search for as been found or determined that no such site ick as to suitability of site referral; attempt to ter of eligibility based on most appropriate ar letter of eligibility to claimant and discuss ibliity one time If economics of the comparable ) Prepare and deliver 90 -day notices to vacate of payments, and /or fixed payments, 1'7) Residential moves:. securelprocess an advance claim to assist with move and second final claim incorporating moving costs and rental /purchase differential payment once family has moved to site. Non - residential moves: secure /process moving assistance, re- establishment, In -lieu; or settlement claims ensuring no item was duplicated in acquisition process. 18) Claim will be signed by claimant, supported by appropriate back -up and reviewed by OPC's project manager for recommendation before submitting to City for approval. Each claim check will be delivered to claimant in person (as feasible) and a receipt of payment will be secured. claim processing. Post Possesslop l er' 17 objectives (if desired). 2) Ci' liectldelfver monthly whether there are any vacant nest to property owner, secure Prepare /present Loss: of Rent s vacated by relocation agents )tore and track vacate dates for rental agreements with project City. 3) Prepare /deliver required notices, 4) Manage emergency and unsafe condition repairs. 5) Contract on -going building /ground maintenance. 6) Manage payment of vendor fees 'and utility bills. 7) Collect keys /verify abandonment. 8) Provide monthly reporting to City. Post Possession: 1) Contract board -up, fencing, and security services as units become vacant. 2) Provide utility disconnection /meter removal. 3) Provide asbestos and demolition cost estimates. 4) Coordinate asbestos abatement and demolition contractors. Special Concerns We will continue to build our working relationship with the City of Santa Ana, and provide regular lines of communication to resolve any special concerns or issues that arise, reporting on any that need immediate resolution, We prefer proactive approaches to project issues, and provide thorough advanced planning to manage any project risks, Page 9 25L -235 EXHIBIT B FEE PROPOSAL 25L -236 m 9 OR V �a 0 U m U 8 Nei Uo U !� w oza 4 O U O �y 4 a d u a W O aU F z N O O Q O z U O U u ol b a, r� m vUy N I O O Qi C7 ho Hb b .n 8 O v M� vU G N m � Qa w o M O O W w Q [IZo F-I Q u • • J J 25L -237 w In 4 N H R ~ ac h 0 a a a = � 2a dF'w d J Y Y z Paz z z z O O 4 P 9 T P O O O O 4 0 0 0 0 0 0 0 0 0 4 0 4 0 0 0 0 0 0 0 0 0 0 � 9# �+i e�i e+i ni cri mim mttim m cri �+i rim mni mim mcri cri C c G a6 Hen^ meY m ,ry h•+N boo 90 +n 40 moo. -rnm'+m m V 6�0 mv� et m�e 00000 o In m,N, � Vi m N G O LAi v"h 5�q bh9 b@ 509 fi�A Ef} 69 fH 69 69 6m9 6m9 6m9 6m4 6m4 69 fi 6~4 6~9 V3 69 Q .0 In 'n N VI N 0 0 0 0 In In 0 0 In In In In 0 0 0 0 VI V1 V1 In In Y1 0 0 0 0 I In V) In In ti o a a o 0 � �1�'1�1 mm mmmmm n n�1 y.Ln y�im m m m � G* ul h V'1 Vf Vt Vt V1 Y1 Vl 4) h 4] h Ut V'1 V1 Vf Y] vl V1 N 4"1 O O O O O k-I ON O p O 0 0 C C 0 0 0 0 0 0 0 0 0 0 0 0 0 6 C 0 0 0 0 0 o a o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 mo 7 rnl�vi 000 mh Nh v1N Nan ryo�o N, MNba 1` mb �n.- �omrn�n Nbb h .�o mt- � n 5In as b`n vii �1r Fps fsi bs I P ss i in vs wi. G b0', tmn,�mh fib? ti O NT.� -� N�m}N E' ^ l Op WO [--V M 069 �.-n m �— Cq F �i rui rn v3 us Fn 54 s6�Ch'(�` 9 cn 59 -+�e� �r Y1 bs c9 v3 vs bs X949 F56969 Y CT W �QON rn w ry rn m N W e ry ^� N o w e bbC V'baa r; O �n w v h bmOIN o m �- m co er bryry ANNC o M O m O 'O � m b Oi N [V ' i' Ci [-- sh ba 55tltl b ka N al y� a O �] b N 4.�0n b, P. SQ, O � � � � F � ti R YY�� � N O a O vJ "' ❑❑f iC qO ❑o o.� o'�nr Do km S old 25L -237 w In 4 N H R ~ ac h 0 a 2! �f \{ ) ) \ � ]/q . \Ej � \ \\ !f) 4{\ k)= ¥7< /#a {({ � §7§ §fs $�§ . ef) {�) | /\f k) 3 ;ew x 25L-238 ay F N N W 0 b M a m a QI V v V U (O� W❑z C W cl cz W O Q u .n 0 N N c m 0 U 25L -239 I z q � F m v •°o II U 0.Q V• ° 'wP, m im'. � •pFq� rd L p .G ��1 �• p p Wyp 6 Y o f5% •5 z � Z w O - m w C � '�W'• o N F v cnd0]d $ t3 I 4a1U 8 � •° � Vl N � � O F o 4 U- pl.ya �U,.71 Vl ° J7 E•1 A yUy II yO—. JY+ ey� A Qp •+ N M V h �O 1" W w1 z O U F U �ppp..777 — O _ � � O �A A d,' ¢�pU Fti ¢'aiiS 25L -239 I z q � m v •°o 0.Q V• ° 'wP, m im'. � •pFq� rd L p .G ��1 �• p p Wyp 6 Y o f5% •5 m w C � '�W'• o N v o $ t3 I 8 � •° � Vl N � w o 4 U- pl.ya Vl ° J7 E•1 A yUy yO—. JY+ ey� A yU •+ N M V h �O 1" W w1 RFP No. 15 -044 — On -Call Right of Way Specialty Services d. Firm and Team Experience tip `s Experience Overland, Pacific & Cutler (OPC) was established as a California Corporation in 1980 to provide professional services for clients with projects Involving right of way program management, land and right of way acquisition, feasibility analysis, real estate appraisal, appraisal review, relocation planning and implementation, property management, and utility coordination. Our fl €m was created to perform these services for transportation, development, public works, housing, community development, school distracts, energy, and utilities. Local, regional; state, and federal agencies call upon OPC to provide on -call and project based real estate services for their most challenging assignments, Project Team and Resumes The following outlines the proposed team, Including the (approximate) percentage of time each team member will devote to the project, One page resumes for the key team (denoted by `) are included on the next pages, (Truncated due to page limitations). Project ManagementfProject Initiation Mark La Bonte* Principal -in- Charge Darryl Root, R1W -RAC' Program Manager Daniela Borbe Project Manager! Property Management Supervisor Negotiation and Acquisition Services Roy Cuinalda Project Manager, Acquisition Mona Montano Sr, Acquisition Agent Mario Germ Sr. Acquisition Agent Albert Harmon Acquisition Agent Eddie Quintero Acquisition Agent Relocation Assistance cervices Michele Folk, SR/WA, R/W- Sr. Program Mgr., Relocation RAC, R/W -URAC, R/W -NAC Chad Wakefield Project Manager, Relocation Laura Kane, SR/WA, R!W -RAC Sr. Relocation Agent Middle Alfaro Sr. Relocation Agent Jill Craig Sr, Relocation Agent Karen Christie Sr. Relocation Agent Angle Luna Sr. Relocation Agent Eddie Quintero Sr. Relocation Agent Property Management & Maintenance Daniels Borbe Property Manager /Supervisor Karen Christie Registered Property Manager OPC Accounting /Finance Accounting, Billing, etc. OPC In -House Field Crews Property Maintenance Page io 25L -240 Percentage of titne to be doe goad to project �25% 40% 50% 30% 25% 25% 25% 25% 30% 30% 25% 25% 25% 25% 25% 25% 50% 50% As Needed 85% m ,h w� o� s m M w .n m a ry m :'a `.���a.n'- •.°om3N Cr,+�+. am. n'i�ry.�C. i^rv"a •-.i .„m a .`', cc �' N ..N � �l µ .+ {N"aAh h-4 n i. iy >. aim "�a A i. 5� N r1 �q +^I J1 ff! N ll1 N uZ tl O h al N M N 4p N N C N (} N Lq N N G 6 Q 4 9 m V 'p4p Q G m z � � � O 9 b qt"� 9 �' � � b � O •v b � ¢ 0. rv''.ry :v a �t v o� n� � � L L E r m x � � g e C G" EXHIBIT C CERTIFICATIONS 25L -242 APPENDIX ATTACHMENT 3 -I. NON - COLLUSION AT, FIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQ1JFST FOR PROPOSALS FOR ON -CAGE RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15-044 NON- CQLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of any undisclosed person, Partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham, that the BIDDER has not directly or Indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has pot in any manner, directly or indirectly, sought by agreement; communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other 'BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereat, or divulged hiformadon or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note; The above Non - collusion Affidavit is part of the Proposal, Signing this Proposal on the signature portion thereof shell also constitute signature of this Non- collusion Affidavit, BIDDERS are cautioned that making a false certification may siibjePt-fheortifier to criminal prosecution. Signed State of California County of - Subscribed and sworn to _(or affirmed) before me on this _ day of _ , 20, by proved to me on the basis of satisfactory evidence to be the person(s) who appeared before tie, — -Selo a4aer ed Notary Public Signature Notary Public Seat Ana F rge 28 25L -243 i A notary public or other officer completing this certificate verifies only the identity of the Individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document, State of California County ofkP Aed Subscribed and sword to (or affirmed) before me on this 2 day of ua.t za € by NIt� �rja, f i r�1 Lra proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. ltd.( 11 Qi k (Seal) Signature �i 1I t► DESCRIPTION OF THE ATTACHED DontroEf ri- (111 or deauipUcn of altach� �'srlL�e9! +— l5 tt4R (Ties ord criptian ofattaehad documantcenfinaed) Numberof Pages _L DocumentDateC& tom AMOOftal Intonnafon 9w5 Version vnvw.NotaryCtasses.com 8n(1- n98C'5 DANIELA BBRBE 9;5�0 ComfAA 20949 39 NOTARY P!I UCdALIFCRNIA N OPAR01 COON" W CbM EEp. JAN. 71,201 a# The wptdtn901911.10refs aempieead in caGIDmfa aBerAoRMTI, 2g15niustborn 'he form as set iota Mign En, Just There are tm socepoons:. it jurat to be completed doss net Ihoewthis romp, lim notary most entmot Me verbloge by using ajuratstamp containing 11w Mract poring or a8a0bing a Warata(uat Fenn such as this one with does eo IM Me .proper somfeg, In addsflon, . the notary Must raquim an oath or of oVaNan lima the document signor rmrsocAng the truihAdness of The awrtents of the tecumeat The decumonl mustbo signed AFTER the oath or afirmaftca. lflha documdnf wn t Pm*usfy signed, @mustba t"tgaedin frontofthe notarypubNc dudnp thaAutatprocess. • State and county information must be the state and county where the document signer(s) personally appeared before the notary public. • Rata of notarization must be the data the signer(s) personally appeared which must also be the same date the jurat process Is completed. • Pdnt the name(s) or the document signers) who personally appear at the time of notarization. a Signature of the notary public must insist' rho signature on file with the ofticeof the county clerk, • The notary seal impression must be clear and phetographlcally reproducible. Impression must not cover text or fines. If seat impression smudges, to-seal if a suffictant area permits, otherwise complete e different jurat form. # Additional information Is not required but carld help to ensure this rural, Is nor misused or attached to a different document. Indicate title or type of attached document. number of pages and date. • Securely attach this document to the signed document With a staple. 25L -244 APPENDIX ATTACHMENT 3 -2: NON - LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities ". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Fin„ Overland, Pacific & WI Inc. Signed and Printed Name: 0-1 Mark La Bonte, SRMA Title Program Manager/Princip Date 6/8/2015 City of Santa Ana RFP 15 -044 Page 29 25L -245 APPENDIX ArFACUMENT 3-3. NON-DISCRIMINATION criminCATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOP, ON-CALL RIGHT OF WAY SPECIALTY SERVICES RF P NW 15-044 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1, The Consultant „hall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The COnsultrant shall take affirmative action to ensure that -applicants are employed, and that employees arc treated during employment without, regard to their rare, color, religion, sex, or national origin, Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising layoff or termination; rates of pay or other forms of compensation; and selection, for training, Including apprenticeship. The Consultant agrees to post in conspicuous places,, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. '2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the C , ousultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 1 The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union orworkers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment, 4, The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. S. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for put-poses of investigation, to ascertain compliance with such rides, regulations, and orders, 6. In the event of the Consultant's non-compliance with the notichsQrintination, clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7, The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of City of Santa Ana RFP 16-044 Page 30 25L-246 September 24, t965, so that such provisions will be binding upon each X4444 i or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8, Pursuant to Cali forniaLabor Code Section 1735,,as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sax of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed;. Ti le: Program anagor /Principal Firm: Overland, Pacific & Cutter, Inc, Date: 6/812015 City of Santa Ana RFP 15 -044 Page 31 25L -247 EXHIBIT D ADDITIONAL PROVISIONS 25L -248 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment EXHIBIT 10 -01 CONSULTANT PROPOSAL DBE COMMITMENT (Inclusive of all DBEs listed at bid proposal. Refer to instructions on the reverse side of this form) Cons' PlntAo Carnplete thi& eo,#an 1. Local Agency Name: City of Santa Ana Santa Ana, CA 2. Project Location: 3. Project Description: On -Call Real Property Services 4. Consultant Name: Overland, Pacific & Cutler, Inc. 5. Contract DBE Coal %: 4 DBE Commitment Information 6. Description of Services to be Provided 7. DBE Finn Conhactbrfannation 8. DBE Cart. Number 9. DBE % 0 Local A enc to Complete this Section I0. Total Claimed 9 % 16. Local Agency Contract Number, 17, Federal -aid Project Number: 1R.Proposed Contract Execution Date: Local Agency certifies that all DBE certifications are valid and the information on this form is complete and accurate: 11. Preparat t Mark La Bonte, SRM1A 12. Prop ser's Name (Print) Program Manager /Principal 19. Local Agency Representative Name (Print) 20. Local Agency Representative Signature 21. Date 22. Local Agency Represemative Title 23. (Area Code) Tel. No. 13. Preparer's Title 6/8/2015 949.951.5263 14. Date 15. (Ar'ca Code) Tel. No. Distribution: (1) Original — Consultant submits to local agency with proposal (2) Copy — Local Agency files LPP 13 -01 25L -249 Page 1 of 2 May 8, 2013 Local Assistance Procedures Manual EXHIBIT 10-K Consultant Certification of Contract Costs and Financial Management System EXIIIBIT 10 -K CONSULTANT CERTIFICATION OF CONTRACT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note: If requesting to utilize the Safe Harbor Indirect Cost Rate submit Attachment 1 of DLA -OB 13 -07- Safe Harbor Indirect Cost Rate for Consultant Contracts found athttp.11www.dodca.gov /hq /Lo calPrograms/DLA ORIDLA_ OB. htm in lieu ofthisform.) Certification of Final Indirect Costs: Consultant Firm Name: Overland, Pacific & Cutler, Inc. 01101/2013- Indirect Cost Rate: 160% *for fiscal period 1 2131 /2 01 3 (mm /dd /yyyy to mm/dd /yyyy) *Fiscal period covered for Indirect Cost Rate developed (not the contract period), Local Government: City of Santa Ana Contract Number: On -Call Project Number: 15 -044 I, the undersigned, certify that I have reviewed the proposal to establish final indirect cost rates for the fiscal period as specified above and to the best of my knowledge and belief: 1. All costs included in this proposal to establish final Indirect Cost Rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of Title 48, Code of Federal Regulations (CFR), Part 31. 2. This proposal does not include any costs which are expressly unallowable under the cost principles of the FAR of 48 CFR, Part 31. All known material transactions or events that have occurred affecting the firm's ownership, organization, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above. Certification of Financial Manaeement Svstem: I, the undersigned, certify to the best of my knowledge and belief that our Financial Management System meets the standards for financial reporting, accounting records, internal and budget control as set forth in the FAR of Title 49, CPR, Part 18.20 to the extent applicable to Consultant. Certification of Dollar. Amount for all A &E Contracts: I, the undersigned, certify that the approximate dollar amount of all A &E contracts awarded by Caltrans or a California local agency to this firm within the last three (3) calendar years for all State DOT and Local Agencies is $19,045,589 and the number of states in which the firm does business is 3 Certification of Direct Costs: I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are reasonable, allowable and allocable to the contract in accordance with the cost principles of the FAR of Title 48, CFR, Part 31. Allowable direct costs to a Government contract shall be: LPP 15 -01 25L -250 Page 1 of 2 January 14,2015 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System 1. Compliant with Generally Accepted Accounting Principles (GAAP) and standards promulgated by the Cost Accounting Standards Board (when applicable). 2. Compliant with the terms of the contract and is incurred specifically for the contract. 3. Not prohibited by 23 CFR, Chapter 1, Part 172 — Administration of Engineering and Design Related Service Contracts to the extent requirements are applicable to Consultant. All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files. Subconsultants (if applicable) Proposed Contract Amount (or amount not to exceed if on -call contract): $ Prime Consultants (if applicable) Proposed Total Contract Amount (or amount not to exceed if on -call contract): $ 200,000 Prime, list all subconsultants and proposed subcontract dollar amounts (attach additional page if necessary): Consultant Certifying (Print Name and Title): Name: Mark La Bonte Title: Program Manager /Principal Consultant Certification Signature * *: Date of Certification (mm/dd/yyyy): 06/0812015 Consultant Contact Information: Email: mlabonte @opcservices.com Phone number: 949.951.5263 * *An individual executive or financial officer of the consultant's organization at a level no lower than a Vice President or Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the Indirect Cost Rate proposal submitted in conjunction with the contract. Note: Per 23 US. C. 112(6)(2)(8), Subconsultants must comply with the FAR Cost Principles contained in 48 CFR, Part 31. 23 CFR Part 172.3 Definitions state: Consultant means the individual orfirm providing engineering and design related services as a party to the contract. Therefore, subconsultams as parties ofa contract must complete a certification and send originals to A &1 and keep copies in Local Agency Project Files, Distribution: 1) Original to Caltrons Audits and Investigations 2) Retained in Local Agency Project Files LPP 15 -01 25L -251 Page 2 of 2 January 14, 2015 Ma � a w v Q a � Q a Q U x�oz z z o Q G a O Q@ B N o Q U II G B O O C O O p 0 0 0 0 0 0 0 0 0 0 0 O O O O O o 0 y Mmrimm H mmmmmm mrimm O UHU Q � � M N N h ti N OG V i 09 M V O HO m YI O O O O O w -+y as `�' M d' en N tom N Mm69 mml 64 69 6.9 69 69 uIaNO EI3 Z,; 69 � H U V9 69 44 6 Yi 64 9 p r. 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V�� �' R l eq s I 69 £9 69 63 69 69 f9 (fl 64 64 6 9 69 i .7 lb u a Eo^ C � � M1 N •Y ,CCj NN � ,ld .� � wI ki �� � � � y � � {�r; Q0a�¢�a 25L -252 QN �a G ti PI O N .l �I 2 § § ) § \ ■ a 25L-253 7} ) ) � . \ , }}� \{ ) ,k \ \\ rya . /§) � ] §) }�{ §k® §f) . \ }/ 2t\ { ,* {\ \\ \ \\ 'El !e ;, w '� \ \ 25L-253 Fps R d O .. a QI D U N O N m W 'H O � U .Z O ® O F v G a� p U � � U �d Pr q i �R H O N N Q u U O V U 25L -254 i u a O v U N N O O a Y 9 @ P •V r'� � m a E-� � Op G tA o .� q Y � o v N � w � u7 N WO r� P U 'a O [7 0 V1 N UJ U 4 •O ti rGy� /`� V {O 7 O CJ ii •5 � .a b"i b ,N F a � d B •A � � � p �'¢cdciFdaici •� O r� q 'O OR �p O V Rp ¢ E� Vy N y •VN F•f �7 g 3 � •° •d � y � p E � � � s '� ® ^yam' O yy ��� ��•e �y� yays a � A A 4 q .: tti ni ti vi �c r oa N p�� r•7 W a z O V) QpN, W 'Q PA CJ tHp h'ti OIU U � zOF U m �o A Q �FGU F+�P?U 25L -254 i u a O v U N N O O a Y 9 @ P •V r'� � m a � Op G tA o .� q Y � o v 'Oq p � m w � u7 N WO P U [7 0 V1 N UJ U 4 •O ti rGy� /`� V 'O�• ii •5 � .a b"i b ,N a � d B •A � � � 0O+} •� O r� q 'O OR �p O V Rp ¢ J f�j' Vy N y •VN 3 � •° •d � y � p E � � � s '� ^yam' ja ❑ai Y yy ��� ��•e �y� yays a � A A 4 q .: tti ni ti vi �c r oa N p�� r•7 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5th day of August, 2015 by and between CivilSource, Incorporated, a sole ownership entity, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of On -Call Right -of -Way Program Management Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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 those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 9 25L -255 4. 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 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. 5. 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. 6. 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. 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. 25L -256 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. C. 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) Consultant shall supply City with a fully executed additional insured endorsement. f 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. INDEMNIFICATION Consultant agrees to 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 contractors, 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 terns 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. 25L -257 8. 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' 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. 9. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -258 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 CivilSource,Inc. Amy Amirani, Principal 9890 Irvine Center Drive Irvine, CA 92618 amv &civil- source. com 949 -585 -0477 (Office) 949 -585 -0433 (Fax) Jose Sandoval Assistant 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, commnunication 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -259 14. 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. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as farther specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -260 19, NUSCELL NEOUS PROVISIONS a, Additional provisions, if any are identified as Additional Provisions, Exhibit D, attached hereto and incorporated into this Agreemu-nt by reference; b. Each undersigned represents and warrants that its signature herein below has the poster, 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 sash 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 or this Agreement. IN WrTNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above writtem Marra D. Huizar Clerk. ofthe Council i f ! f k)NIA R. A+tiR AL HO City Attorney By Jos Sandoval `- -. Ass' taut City Attorney RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director Public 'Works Agency CITY OF SANTA ANA David Cavazos City Manager CONSULTANT, CrvtIsource, hie. Amy Az drani, President Tax Ili #205729456 25L -261 EXHIBIT A SCOPE OF SERVICES 25L -262 M8392528�� 23MEM City of Santa Ana Santa Ana Public Works Agency 20 Civic Center Plaza Santa Ana, CA 92701 CivilSource, Inc. 9890 Irvine Center Drive Irvine, CA 92618 Tel: 949-585-0477 Fax: 949-585-0433 wwwAvil-source.com 25L-263 June 10, 2015 Kenny Nguyen, Project Manager City of Santa Ana Public Works Agency 20 Civic Center Plaza Santa Ana, CA 92701 RE, On -Call Right of Way Specialty Services for the RFP No. 15.044 Rear Mr. Nguyen, In response to the City of Santa Ana's (City) request for proposals, ClvilSource, Inc. (CivilSource) is pleased to present this proposal for On -Gall Right of Way Program Management Services (A5). We are committed to meeting the City's needs and offer the following: Qualifications, Capabilities and Experience. We offer our clients a highly competent team with an unparalleled reputation and proven capability and expertise in right of way services, The C1vilSource team will be led by Project Manager, Ms. Sour! Amirant, P.B. Ms. Amirani has over 35 years of experience with majority of those serving the City of Santa Ana in the capacity of Deputy City Engineer, During her tenure, she was responsible for successful completion of street Widening projeots involving numerous complex property acquisitions. Ms. Amirani brings to the City a strong technical familiarity with the City as well as established relationships that will move projects forward. She will be the point of contact for this contract and can negotiate with the City, Time Commitment and Response Time. CivilSource is committed to the tirriely completion of your projects, and will dedicate resources as required to support the project manager in achieving the goats of this contract. We have committed at [east 20 hours of the Project Manager to be available at the City of Santa Ana if so desired by the City. in addition, the Project Manager wilt be available to attend meetings with City departments or outside agencies including City Council and neighborhood meetings. Demonstrated Successful Experience, We have a proven track record of successfully providing professional right of way services to several cities, special districts, and local agencies including the cities of Alhambra, Alias Viejo, Bell, Compton, Costa Mesa, Culver City, Downey, El Segundo, Glendale, Huntington Beach, Irvine, La Canada Flintddge, Laguna Hills, Lake Forest, La Mirada, Lawndale, Long Beach, Lynwood, Mission Viejo, Placentia, Pomona, San Clemente, San Gabriel, San Juan Capistrano, Stanton, South Gate, Vista, and Yorba Linda; and agencies such as Metropolitan Water District (MWD), Vista irrigation District, Orange County Transportation Authority (OCTA), Caitrans, and Orange County Department of Public Works, Competitive Rates. We understand the budget constraints clients are often faced with. Our proposed rates are negotiable and our references will attest to our willingness to work within any budget. We believe these strengths make CivilSouroe uniquely qualified to provide the City with professional services. By selecting CiviiSource, the City will benefit from a team with varied and extensive engineering and construction management experience. We thank you for the opportunity to submit our proposal, and look forward to further discussions with you regarding your project, We also acknowledge receipt of one addendum. Should you have any questions or need additional information, please contact me at our office (949) 585 -0477 or by email at amy@civil- source.com. Respectfully submitted, C1vilSource, inc. Amy Amirani, P. E. Principal 25L -264 for the RFP SCOPE r Scope of Services CivilSource will provide the Right -of -Way Program Management Services as outlined in the RFP and is detailed in this proposal, in general the services include the overseeing of all the right -of -way and real estate services In accordance with the City, State, and Federal regulations and policies, The Project Manager will oversee the following tasks; CivilSource team will assist the City in administering the consultant contracts for acquisition, relocation, property management, appraisal, improvements pertaining to realty (fixtures & equipment), goodwill analysis, demolition and any other services deemed necessary by the City. At the onset and at the request of the City, CivilSource will review all contracts to ensure compliance with City policies and all the applicable regulation. CivilSource will prepare and keep current a comprehensive list of all the contracts, their budget, the scope of service and the contract expiration dates. Contracts will be monitored monthly and when a new notice of work to proceed is issued by the City. Invoices will be reviewed for accuracy and will be verified with the progress for that period and each contract and when verified, will be forwarded to the City Project Manager for processing. CivilSource will diligently review and monitor consultants requests for additional fee when submitted and will advise the City of the validity of the request and provide a plan of action. CivilSource will provide assistance to the City at all phases of street widening projects. We believe the key to a successful project is to have all the issues identified and alternatives analyzed at the onset of any road widening project, Therefore, It is important to Involve the services of right of way consultant at the conceptual level of the project if possible to ensure a realistic cost and budget. Funding sources are also a key factor in preparing budgets for the project. CivilSource will review the proposed road widening projects with the City's project manager and will also review all pertinent documents. Documents including but not limited to; environmental clearance, master plans, local, state and federal guidelines and policies and will advise the City of any issues facing the project and will provide solutions. CivDSoures will review the right-of-way maps, easements, deeds, temporary construction easements and any other related documents requested by the City for accuracy. Documents will be reviewed by CivilSource Project Manager as well as licensed surveyors for quality control. CivilSource will review and provide comments on all legal descriptions. Including but not limited to easements, permanent acquisition, temporary easements, temporary landscape easements, transfer deeds and dedications. BtJfe4 off }8 tie 9f)ris d ddenti ' eF`z1"Iff 1tPDC%Pt 119hon Title reports are legal documents prepared by Title companies any time there's a transaction of real property between two parties. It is especially important for the City to request tile reports for ail right-of- way acquisitions since the City's policy Is to acquire properties that have "clean title ". Any liens or encumbrances on the title of the property will be identified by the Title Company at the time the report is prepared. The report is typically guaranteed by the Title Company for period of 30 to 45 Mays. if title report Is olderthan that, usually an update is needed to ensure there have not been any changes to the n -, - - III 25L -265 title. Title reports will also show the unpaid taxes, mortgages, and if there are any other debts that put a burden on the title. Sometimes, other documents are recorded which are referenced in the title report, CMISource will assist the City to reviewing and interpreting all elements of title reports, Appraisal reports are the backbone of the real estate transactions. Public agencies are required to prepare appraisal reports done by qualified appraisers licensed in the state of California and prepared under Uniform Standards of Professional Appraisal Practice (USPAP). In addition federal funded projects require additional review and sometimes a second appraisal report. They must be prepared under the Uniform Act as well. CIvllSource will review appraisal reports prepared by the licensed appraisers For accuracy and conformance to the project goals and requirements. Reports will be reviewed against field conditions and if It meets the environmental reports and in conformance with site assessments for Phase 1. In addition to Real Estate appraisals, the improvements that are within a property must be appraised as it is required to be included in the offer package to the potential buyers, These movements are called furniture, fixture, and equipment or FFE. These are referred to any improvements that are attached to the property and cannot be moved. Appraisers who are experts to appraise the FFE are often not the ones that appraise the Real Property, Although a separate report is prepared by the FFE appraiser, it is important to coordinate the Real Estate appraisal with FFE to make sure there's no duplication and all the items are accounted for.. CivilSouroe will review and comment on the completeness of the report and also coordination with the Meal Estate appraisal report, Review and Cornment an Loss cs asoa vaif rafse Some real Estate acquisitions require the acquisition of businesses as well if the business cannot operate after the project is completed. These usually happens when full take of the property will remove all the parking or will impact the building in such a way that business is no longer be viable. in these instances, an appraisal of the value of the business is required to determine if there are damages to the business owner and the extent of it, These expert appraisers will review the business financials of several years to determine the existing value and then prepare the value after the project and prepare reports for the valuation. CiviiSource will review the report and provide comments to the City as to the accuracy and completeness of the report. ClvilSource will also analyze any other viable alternatives to a complete toss of business when suggested by appraiser. tisu,'esv arasP ts°orrrrrtenf orr En�°roratestFSl fsr r`es. Lead aarrt dtsfaestos All projects require preparation of an environmental study and report, All projects in California require GEQA and federally funded project require NEPA in addition to CEQA. Property acquisition and right- of-way is a critical element of an environmental report, In federally funded projects, sometimes the number of acquisitions will affect the level of the environmental report prepared and the amount of public review required. CivilSource will review and advise the City as to this issue and will propose alternatives. In addition to the CEQA & NEPA, property acquisitions require an environmental site assessment of the property to identify any potential hazardous materials on -site that will affect the property value, CivilSource will review and comment on the site assessments for properties require appraisal reports and will advise the City if further assessments are required. Federal projects require a Phase 11 In addition to Phase I. .., . i t A 25L -266 Offer packages are the legal documents sent to property owners for the purpose of purchasing the required right -nf -way for a proposed public project. Offer packages must Include certain items required by law and in accordance with the City"s purchase & sale contract, An important item in the offer package Is the Appraisal Summary, The appraisal summary is prepared by the appraiser and provided to the City in digital format to be included in the offer package. The offer amount is the appraised value including any compensation for FF &E is applicable, CivilSource will review all offer packages to ensure the accuracy of the document and inclusion of all pertinent information.. Other critical acquisition task item is the diary for each parcel. The acquisition agent must keep a diary of all correspondence with the property owners, The diary must accurately reflect all the communication between the agent and the property owner. CivilSource will also monitor the progress of the acquisition services conducted by the consultants. Relocation Plan is an important document prepared early In the process which sets the basis for the relocation needs of properties as a result of Implementation of a public works project. Relocation plan must Include a list of critical items as .required by law, Personal interview of potential relocates, a description of the project including pertinent maps, project schedule and timelines, the total assessed value of displaces. Other Items are the availability of residential housing resources, estimated relocation costs, eviction policies; grievances and the appeal process. This plan must be adopted by the City Council after review and approval by City staff, CivilSource will review the Relocation Plan for accuracy and monitor the progress of relocation efforts by each consultant. CivilSource will prepare a monthly report of all relocation cases from all the consultants and compile all In one circular for City review; %xt�rrlfos fyerrcttrari�+ns orae #f,iaer Ccsauffrrrrts As the program Manager for the City's right -of -way services, CivilSource's most important role is to ensure the consultants' work are per the contract's work and schedule and the progress is made to achieve the goal of the project; Acquisition consultants are responsible for negotiating a successful settlement with property owners, program manager will oversee and monitor the negotiation efforts very closely and Identify milestone=s for critical dates, Any delay with respect to those will be discussed with the consultant and will be brought to the City's attention. Progress reports will be prepared and presented to the City for review and plan of action will be discussed; Relocation consultants must work closely with acquisition agents to ensure a smooth transition for tenants when properties are acquired by the City. CivilSource will review and closely monitor these efforts and will alert the City of any potential eviction needed. All claims will be reviewed by CivilSource for accuracy and compliance with regulations. Claim forms will be reviewed for uniformity prior to submittal ErePsare Lt t�r8 =n. °atz �n irr srir =trfrve erdre per „' Administrative settlements documents are required when the city & property owners reach a settlement which is different than the offer value. Sometimes other factors require a settlement which is in the best interest of the City. CivilSource will prepare the documents to be reviewed and approved by the City's project manager. CivilSource will provide support to the City in anticipation of condemnation of properties and during the proceedings as required by the City's Project manager and City Attorney's office. CivilSource will assist Page 115 25L -267 in preparing the resolution of necessity, required notices on intent and review all the documents. CIVIISource's Project Manager was intimately involved In coordinating the prop" .acquisition of street widening projects with the City Attorney's office as Deputy City Engineer. During the litigation, Ms. Amiran€ was the City's expert accompanied the City Attorney in defending and advocating the project. She has gone through many depositions as the person most knowledgeable with the project and had appeared In courts as well„ Monitor Oemohlion Activities Civi €Source will assist the City in obtaining bids for demolition of the buildings and structures after completion of acquisition and relocation; Scope of the demolition along With schedule will be reviewed and discussed with the City to ensure compliance with the overall schedule. A list of properties along with schedule of acquisition, relocation and demolition if applicable will be prepared in order to ensure timely completion. ClvilSource will monitor utility disconnection, meter removal, asbestos and lead testing for all scheduled demolitions, f're re Pf crrrr�entPran r #aoftt of av fsrositlrarr After completion of the street widening projects, often portions of the acquired property will remain which €snot large enough to kie developed and if it remains in the public ownership will cause a nuisance or a maintenance burden. These remnant parcels must be identified and disposed of in order to reduce the City's liability. Somet€mes these remnant parcels have value only to the adjacent property owner. CivilSource will prepare a list to Identify these parcels and prepare a plan to dispose of these parcels as economically as possible. if it is determined that they have any values, they will be appraised and offered to adjacent owners, CivilSource will attend neighborhood & City Council meetings when required by the Glty's r'rotect Manager. ClvilSource will prepare progress reports as often as required by the City and make presentations to City staff. Public outreach and community involvement is a critical aspect of a successful project. Ms. Amirani, as a retired city of Santa Ana employee, was involved In numerous community and Council meetings presenting Public Works projects and obtaining their buy -in. She has a vast knowledge of the neighborhood's needs and their Issues regarding street widening projects and will ensure community support for the projects, ryierxarre afar Activities on Ci x°�usrs F',Ytprirtips Dudng the past several years, the City has accumulated a number of remnant parcels as a result of full acquisition of properties necessary for the widening of the arterial streets, Altar complet €tin of the projects, the rama €rider parcels bacatna surplus vacant Tots and are available for development. These lots are assets that could potentially generate mi €dons of dol €ors to tna City's Capital Irnprovament Program and be used for widening projects. CivllSource will set up procedures to best market and sell these surplus properties. In setting rap the procedures Civ €]Source will review the funding sources that were used to purchase the properties for any limitation of the re -use of the lots, and consult with al€ City departments having jurisdiction In the development of the parcels. CivilSource will prepare the RFP for marketing these lots to potential developers qualified to purchase the lots at maximum price, and develop the surplus lots with quality projects. Sale of these lots will not only generate revenue for the City's street widening and CIP, but will provide quality development in place of vacant lots which in turn will generate tax revenues for the City, In addition to the RFP, Civ €€Source will explore other avenues to sell the surplus properties, Some vacant lots might be offered to adjacent property owners to Include in their property for potential expansion of their property. Other 25L -268 On-Call Right of Way Specialty Services for the RFP No.: 15-044 G Y.tti 5010 Ana avenues will be marketing the lots on the open market only if the City's guideline will permit these transactions, 7 We are committed to meeting the City's schedule. We believe that the Project Manager will be required 20 hours per week, but we are willing to work additional hours as necessary to provide adequate services to the City. Our primary approach is to serve as a direct extension (Le, surrogate staff) of the City of Santa Ana Public Works Agency staff. Our approach is based on strong commitment to total quality assurance and follows a proven path of work elements and tasks to ensure a successful project. Working together with the City Project Manager, CivilSource's Project Manager, Ms. Sour! Amirani PE, Broker, will lead the project team. We have included the Fee Proposal in a separately sealed envelope, as specified In the Request for Proposal instructions. p Ana 117 25L -269 EXHIBIT B FEE PROPOSAL 25L -270 0, i �m�`�'tt,� $ } =0 .£uu?`'ai Project Director $155 Project Manager $155 Project Advisor $130 Technical Assistant $75.45 Contract Administrator $75.45 Range of Hourly Rates: All Employees in company /field office or in Client offices. Effective: For the duration of contract. CivilSource,Inc. • 9890 Irvine Center Drive, Irvine CA 92638 * Tel: 949 -585 -0477 - Fax; 949- 585.0433 , wwwxivil- source.com 25L -271 EXHIBIT C CERTIFICATI ®NS 25L -272 APPENDIX ATTACHMENT 34: NON - COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: 15 -044 NON - COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid Is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or Indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non - collusion Affidavit. BIDDERS are cautioned that maldng a false certification may subject the certifier to criminal prosecution. Signed County of Subscribed and swom to (or affirmed) befoul)" e�tr#la" day of 20_ by proved to me on the basis of satisfactory ev dence to be the persons) w t ed. ly P �>�. A notROary p�s narot ved san theign document towhich tl huthfulness, accui .SizCe »t,C- a1i16rni $ubsdriNed�ahQs ghthYs�ddy Not lic Signature Notary Public Seal by pcovvd tb fdeshjl c in K. 6ERGER COMM. #1978283 Notary Public Calif $a Ofanga County .karo 12, 2916 City of Santa Ana RFP 16 -044 Page 28 25L -273 K-7— ,20 tS , S71 f, satisfactory evidence re'd;Worerlse. APPENDIX F ATTACHMENT 3 -2: NON-LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: I5 -044 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated finds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities ". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for malting or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subj act to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this cattifleation be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm t? ILL !�� 0 9 Cst✓ .'NG ' Signed and Printed Name: (V(ax rvt 7 etlul Title y i Vq/) G / pa'L Date__,r0_�4 - - City of Santa Ana RFP 15 -044 Page 29 25L -274 APPENDIX ATTACYIMENT 3 -3: NON - DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL RIGHT OF WAY SPECIALTY SERVICES RFP NO.: I5 -044 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultrant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he /she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said Iabor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders, 6. In the event of the Consultant's non - compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for furtber Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7, The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of City of Santa Ana RFP 15 -044 Page 30 25L -275 September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved 'in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Tabor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: _ am_ Title: /'y'yl (j e p .Q Firm: Date: City of Santa Ana RPP 15 -044 Page 31 25L -276 EXHIBIT D ADDITIONAL PROVISIONS 25L -277 Local Assistance Procedures Manual malIBIT I0-X Cousultant Certitication or Contract Costs and.L'hrarreial Managemonk Syretorn 1,7 mniT 10 -K CONSULTANT CERTIFICATION 0Y CONTRACT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note. If requesting to ritilize the Sgf°ellorbor Indirect Cost Rate subml3Attachmeni 1 of DLA..OB I3 -07- Sr fe Harbor Indirect Cost Rate for ConsuhanB Contracts found at blip: / /wsvw, dot, ca. govlhri /LocaCPrag),ams /DZA_OBIDLA OBhimMlieuofthisfoim.) CertlPicatyon of Final Indirect Costst ConaWa11t Firm Name: CLId .SOU /'CtJ �iiC Indirect Cost Rato: /997 * for fiscal period ^ 20�5- (uun/dd /yyyy to mm/dd /yyyy) $Fiscal period covered for Indirect Cost Rate developed (not the contract period). Local Government; Contract Number: Project Number: / I, the undersigned, certify that I have reviewed the proposal to establish final induect ooet rates for the fiscal period as specified above and to the best of my knowledge and belief 1. All costs included in this proposal to establish final Indirect Cost Rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of Title 48, Code of Federal Regulations (CFR), Part 31, 2. This proposal does not include any costs which are expressly unallowable under the cost principles of the FAR of 48 CFR, Part 31, All known material transactions or events that have occurred affecting the firm's ownership, organization, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above. Certification ofFinancial1Vtannsam ntSvstom I, the undersigned, certify to the best of my knowledge and belief that our Financial Management System meets the standards for financial reporting, accounting records, internal and budget control as set forth in the FAR of Title 49, CFR, Part 18.20 to the extent applicable to Consultant. Corglicatlon of Dollar Amount for all A la Contracts' I, the undersigned, certify that the approximate dollar amount of all A&L+ contracts awarded by Caltrans or a Californj looal agency to this firm within the last three (3) calendar years for all State DOT and Local Agencies is $ / �i 004 0 00 and the number of states in which the firm does bus near is Cert ficatlun of Direct Costsl 1, the undersigned, certify to the best of my knowledge and belief that all direct costs identified ou the cost proposal(s) In this contract are reasonable, allowable and allocable to the contract in accordance whb the cost principles of the FAR of Title 48, CFR, Part 31, Allowable direct costs to a Government contract shall be: LPP 1501 25L -278 Page 1 or2 January 14, 2015 Local Assistance Procedures Manual EXHIBIT 10.11 Consultant Certification of Contract Costs and Financial ManagementS atom 1. Compliant with Cianekraily Accepted AacoutiengPr nciples (GAAP) and standards promulgated by the Cost Accounting Standards Board (when applicable), 2. Compliant with the terms of the contract and is incurred specifically for the contract. 3, Not prohibited by 23 CFR, Chapter 1, part,l72—Adminishation of Engincering and Design Related Service Contracts to the extent requirements are applicable to Consultant. All costs must be applied consistently and fairly to all contracts, All docutneittntion of compliance tnustbe retaimad in the projectflles, Sabconsultants (ifapplicabie) Proposed Contract Amount (or amount not to exceed if on -pal) contract); $ prime Consaltaats (iirapplicable) t] Proposed Total Contract Amoruit (or amount not to exceed if on -call contract); $ f Prime, list all subconsultamst and proposed subcontract dollar amounts (attach additional page if necessary): Consultant Certifying (Print Name and Title); Name Title: $ $ Consultant Certification Signature * *; Date of Cettification (mmtdd/yyyy): Consultant Contact Information, Phone number; fi' # - ✓ ' tifj 7 * *An individual executive or financial; officer of the consultant's organization at a level no lowerthsn a Vice, President or Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the indirect Cost Rate proposal sabmitted in canpurtotion witli the contract, Notc; Per23USr- Xt2( b) p,j( B}, Subconsuhants 'a I's tnatptyavr`th(heMA Cost h1 otpteawntaluedla48CA't3 Patin 23 C R eart 172.Mftnhiow slaw Constdami mean the individuut or, fh•tn pt avBNng arrgtneel inganddesign relatedaerutces as apapd, to fha aaturxzcG :hereftev, snbaansrtttants as parties ofa Contract must complete a cert$oatton andsend m1gtnatsto A &I and keep copies in Lanai AgeneyhvJect Flies. Distribution: I) C)dgind to CaltranD Audits and lnostigilim3 2) Retained in Lewd Ageney Feijest Flies Page, 2 of 2 UP 15.61 Januai y 14, 2625 25L -279 as ti P. q� V L 6 N �ff i a rl N A z 0 U z� 0 U z U C Q " e b c e � d C a v 03 p .9 w 25L -280 p N H av h S O N O Saw ray N y y p O b U v i7 at v p v � � a � p q ��g o -NM �7 W z °o °o oo• V) vj h h h In vi Yi Vt V1 Vi Yt V1 6A 0 o •� t+Ot+��mm MMM MMen s9 �Efl Yi U 69U 6S 6969 fig fig 6969 p M '3 d .°a ;: enoo W hm �a Sao �roo H �pnoa H H to rw ri H lC H H H 0000 H H 0000000a000 .-1 pF nh��• nn� hrh hh�n l^• hl� C~-S�r O ,—I ,--I r-I N rl rl r-I H H n-1 M �•I ,-1 M W rrn P`h h �^�h h iz hC'•l� W t�•c+t� l �o AFr �p d; vj b d; h l� M .+ V; �` rw V i� .� V cy �°; i�1"y •q ,� � NO vi �pn V NO �n ion OC^ mm� Vt <TM nnm v14\ rn�r w'1am oa Uj V1 69 fi4 69 69 69 69 69 E9 w � F a z b A � a b o 25L -280 p N H av h S O N O Saw ray N y y p O b U v i7 at v p v � � a � p q ��g o -NM �7 W b a d 0 F_ w9 a N N a 0 W U C H I kn cl O za I z S7 N A rn 0 25L -281 °z p v� U R F 5 b C7 O � dos Al l 4o tgw m POR 3 h rd 0 Zaapa U O Z W O U o H ° � U U O a U Q iH-1 F �d H Q'94d F F II U O Onq W Ca E N�<CmCJ Ca.? V 25L -281 °z p v� U R F 5 b C7 O � dos Al l 4o tgw m POR 3 h rd Local Assistance Procedures Manual EXI11f1IT 10.01 Consultant Pro osill OBE Coffimltment EXULOITIO -01 CONSULTANT ftOPOSALDHECOMMITMENT (inclusive, of all DBEs listed at bid proposal. Referto lnstruetions on the reverse side of this form) S 6 s e n . a 'rr4Ffi''Y, <re`r P a. P�'t� -8 1. Leant Ag<alcy Namno.. l�.l++ G7i- C# rP `o_ T€� 4 t ��tt 2. Project Location: %7` li / /{h - - 3. project Dascsiptlon:4i (' t?2 Q 12ft tMt ?'. /� 4, Consu €tantName:. (2; ytt 6, Contract DBE Coat %:—Az— DUE Commltmont Information 6. Despriptlon offloolces to be Provided 7. DBE Finn & DBE Can. 9. DBE % Co lactLtformati Number 1rrKG – I`V F3 '4+b �s- c"'- "'6, *ocfll eneyttb �GR711P� @I}. 1�§, e�4$vtt',n,�1.,t 16, Local Al ancy ContrautNumber. 17, Padetai•rdd ProjxF Nunebar.,W 18. Proluxed Caatraat Execution Date. Local Agency certifies that all DBE certifications are valid and the lnfomation on this form Is comptote and accurate: 19, Local Agency Representative Name (Pilot) • 2e. Local Alt enoY Representative Signamm 31. Dale 11, Loral Agency Rapresanlutive Tltlo 13, (Area Code) Tel. No. u a a � Van� Axf ,54Ei� �y , rSs_Y`L: ti. Propora ssignamre Il _lam i 11 Prep is Name (Print) ?Cie glmnI 13. Prepflrot's TIt�T- �FSF- i7 ,7. 14. Dole 13. (Arco Coda) Tal. No, lllstribanon: (t) Original– Cansnitarn submits to laanlaganoyivith Proposal (3) Copy –Loam Agency files Page 10172 LPP 13.01 May 8, 2013 25L -282 ks lzi AN g r t �a c t7 I z lb, F� 5, ZPI My ' all r: a L$T hryul it mt I S u U �s . 25L -283 25L -284 4 +w a u 3 C3 :n is � yI t7 . O O EI fl ^J .�A Y ,F✓ 5t � � [y.y €nJ 2+ ',= 8 R 0 T � 2 d •N va AV ��-. �y/Yjy N R} "� �w y `f iii �y y_q V CS •� 4 p {Sft T+ N U .n rI { � X1'4 G q (Y,�,! '4R CM � � 4I 'S? �y k�4 "n CN N W ..a •"' �Lj�T S`Y w a V vim, raw A 0 Gh 0.n A a2 M M re G 9 Q 7 �g b O z 20 A Ai . Do MM a" �a 25L -284 4 +w 0 M ry�ry O �qp3 p� CIS "•�yu� , e ... �Iw;. � Iloit' �` �qj fi'''ll 4i.r i5 .? •F;'f >. ; \.ip't yd t':[i+ m A tr; p �1 .Cp'Y'fw� •" !I, ''t' `',I (�� ;i,� rw,' rJy �y, +' 'Q't � i �Ik 4 +)'��{jry ltiii A�Mlq�k {YVy1 � VL Xi !C `d''; ��yc��° $^�G� � '::'Y�yb�' ;�:'u}iii��'�.@'I�/�,•� III, C9 � O A A R a 25L -285 25L -286 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5a' day of August, 2015 by and between Paragon Partners Ltd., a sole ownership entity, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Property Management Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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: SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 10 25L -287 4. 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 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. 5. 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. 6. 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. 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. 25L -288 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) Consultant shall supply City with a fully executed additional insured endorsement. f 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. 7. INDEMNIFICATION Consultant agrees to 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 contractors, 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 terns 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. 25L -289 8. 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' 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. 9. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -290 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Paragon Partners, Ltd. Neilia La Valle, President and CEO 5762 Bolsa Avenue, Suite #201 Huntington Beach, CA 92649 neilia@paragon-partners.com 714 - 379 -3376 (Office) Jose Sandoval Assistant 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 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -291 14. 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. 15. 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -292 19. MISCELLANEOUS PROVISIONS a. Additional provisions, if any are identified as Additional Provisions, Exhibit 1), attached hereto and incorporated into this Agreement by reference. b. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their rcspective parties to each or 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 Agrcement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first abnve written, ATTEST; Maria D. fluizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney B 1 is au s dovat Ass stain tain City tyAttorticy RECOMMENDED FOR APPKOVAL-, Fred MousavipQur Executive Director Public Works Agency CITY OF SANTA ANA -6—avid Cavazos City Manager CONSULTANT. Paragon Partners Ltd, Neilhi La Valle, President and CEO Tax ID #33-0572526 25L-293 EXHIBIT A SCOPE OF SERVICES 25L -294 CITY OF SANTA ANA SANTA ASIA PUBLIC WORKS AGENCY PROPOSALFOR ,,uhIE 10. 2015 11X k �`4ir��lTVl�' Vii iN S ', N t x, 25L -295 June 10, 2415 Kenny Nguyen, Project Manager City of Santa Ana, Public Works Agency 20 Civic Center Plaza Santa Ana, CA, 92701 Dear Mr. Nguyen, Subject. Property Management Services PFP No�: 15 -043 Paragon Partners Ltd. (Paragon) is excited to submit this proposal to provide the City of Santa Ana (City) with property management services. We offer the following: Firm and Teana Experience. We have worked with the City throughout the past 15 years during which we have successfully completed several City projects requiring right of way specialty and property management services. We have gained an in -depth understanding of your processes, culture and dynamics. We acknowledge that a recent organizational change affected our work product; however, we assure the City that such changes were implemented to more effectively serve public agencies. We are confident in our renewed ability to serve the City and lookforward to the opportunity to once again assist in moving your projects forward. Understanding of Need. Based on our previous experience with the City and extensive background In property management services, we have developed a strong understanding of your needs, Our property managers are experts in short and long term property management services, They understand how to work with the Santa Ana community and are fully knowledgeable of the state and federal requirements that, govern their work. Further, due to our professionals` extensive experience working in and around Santa Ana, they are familiar with the cultural and political sensitives of the area,, Relevant Project Experience and References. In addition to our expert project team, Paragon offers the City a proven track record of successfully providing property Management services to public agencies In Grange County and Southern California. Further, we have a long - standing relationship with the City and have provided comprehensive right of way services on several projects since 1999. Paragon also maintains a proven track record of successfully providing comprehensive right of way services to nearby and neighboring cities and agencies, including. the City of Newport Beach; City of Costa Mesa; City of Irvine; City of Huntington Beach,, City ofYorba Linda; grange County Transportation Authority; and Alameda Corridor -East Construction Authority. We encourage the City to contact our references, listed on page 10, to verify the quality, timeliness and cost - effectiveness of our services.. Fees. We are sensitive to the budget constraints local agencies often face. We are willing to work within the City's budget and are submitted fees are negotiable. Please do not hesitate to reach out with additional questions, Your project manager and single point of contact, Jim Lemont, may be reached by phone at (714) 379.3376, or electrontcally at jlemontaparagon- partners.com, Sincerely, j Jay..- --.. Nelda LaValle, President & CEO (714) 379 -3376, ext. 2011 neilla@paragon- partners.com 5762 Bolsa Avenue, Suite 2011 Huntington Beach, California 92649 (714) 379 -3376 1 www,paragon- partners.com 25L -296 Paragon requests the following revisions to the City's sample consultant agreement. Fv ^ �Q����^h,BW$���m�����orM��U�L��bV&^|U�unqn��^P|e� de|e��^o\yn��.Paragondoesput own any automobiles and, therefore, does not carry coverage for "oYYhed` autos, We carry coverage for "hired" and "non-owned" autos only and will provide a letter verifying that we do not own any automobiles. |[ Paragon purchases any vehicles Un the future K will obtain the required coverage and provide the City 0Y Santa Ana with revised insurance certifiumtem. PmgeZ� 6a,(M)'Pheane ad ten (1[) days prior notice for b ebtufpr0nounls^ UNDERSTANDING We understand that the City is seeking a qualified Right of Way Property,Management firm to provide as-needed post acquisition property rnanagement services during the transition from occupancy to demolition In addition to long term property management for City-owned properties, Work Mil be issued on a task order basis. Paragon will provide interim and long term property management. Interim management appliesto property acquired t*b8 used for project AuMst[Uct|Vn.LUPQte t is applicable for land and buildings that will ultimately be classified as excess to City project requirements, All activity Mill be carried out In a professional, cost effective, d timely `manner consistent with applicable state and federal regulations (ncludiUQOaltraDsp[0CedU/es and California Department 0fReal Estate requirements, Services include but are not limited tx� ^ all city properties and b/ confirm tenancy mfoccupants ^ Coordination mf utility connections and disconnections ^ Preparing and facilitating short-term rental agreements ° Rent collections « Providing eviction services ^ Property maintenance and security " Preparing and issuing notices to vacate |n accordance with state law ' <3O0rU|no*imn oY final .asbestos and lead surveys v M0nitor the demolition of structures and removal Vf underground storage tanks o[Other environmental concerns Further, sx» understand that Santa /Ana has a large Hispanic population. Paragon has bilingual managers who Vill ensure property owners and tenants understand the process. ��U ��� �������K APPROACH Management of properties Is an integral part of the acquisition process. The tone set by the property management program will potentially impact displacees and will impact neighbors and the rest of the community. Paragon understands the Importance of this role and is prepared to manage all acquired properties until the properties are cleared and released for construction. PROJECT NIANAGEMIEW Upon request bvthe City, we will develop a Property Management Plan(PMP) for each project. The Plan will include all elements required to guide the property management tasksiIssues during the course of the project, It will include policies and procedures relating to coordination with the other members of our team, with displacees still in possession of leasehold interests, with neighbors, with suh-consultants and other City consultants, andwith governmental authorities. The PMP will delineate the requirements and procedures necessary lV take over and secure the property at close of escrow and 1omaintain the property prior to and after demolition. It will also outline the process for environmental testing and abatement prior to demolition of structures and define the role of sub-consultant contractors. Itwill define the property inspection schedule and record keeping reqVirenlentuYO[m|!propartier.Thmp[oc#dUoa8fnr leasing or renting of property prior to being needed for construction of the Project will also be addressed. �Prucedures%0r coordinating with the City's other contractors will also bo delineated. Finally, we will provide a:hesA||at for lead/asbestos testing and abatement and subsequent demolition. /\ Property Inventory Report (PIR) will be submitted monthly to the City by the date specified, It will list the properties owned by the City and their status. The P|R will contain the status of interim rental collections, lead and asbestos testing abatement, bnand-up. fencing and demolition data. Paragon also �will secure the property to protect the asset from trespassers, vandals, or looters, Unless the property is to be leased or rented, utility company notification for shUtOff will be made within one working day of close of escrow. As required, we will arrange for pest control, debris removal, and will deal with any other condition noted on a specif lo parcel as is prudent and necessary under the circumstances. PA PA �*CIFTS ��U ��� �������� 3 I (b go m (D 0 T m o CL > > (D M N *t Co ' > a E 0 ti 0 CL a) 0) Ze CL b 0 0 J4 CD m i5 a) O. M > (D (D 07 (D 0 ID > N 15 ro c 0 T5 L) E 0 w w t c E5 0) E n w > U CD 0 CL x Q. u M a3 0) OW —cu > E E (D (D 0 a > d) E 0 *6 E cL E C T7 0 0 (D 0 0 0 8 c F= 7 0 te 0 .2 2 � 0 ol 03 um, N 0 co O -0 C. 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N N 8 Cl, O a � N `O.N amp, y.O.N N m C N tll U w N ON E N Nam6„ e o a°c m tl7 ®;�y Oh'C7_a ro o� 'J >1 N roc`w ro N iO a= SO c' > cNq1. ao a'U N N 'NU rC> �Oa Ea m2 O a U, u 0 I dPa;SEV� cp^ O m mclopoc U O °a $ a1 0) O '- C w m co m E � N ,.C- �.'aC �},� (DM Fyn - :5Q..«= oEa) �� a E -od- c'a'aoO- u N._a N acE ro c O� Sao iw 809.aro b Ora Ldp EE m0"= �NNC a is Q>N�N v(D :3 m or ..gym 0ao "°' EN °.oa Uo n'�''Ec:�erys-NOm,cGi.w. c +a p, aN a) ? Or .c N c a co i:SCLU O 0 V - m° m o o T'ocu aac° EE IOD o aMcm vE °U Q-0— 3ioumc cos ooU ° > m � c 0 w �°c a°a o�'�n c a?o ro °[ri a oO a c ° a> E�o CU Ec c a Lm w .. at ._ to G CCU r N OtO ++tli N >, m E 45 N UacCUCD ao- �( oO -Nm O N m C �#� N..O, .� N NC`O ,„ Vi d? {6 cm7}L7.' �3 N. N U qt�p}' }. N G C N 9J {.i Cmz. N O. z � 9) N 0 CL `O � Li C.} O U fl. Ak 4 cx, E C * c o O 2 0E > cn c ac 02, c°< Zvi 0) rl. w>car 25L -301 v E C: m ui rn c O .a *- O 00 Am Q) 02 Om o 4 w O U O .a M vmcv m�c m O_ a U m C 'N p'Pvi 0 O c a �? m o Do m t'+ , W t �y! u: �n vz EXHIBIT B FEE PROPOSAL 25L -302 ri T 1 r t SANTA ANA PUBLIC WORKS AGENCY F, U I � PROPOSAL �Il Pr, 'N _1 i r% (v1,'3 JUNE 10, 2015 of FEE PROPOSAL. Paragon has provided our fee proposal (Exhibit 14 -H) and standard hourly fee schedule below. EXHIBIT i 0-H oe e �4 oil (jl P ELLU n ��AIH U� f y 6 r a n M Q nom" N Y Q ti c t= R Q C i� n e .S V Ca Q a:S � R R t^^ V l; /yVy t m 00 S {Si GJ dG � N �i l k. qq� 4 a PA12T E04 U� f y 6 r a n M Q nom" N Y Q ti c t= R Q C i� n e .S V Ca Q a:S � R R t^^ V l; /yVy t m 00 S {Si GJ 25L -304 dG � N �i l k. a G m a U w i a ij C m. ran �t to r°�+i 8 e. �ro V _ s V i u y H 'R VS 4^I 4q v II w g 5 LWw qw � h ,C err ai vs �b wa �F it lr�l A w"o Ht Q n S N_ pa 9 99 25L -304 REP PROPOSAL ( 2 dG � N �i l k. a G m a U w i P a 8 �ro V _ C o V i u v II w g LWw qw � h � err ai REP PROPOSAL ( 2 � t !G ; w � O � U i rl iI a i PPARRAGON' � % I'ATNE4 N M N O C ti !-i 9 25L -305 �L HUH od f•N ypp y {'+ ad U 0 d. FEE PROPOSAL 13 rU WWW F H H II Ey N A � q P E II o q 25L -305 �L HUH od f•N ypp y {'+ ad U 0 d. FEE PROPOSAL 13 Terms of Payment Net 30 days. Invoices will be submitted monthly. All rates are effective as of January 1, 2015. Rates may be revised annually on January 1st to reflect Increases in the cost of living and current business conditions, overtime for applicable labor classifications will be charged at 1.5 times the hourly rate in accordance with California law, IN 3, LLIJ it IL El 01 MI 7 I IIIRAGON ®( eAR�NER,s 25L -306 KE PROPOSAL 14 HOURLY KE SCHEDULE CLASSIFICATION HOURLY RATE PROJECT MANAGER $150.00 FROPERTYMANAGER $ 95.00 PROJECT COORDINATOR $ 75:00 DIRECT CHARGES Cost COPIES (XEROX) @ $0.15 each PAGERSICELLULAR @ D & E SIZE COPIES @ $5.00 each AIR TRAVEL & LODGING @ Cast REAL ESTATE DATA SERVICES Cost + 15% MILEAGE @ $0.575 per miW TELEPHONEtFAX Cost SUB- CONSULTANTS Cost +15% POSTAGEIFEDEX Cost OTHER EXPENSES Cost +'15 °!a * Or current IRS allo"bie Terms of Payment Net 30 days. Invoices will be submitted monthly. All rates are effective as of January 1, 2015. Rates may be revised annually on January 1st to reflect Increases in the cost of living and current business conditions, overtime for applicable labor classifications will be charged at 1.5 times the hourly rate in accordance with California law, IN 3, LLIJ it IL El 01 MI 7 I IIIRAGON ®( eAR�NER,s 25L -306 KE PROPOSAL 14 EXHIBIT C CERTIFICATIONS 25L -307 NOWCOLLUSION AFFIDAVIT APPENDIX ATTACHMENT 3 -1. NON - COLLUSION AFFIDAVIT CERTIFICATIONS CFFY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROPERTY MANAGE, MENT SERVICES RFP NO.: 15 -043 NON•COLLUSrON AFFIDAVIT Critic 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS III accordance with Title 23 United States Code Section 112 and Public Contract Cade 7106 the BIDDER declares that the bid is not made in the interest of, or behalf of, any undisclosed person, partnership, company, association, organization, or corporation;, that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited atny other BIDDER to put in- a-falsev rsham bld,- and-has -mat directly or indirectly eofbader, conspired, connived or -- agreed with any BIDDER or anyone also to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not In any manner, directly or Indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cast element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding tine contract of anyone interested in be proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged Information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership company association, organization, bid depository, or to any member or agent thereofto effectuate a collusive or sham bid. Note: The above Nan - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereofshall also constitute signature of this Non- eallusfon Affidavit. BIDDERS are cautioned that making a false certification may subject the certifier to crminat prosecution. Signed State of California County of Orange Subscribed and sworn to (or affirmed) before me on this 30th day of Anne , 20i5 by Neilia LaValle proved to me on the basis of satisfactory evidence to be the persons) who appeared before me. Who proved tome on the basis of satisfactory evidence to be the person(s) whose names i are subscribed to the within Instrument and acknowledged to me that he sh they executed the samelnhis/ their authorized capacity(fes), and that by hisj e thelrsill nature(s) on the instrument the person (s), orthe entity upon behalf ofwhtch the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California th ntrt"a"ra ph is true a or LISA act. BMission � Atill 20539th Notary Public - California otanyPubliesign tore Notary Public Seat OtaaQaCaunty jjn.k[V.49N \ \�� r.Ale�r,�;F�s Page 20 25L -308 115 .A AI X TT�cnv�nT 3-2: NON-LOBBY ING IiG CERTZrICATroN CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROPERTY MANAGEMENT SERVICES RFP NW 15 -043 The, prospective participant eertffies, by signing and subinioing this bid or proposal, to the best of his or her knowledge and belief, that L No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of Member of Congress in connection with the awarding of any federal contract; the making of any federal grant, the snaking of any federal loan, the entering into ofany cooperative agreement, and the extension; continuation, renewal; amendment, or modification of any federal contract, grant loan, or cooperative agreement. If any funds other than federal appropriated finds have been paid or will be paid to any personfor influencing or attempting to influence any officer or employees of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of Member of Congress in connection wlth this federal contract, grant loan, load or cooperative agreement, the undersigned shall complete and submit a 'Disclosure of Lobbying Activities ". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered Into. Submission of this certification is a prerequisite for making or enteringhato this transaction unposed by Section 1332,15de31, U. S, Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The proapective partieipunt also agrees by submitting his of her bid or proposal that he or she shall require that the language of this certification be included in all lower fier subcontracts, which exceed $160,00-0 and that allsuch sub recipients shall certify acid disclose accordingly. Firm Sign€ Title PresidentanclCEO Date June 10 2415 PAV,GION PARTNert 25L -309 116 I sdq• N— ISCRI lip.€ 1tF!?.. N CL -4,11 EC'S�....A3 R?.. N ATTACHMENT 3-3. NON-DISCRIMINATION CERT1FiCATEON CITY OF SANTA ANA ttEQUFST FOR PROPOSALS FOR PROPERTY MANAGEMENT SERVICES RV NO.: 15 -043 The undersigned consultant or corporate oftGeer, during the performance of this contract, certifies ae fbf(ows: I . The Consultant shall not discriminate against airy employee or appHeant for emplopinent because of race,, color, religion, sex; or national origin. The Consultant shalt take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, . religion, sex, or national origin. Such action -shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation, and selection for training, including apprenticeship, The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant' shall, m all, solicitations or advertisements for employees placed by at on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without.regard to rare, color; religion, sex, or national origin. I The Consultant ,shall send to each tabor union or representative of workers with which 114he, has a collective bargaining agreement nr other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous paces available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Euecudve Order 11246 of September 24, 1965, and of the pules, regulations, and relevant orders of the Secretary of Labor, 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24,1.9$5, and by rules, regulafion%and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his /her books, records, and accounts by the administering agency and the Secretary OrLaboi for purposes ofinvestigation, to ascertain compliance with such rules, regulations, and orders: 6. In the event of the Consultant's.noo- Omplianco with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Girder 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 oftleptember 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, PAR PARAGON 25L -310 j17 regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that stab provisions will be binding upon each subcontract or purchass order as the administering agency may direct as means of enforcing such provisions, including sanctions for nonoomptlance, provider{, however, that In the event the Contractor becomes involved in, or is threatened with; litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States, S. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stars. 1935, and as amended, No discrimination shall be made in the employment of persona .upon public works, because of race, religious creed, color, national origin, ancostry, physical handicaps, mental condition, marital status, or scx of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all file penalties imposed for a violation of the Chapter. Signed: IT .!.p _ _ Neilla La Valle TWO: President and CEO - Firms" Para[ on Partners Ltd. Date; tuna 1Q, 2Q15 MR AWN PARI IGRS EM 25L -311 j 18 EXHIBIT D ADDITIONAL PROVISIONS 25L -312 EXHIBIT 104 1 NOTICE TO PI O R , DBE INFORMATION Local Assistance 'PrDeatlu res:Fintiun l EXIMIT 10 -I Notice to Proposers DBE Infurmatian Et1IIRIT 10 -1 NOTICE TO PROPOSERS D1[l WORMATION The Ageney has established a DBF goal for this Contract OR The Agency has not established n goal for this Contract, However, proposers are encouraged to obtain DBE participation for this contract. 1. TCRNISAS USED IN TRIS IDOCIIMENT a The tetra " isadvantaged Business Cnterprise "rnr "DI+F" means it fur- prafitsmall business concern awned and croarolled ky asocially and economically disadvantaged person(s) as defined in 11tie 44, Code of Fddend Regulations (CFR), Part 26.5, • The term rAgreemem° also means "Contract." • ,Agency also means the local entity entering into this contract with the contractor or Consultant, • The term "Small Business "or "SB'isasdeflinedin44 CPR 26.55, 2. AVTHORITY AND RESPONSIBILITY A, Ms and othersmall businesses are strongly encouraged in participate in the perflinnance of Contracts Enanoed in whole or to parttwith federal funds (Sec 49 CFR 26, "Participafmiby Disadvantaged Business Enterprises in DepartmentgfTransportation Financial Assistance Programs"). The Consultant :must entree that DBra and other small businesses have the opportunity to participate in the Performance of the work-that is thetamjcct of this solicitation and should take all necessary and reasonable steps for this assurance The proposer mustrtof discriminate on the basis of race, color, national origin, or sex in the award and perfomtanceofsubcontracts. LL Proposers are encouraged to use services offered by financial mSYtutionsow,ru d and controlled by DKi, 3, SUBMISSION OF DDE INFORtI4TFON Iftherc is it WE goal on the contract. Exhibit I0 -01 Consultant FroposaI D E Crn rniffoient must be included in the Request for Proposal, In order fora proposer to becoasidercd responsible and responsive, the Proposer must make good fifth efforts to Meet the goal established rot the contract. tribe goal is not met, the proposer ntustdugpment adequate good faith efforts. All DBF participation will be counted towards the contract goal, therefore, all'UBE participation shit[ be collected and reported. Exhibit 10.02 Cin sullani Contract DBElnfntvnado +t Most be included with'the Request For Proposal, Even if no DBE participation will be reported, the succesafvlproposer must execute and return the form., 4. B1BF. PAR7 tlCIPA'C10NGENCIIALINFORlMATIQN It is the proposals responsibility to be fully Informed regarding the requirements of 49 CPR, Part 26, and the Department's DBE program developed pursuant to the regulations: Particular attention is directed to the rollowiug: A. A DBE must be asmall business firm defined pursuant to 13 CFP 121 and be certified through the California Unified Certification Program (CI16P), Paste 100 3 I:'vP 13 -0I srlay 8, 2013 tie) `�.°' 25L -313 },19 V41BIT 10-01 1 CONSULTANT PROPOSAL DEE COMMITMENT PARAGON PART N'ERS Local Assistance Procedures Manual EX11I111'T 10.01 Corsnitaut Pro irml DBE Comnlitni oil t EXJIIBIT 10 -Clt CONSULTANTPROPOSAL DBE COMMITmvNT (lnolusive of all DEirs lists d. at bid plop nail, War to iflea uctioms ml tre reverse side atilus imm) Consultant to Complete this Section 1. Local Agency Name: City Of Santa Ana Pu611c Wart <sA enu�r_ m L project 1- oeal(on; City of Santa Ana 3. Project Description: Property Mana ement $erviees 4. Consultant Name, ParaQOn Partners t-td• • Cminoat DBP. Cron1 %: 4% DBE Commit ent trifonnation 6. Dcndidnn of Services to Se Provided T, DINT Film &DBE Cart. 9. DBE% Conan mfinmwi.. Numl+er Tilt) Local Agency to Complete this Section t9. Tuluf. %Clafficd 4% 16. 1.x.1 Agency Corned Nnmber: , 17. Fedend-und ProlutNombes: 18, Pmpoxd Cantina Ezocutian Dale: Lacni Agency certifies that all DBE certifications are valid and the repo r , ignan Jnfortnatian nn this talon i8 complete and ulunde: M Nellla taValle 12. Fmparo[ s Name (Print) 19. Local Agency Repmsentnnve Name (Print) President and CEO _ 13. Frepnrcr's Title 20. Local Agency Represemative Si@nntum 21. Date June 10.2015 714- 379 -3376 14. Davo 11(Ama Code) T'el. No. 92. f e Agency Reprewnnntivc Till¢ w27. (Area Code) To, No nislribution: (I) prigionl- CbuSUhant anbmil510 9oeal agcncy -5th propomt (2) Copy - Local Agency f➢cs Page 1 of 2 Up 13-01 May S, 2013 25L -314 ' 20 EXHIBIT 1 O-K I CONSULTANT CFRI-MCATION GIF CONTRACT COSTS AND FINANCIAL MANAGEMENT SYSTEM -Local Assistance Procedures Manual i XMUIT 10 -K ConsultantC601fleation of Contract Costs andFlnanelof Management System .EXHIBIT IO -K CONSULTANT CRRTITICATIQN OF CONTRACT COSTS AND FINANCIAL 1t'frbNAGEMENT SYSTEM (lYnte; 1, f regnastllrgtp utllt2e 3�ieSafelLnGOr77Nflreot L`oc(Rnte sybtnilAlttrc &mwtt l nj DLA-01 1 13-07 - Safe Harhor Indirect Capt Rale -orConstillomtG'anhbctsforrall or)ulgi:J /rgryrv. dol. cngovJ lrq/ iootll' ibgrarnvlD .L,- OB/DLrIOD.trtto Ill floe ofM1,9 grin) t'au of Final Indirect Costs: Consultant Firm Namm Paragon Partners Ltd Indirect Cost Rate: Standardltotuly * Rar fiscal period 0610tnoisto '(mmiddlyyyytonruilddlyyyy) Rates Apply 721.1112016 . uFiscal period covered for Tndtrock Cost Rate developed (not the contract period). Local Govermmnit ;fin €Santa Ana Contract Number: T13D Project Number. RFPNo�15•A13 1, the undersigned, certify that heave reviewed thoprnposal to establlsbffntd Indirecteost rates for the fiscal period as specified above and to the best oFmykuowledge Anil belief L All Costs Included in this proposal to establish final Indirect CostRates are allowable In accordance with the costprhiciples of file Federal Acquisition Regolations(PAR) of Title 48,, Code ofpedeml Regulations (CFR), Part S 1. 2. This proposal does not lnalnde any costs which are expressly nuallowabletmder the cost principles of the RAIL of 48 CPR, Park 3l. All Imowuniateriel transactions or events that have oecurced affecting the firm's ownership, organization, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above. Certification of Financial NTsrnaffmnant$ystatirt 1, the undersigned, certify to the best of my knowledge and _belief that our Financial Management System meets the standards For financial reporting, accounting records, lamina and budget control asset forth in the FAR of Title 49, GFR, Part 18,20 to the extent applicable to Consultant, Certification of Dollar Amonpt for all A&E Contracts 1, the undersigned, certify that the approximate dollar amount of all A &r contracts awardod by Caltrazs or California local agency to this firer within the last three (3) calendar years for all State DOT and Local Agencies Is $ and the. number of states in which the firm does business is J Certification. or$i •ect Costm 1, the undersigned,.certily to the best ofmy knowledge and belief thatall direct costs identifiedon the cost pr"oposel(s) in this Contract are reasonable, allowable and allowable to thecontract In accordance with the awl prhieililesofthaFAROrTYtla4B ,CPR,PartBl, Allowable direct oost swa Government contract shall be: UP 13 -01 MRAGON " 1ARTNER% 25L -315 January 21 Local Ass6stnace7h ocedurev Manual, EXTUBI IO-K Consultnnt Certification of Contract Costa and Financial MAnageurent$ystent 1. Compliant veRb Generally Accepted AecounfingPrinciples (GAAP) and standards promulgated by ilia Cost Accounting Standards Board (when applicable}; 2. Cornpl laut with the terms of tile contract and is lwwrrnd specifically for the contract. 1. Not prohibited by 23 CFR, Chapter 1, Part 172 —Administration of Engineering and Dosp Related Service Contracts to the extent req iteeruenfs are applicable to Consultant. All costs must be applied consistently and fahly to allpontmets. All documentation of oampliance must be retained in the project files. Subconsultants (if applicable) Proposed Contract Amount (or amount not to exceed if on-call collcact). $ NA Prune Consultants (if applicable) Proposed To(al Commet Amount (or amount not to exceed if on-call coutract)i $_ NA_ Prime, Iist al subconsultants and proposed subcontract dollar amounts (attnah additional page Ifnccessary),, $ Consultant Certifying (Print Na1ne and Tit to)- Name. N�ILIA I�AVA'ld,� Consultant Certification Signature ax, Date of Certification (ran ') /dcllyyyy): U6t(1912(}1S Consultant ContactInfoxmationt Email; y12ti 61 A 7AV8�gDV1' ptRf ik pS, COM Phone number: eg- 7,0 ( **An individual executive or financial officer of the consultant's organization at a level no lower than a Vice President or Chief Financial Officer, or eguivalaut, who has authority to represent thefrnancial information utilized to establish theindirect CostRate proposal submitted in conjunction witlrthe contract. Note, Per23U,. F. C. 1t1 @J(z)f6j,5 <i6epetsNlfmrlsrarvt camlr/y iVftlr fka hTeiR CAST P7Gteip(as oarUainoit Lr 48 CPR, ParOL 23 CrAFaav 172.3 D0111 iaussale: Consuffanta4an„'�toat &yrliVfdrmfor rot+ p+' nWdLrgengineer (pgane!cAstgrtretntastsarwlcesas aport), tofftoconract. irirol'EjJdre,StlbfiAlLiRIlnlVS aY)Iaf'lleSpQCaltfl'aCUlIILSf aaHl(Ti6reaCePf6a(16li Rnd6eN$oJi$flva/S to lfCanC(ECef3 CO(lfb5 in local Agency Projece ARits. nlstribi nun: I) original to (Utnm9 Audits and hivoligations 2) Retained to local Agency Pfoita Piles Paget 0f2 1,PP 15 -01 January 14,2015 PARAGON 'I ? PARrNras 25L -316 22 0 a FEE PROPOSAL Paragon has provided our fee proposal (Exhibit 14 -H) and standard hourly fee schedule below. EXHIBIT 10-H pS � M I �G x E� u 9 �+ r�niirrle�s � q k+ L v d p � d a a p F4 Gi ro ;n n a n it 0 o V .S GJ 0 c v n� V v r - o a c C rn i N +� M L y pN W q�f R �q V ct ro wLA � G A 99 A A a �a V A ➢ Q QO e u ri qO u ao w.. � x a wva �+pa H Ci Ci T i� .gyp vt vt 4l w4 �v}i zi z H i'i a m FF 25L -317 Fff PROPOSAI.1 2 +� M L y pN W q�f R �q V ct ro wLA w A a �a V A e u ri 0 5• � u ao w.. � Fff PROPOSAI.1 2 4� I� i,' 11'r H' jj� PARTNERS. �Ny P N C ti 25L -318 A H ` 1H I N ws lew 0 FEE PROPOSAL 13 G i igRJ N H h F a VH A O q ,I ? U a 9 1 8' W5 B �d�5 ¢Y VN AH 25L -318 A H ` 1H I N ws lew 0 FEE PROPOSAL 13 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 5a` day of August, 2015 by and between Overland, Pacific and Cutler, Incorporated, (hereinafter "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 (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Property Management Services. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 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 those services as set forth in Exhibit A to this Agreement. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $200,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 5, 2018, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 11 25L -319 4. 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 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. 5. 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. 6. 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. 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. 25L -320 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) Consultant shall supply City with a fully executed additional insured endorsement. f 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. 7. INDEMNIFICATION Consultant agrees to 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 contractors, 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 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. 25L -321 8. 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' 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. 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. 10. 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. 11. 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 in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. 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: 25L -322 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 courtesy copies to: To Consultant: Fred Mousavipour, Executive. Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -5654 Overland, Pacific & Cutler, Inc. Mark La Bonne, SR/WA, Vice President 1 Jenner, Suite #200 Irvine, CA 92618 mlabonteAoncservices.com 949 - 951 -5263 (Office) 949- 951 -6651 (Fax) Jose Sandoval Assistant 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 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. 13. EXCLUSIVITY AND AMENDMENT 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 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. 25L -323 14. 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. 15. 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 proposes 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. 16. 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 opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 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. 18. 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. 25L -324 19. MISCELLANEOUS PROVISIONS a. Additional provisions, i EXHIBIT A SCOPE OF SERVICES 25L -326 June 9, 2015 Mr. Kenny Nguyen City of Santa Ana Public Works Agency 20 Civic Center Plaza; 3rd Floor Reception, Ross Annex Santa Ana, CA 92701 Re: RFP No. 15 -043 Property Management Services Dear Mr, Nguyen; Overland, Pacific & Cutler (OPC) understands the City of Santa Ana is seeking professional consulting firms to provide right of way and related services on an as- needed basis. We are pleased to submit this proposal to provide Property Management Services. OPC Is a California Corporation that has specialized In providing real estate services to government agencies since 1980. We are prepared to provide the City of Santa Ana with a qualified team out of our Irvine office that will successfully execute your projects, OPC has worked with the City of Santa Ana for almost 15 years, and have provided property management services on the Bristol Street Widening Project and the Grand Avenue Widening. We are excited about the opportunity of working with the City again. On behalf of Overland, Pacific & Cutler, Inc., I would like to thank you forgiving us the opportunity to submit this proposal to provide property management services to the City of Santa Ana. I will act as the Principal-In-Charge and the Point of Contact for the city. I can be reached in the Irvine office at 949.951,5263, or contacted via email at mlabonte o cservic s.com. We are committed to the City and we would be proud to be a part of your future projects, Sincerely, Overland, Pacific & Cutler, Inc. 1: Mark la 6onte, SRIWA Program Manager /Principal 25L -327 RFP No. 16-043 1. Statement of Qualification le. Agreement Statement OPC has reviewed the Agreement and we request no exceptions. c, Understanding of Needs /Requirements The information below Includes the typical scope of services and a general outline describing our understanding of the needs and requirements of providing Property Management Services. A, Property Management Responsibilities Office and field staff will be sufficient to perform property management services in a competent and timely manner. Property management services will include, but not be limited to the following minimum requirements and services' f. OPC will provide a 24- hour, 7 day a week emergency toll -free telephone number for Project tenants and others to call. 2. OPC will collect rent from tenants pursuant to existing rent statements and lease agreements, or those to be created and executed on behalf of the Client. Rents will be deposited into a bank account or delivered to the Client within 3 days of receipt. 1 OPC will notify tenants in writing of delinquent accounts, send out delinquent rent notices, and forward copies to the Client if requested. 4. OPC will adhere to a `No Re-Rent' policy for relocation projects which stipulates that vacated units will not be made available for re- occupancy. 5. OPC will provide marketing and leasing services for longer term tenancy projects which require the re- leasing of vacant units, 'These services include the placement of advertisements, responding to potential, tenant inquiries, showing vacant units, and lease negotiations. OPC will conduct new market surveys to determine appropriate rental rates. 6, OPC will issue an itemized monthly invoice to the Client for the prior month's services; fees, and charges. Such monthly Invoices will be approved by the Client, and upon approval deducted from the amount of rents collected or paid directly by the Client. 7, OPC will establish, on behalf of a Client, a non- interest bearing operating checking account for the payment of expenses Incidental to the 'Project. OPC`s designated principals will retain signatory authority on the bank account. OPC will provide monthly reconciliations and reports of all deposits to and drafts from the account rand, if necessary, request new funds to maintain an appropriate operating reserve. The operating reserve in this account should be at least $5,000 to avoid the payment of bank fees. S. OPC will maintain .a log of any and all informatlon received that a tenant will be vacating or has vacated any Project unft, and will provide this to the Client on a regular basis. 9. OPC will notify the Client in writing, and also the appropriate law enforcement authorities, in the event of any injuries, damages, illegal entry, illegal occupancy, or disturbances at any Project unit. O Vl KtAMU o.A 4IF if 6 25L -328 10, OPC will assist the Client and Client's Attorney when eviction becomes necessary, bPC will consult with the attorney and prepare recommendations regarding evictions . and other corrective actions. The Clients attorney or appropriate legal counsel though, will assume the lead role in all eviction proceedings, 11, OPC will Inform the Client and make recommendations when the Project is not In compliance with laws and ordinances, or when standard practices cannot be Implemented for property management activities. 12. OPC will serve as a liaison between. Project occupants and the Client, including verbal communication in Spanish If needed. 13. OPC will perform a pre and post close of escrow walk - through of the Project to help ensure the prior owner(s) have complied with the terms of theirescrow., 14. OPC will regularly perform Project inspections to determine if there are illegal occupants (squatters), or if there is any visually apparent (i.e„ noticeable without the need for extensive investigation) material damage to the ,Project. 15. OPO will obtain and maintain, throughout the contract torm, insurance coverage required by the Client. i . erpogdy LAgiliteriano OPC Will provide maintenance services as described below. Maintenance responsibilities will Include, but not be limited to the following: 1, OPC will direct immediate ,correctionstrepairs of Project safety violations or unsafe conditions, 2. OPC will provide a written report with pictures indicating any unusual corrective action that is needed to maintain or repair the Project. 3. OPC will provide a vendor /sub - consultant fee schedule for preventative maintenance, anticipated repairs etc. when requested. Records will be kept of any maintenance or repairs completed. 4. OPC will contract with and oversee vendors for landscape maintenance, weed abatement, board-up, and debris and graffiti removal services. 5. OPC will contract with and oversee vendors for services such as plumbing, pest control, waste removal.janitorial, handyman, and electrical repairs, or as required.. 6, OPC will respond to 'Work Requests" and "Tenant Complaints ". Initial response will be within 24 hours of receipt of a Work Request or Tenant Complaint, If the situation cannot be resolved within 24 hours, OPC will contact the tenant and Client, if requested, to provide an estimated resolution date.. ?. OPC will be responsible to oversee the removal of abandoned personal property within the Project. B. OPC will contract with and oversee vendors for demolition, site clearance, and temporary fencing services at an ektra cost if required, C: Rebortina Reaulrements OPC will Input and maintain current data and provide reports as described below, OPC agrees to utilize automated tracking and a regularly updated software system. Reports to Client will include, but not be limited to the following: 1. OPC will maintain accurate accounting for ail current and past Project tenants, Paga 8 25L -329 R,FP No. 15 -043 Property Management Services 2, CPC will provide, each month and at the end of tenancy, a rent payment history. Reconciliations of this will summarize payment history, delinquent rent payments, late fees, and deposits. 3: OPC will provide, on a regular basis, a vacancy report indicating all vacant units and the dates they were Inspected by OPC staff. qtr OPC will provide, each month, a report detailing amounts expended for utilities and other expenses. S. OPC will provide, each month, copies of work orders Indicating repairs made, when, and where if requested. 6. OPC will submit an accident/inctdent report within two business days of occurrence of any accident, injury, or incident causing significant property damage or illegal entry at the Project. ?, OPC will provide the following accounting reports each month: * income Statement (MTO and YTD) * g®lance Sheet * General ledgers showing all transactions during the month * Accounts Receivable Report * Accounts Payable Report * Check Registers Bank Statements Anticipated Approach Property Management In general, our property management services tail under the following four categories: Lease Agreements. OPC will provide our own tease agreements or use those provided by the City for all new and carry-aver tenants. Lease agreements will be fully executed, with originals kept on file with terms regularly reviewed and enforced to help protect the City. Marketing and Leasing, OPC will conduct market surveys and provide results to the City with recommendations. Decisions will be made to continue renting to current tenants, re -rent vacant properties where appropriate, or adhere to a 'no re- rentt' .policy for relocation projects where vacated units will not be made available for re- occupancy, whatever Is most advantageous to the City, Accounting. OPC will establish an expense account on behalf of the City, .collect rents, deposits and other income, pay vendor invoices, utility bills, refunds, and other expenses, maintain records per generally accepted accounting practices, and provide regular reporting to the City for complete transparency, Property Monitoring, Maintenance, and Repairs. OPC will secure properties, regularly monitor them for illegal activity, and perform or arrange for required maintenance and repairs to help protect the City's assets, Page 6 25L -330 RFP No, 15 -043 Pros perty Management Services Tasks Necessary For Successful Completion of Scope The following outlines the sequential activities required to provide Property Management Services. Property Management Seruioes, , negotiations). -; 2) Prepare /present Loss of Rent agreement to prop" owners; sei Wl cpnumon repairs. 5) Contract oh going building/ground maintenance, 6) Manage payment of vendorfees and utility bills, 7) Collect keys /verify abaidonment.`, 8) Prgvide monthly reporting to City. , Post Possession: 1) Contract board -up, fencing, and security services as units become vacant, L} F'roYide titility disconnection /meter removal. 3) Provide asbestos and demolition cast estimates: 4) Coordinate asbestos abatement and demolition contractors. Special Concerns We will continue our working relationship with the City, providing regular lines of communication to resolve any special issues and report on problems In need of immediate resolution. In regard to property management, we closely monitor projects to help protect the assets from illegal dumping, occupancy, and vandalism. OPC provides the repairs and maintenance necessary to help ensure safe access into properties owned by the City, and to emergency personnel, or others legally permitted to enter. We provide proactive approaches to emergencies and special project Issues by reviewing project areas to determine possible risks, and by establishing a plan to manage these risks. Page 7 25L -331 RFP No. 98-043 Property Management Services d. Firm and Team Experience ProfP3e of OPCs Experionce Overland', Pacific & Cutler (OPC) was established as a California Corporation in 1980 to provide professional services for clients with projects involving property management, right of way program management, land and right of way acquisition, feasibility analysis, real estate appraisal, appraisal review, relocation planning and implementation, and utility coordination. Our firm was created to perform these services for transportation, development, public works, housing, community development, school districts, energy, and utilities. Local, regional, state, and federal agencies call upon OPC to provide on -call and project based real estate services for their most challenging assignments. OPC`s'Property Management services include maintenance, landscaping, and debris removal, as well as leasing and marketing, rent collection and reporting, account reconciliation, property inspections, 2417 emergency response, in -house crews, security and board -up, handyman repairs, weed abatement, graffiti removal, and demolition coordination. We are the best suited firm to support the City of Santa Ana's property management goals. We are equipped to continue to provide excellent property management services on City of Santa Ana's future assignments. Project Team and Resunias The following section outlines the proposed team, including the (approximate) percentage of time each team member will devote to the project. Project M;magement/l reject Initiation Mark La Bonte, SR/WA Principal -in- Charge Program Manager* Daniela Borbe, Property Manager* Project Manager /Property Karen Christie Cameron Holleman Miguel Murriilo In -House Property Services Team In -House Accounting /Finance "Key Team Members Management Supervisor Registered Property Manager Project Support Project Support Property Services Crew Accounting, Billing, etc, Resumes for the key team members are included on the following pages. Pave 6 25L -332 Percentage of tirrto to be devcfed to project. 10% 50 % 50% 85% 85% 85% As Needed I \) §Kt a 8< � lo \ \ 8§ I \\ I j \% � > > / \ E 25L -334 N3 0 C'l1 x h i� T tl �dQQ hp�p �i N�NpY s; a EXHIBIT B FEE PROPOSAL 25L -335 x� y H � WE P. �V w a. 4 F� � L W F I 1�O F Li a u s O U m P O Cj o W Q � w U II 0 �+ Q u q F U .? b V + o C t. p b N � U O v G c q tn 4 a pro FG a m � by ^. 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A Own CFtJU N 'Gtl ^.J Op, O dygi ❑ •:�`�j; pF� �" O 63 /�i a?P7U F cC�rrr.F� O .% N tai T vi 16 r� od N W r-1 A i8w � a z rq o U fay !W-J tt-Ji H A vi U E Q� Gq $ P7 CJ o � U v op `.1 U E. kC z E 5 E O 15 P W Q Q v v r � Ca Q ¢�44d W 25L -337 °z O R O kta H O N � D9 rvF?4 U V a pCp y i7 a � � �ro cc c e� d w R y o hO q P O o p Ei o y X O U �O7 fWy � O 3 ai' �i F] Q FL •F 8� g o v �10. N 'Gtl ^.J Op, O dygi ❑ •:�`�j; pF� pgUp O 63 m•��'�b T O cC�rrr.F� .% N tai T vi 16 r� od N W r-1 EXHIBIT C CERTIFICATIONS 25L -338 ATTACHMENT 3 -1t NON - COLLUSION AFFIDAVIT MY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROPERTY AIANAGFME NT SERVICES RFP NO.: 15-043 NON - COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of any undisclosed person, partnership, company, association, organization, or corporation; that the }aid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, iorthat anyone shall refrain from bidding, thatthe BIDDER has not In any manner; directly or indirectly; sought byagreament, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fu any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested In the proposed contract, that all statements contained in the bid are tote; and, farther, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information. or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, arm any member or agent thereof to effectuate a collusive or sham bid, Notes The above Non - collusion Affidavit is part of the Proposal„ Signing this Proposal on the signature portion thereof$hall also constitute signature of this Non- colluslon Affidavit. BIDDERS are cautioned that making a false certification may subi+;>WWcertifier to criminal prosecution. MM State of California County of Subscribed and sworn to (or affirmed) before the on this _ day of , 20 , by proved to me on the }}basis ofsatisfactory evidence to bethe persons) who appeared before me. net 6144ae 1�4 Notary Public Signature Notary Public Seal Olty of Santa Ana RFP 15 -043 Page 213 25L -339 R notary public or ether officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document, State of California County of, k 1 Subscribed and sworn to (or affirmed) before me on this day of (AAAe —, 24 ) by proved to me on the basis of satisfactory evidence to be the person(&} who appeared before me. Signature (Seal) DESCRIPTION OF THE ATTACHED DOCUMENT M 'A-- do'lluwva I AWrI (Title or diecripoon of attached document) (Tidsor adpfion ofadad�ed �cnmanfCanBnuad} Number of Pages __L Document Oafe Atitfonal Information 2016 Vaunon arwwMlaryC1a9sas.CoM 800 -B73 -9665 m, D4RIEtA BBRBE } 11, RatAAYkubLIC =CdUiaAW& O0.AMm€ $11.3 rd+�`" Y eoux. Eip. fAa. $1, i$t$'I The tvoNfngofaAdaralsaamptotedCd Cidirso tasRorJansozy f. 20T5mostba to are tam as set forth afthtn this durst 7hare are no itxcaphiap; ff s Juratto be completed does not fotoarthts farm, the notarymastcosect the treirk4re byysingoJuratstampcaatsintrrg the correct wording or altaoMraj a sepsrafojkal form such as Anne and Win does contain this proper woring. In gddift the rotary rust Map* an oaho or afrmaaon from the docunatnf signer regardGrg the frutrPo6oss of Hie contents of the decumint Tho docurantmust be ditiod AFTER the oath oreftlrtaUan, Nihe daunrant was prav,'ansy signed mvdbsresgnadln ronto tAa noaypubXadudngUoju alp coos& • State and county Infonnstton must be the state and county where the document signer(a) personally appeared before the notary public, • Date of notarisation mast be the date the signers} personally appeared which must also ba Hie same date the just process is completed. • Pont the name(&) of the document signer(a) who personally appear at the time of notarization. • Signature of the notary pvbiic must match the signature on file with the office of the county clerk. • The notary seal impression must be clear and photographically reproducible. Impression must not cover tern or imiss. If seal Impression smudges, re -seal If a sutfletent area permits, otherwise Complete a different just form. <* Additional tnfomrallon I3 not required but could help to ensure this turat is not misused or attached to a different document. Indicate ihte or type of attached document, number of pages and date, • Securely attach this document to the signed document with a staple. 25L -340 APPENDIX ATTACHMENT 3 -2: NON - LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROPERTY MANAGEMENT SERVICES REP NO.: 15 -043 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities ". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm Overland, Pacific & Cutler, Inc. Signed and Printed Name: Mark La Bonte, SR/WA Title Program Manager /Principal Date 6/812015 City of Santa Ana RFP 15 -043 Page 21 25L -341 ATTACHMENT 3 -3: CERTIFICATION N CITY OV SANTA ANA REQi7E87 FOR PROPOSALS FOR PROPERTY MANAGEMENT SERVICES RPP NO. -15 -043 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows 1. The Consultant shall not discriminate against any employee or applicant for employment because of race; color, religion, sex; or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color; xeligion, sex, or national origin. Such action shall include, but not be limited to, the following: employnent, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or terroina €ion; rates of pay or other trains of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment; notices to be provided seating forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advwtisernents for employees placed by or, on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color; religion, sex, or national origin, 3, The Consultant shall send to each labor union or representative of workers with which he /she. has a collective bargaining agreement or other contractor understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shalt post copies of the notice in conspicuous places available to employees and applicants for employment, 4, The Consultant shall comply with all provisions of Executive Order l t246 of September 24, 1,965, and of the rules, regulations; and relevant orders of the Secretary of Labor. 5: The Consultant shall furnish all information and reports required by .Executive Order 11246 of September 24, 1965, and byrules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records; and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to asewmin compliance with such rules, regulations, and orders. 6, to the event of the Consultant's non- compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11241 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law, 7, The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, City of Santa Ana RFP 15 -043 Page 22 25L -342 regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the pena °e ' posed for violation of the Chapter. Signed: Title: Program Manager /Principal Firm: Overland, Pacific & Cutler, Inc. Date: 6/8/2015 City of Santa Ana RFP 15 -043 Page 23 25L -343 EXHIBIT D ADDITIONAL PROVISIONS 25L -344 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System EXHIBIT 10 -K CONSULTANT CERTIFICATION OF CONTRACT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note: If requesting to utilize the Safe Harbor Indirect Cast Rate submit Attachment 1 of DLA -OB 13 -07 - Safe Harbor Indirect Cost Rate for Consultant Contracts found athttp.11 www .dot.cagov/hq/LoealPrograms/DLA OBIDLA_ OB. htmin lieu ofthisform.) Certification of Final Indirect Costs: Consultant Firm Name: Overland, Pacific &Cutler, Inc. 01/01/2013 - Indirect Cost Rate: 160°/% *for fiscal period 12131/2013 (mm/dd/yyyy to mm/dd/yyyy) *Fiscal period covered for Indirect Cost Rate developed (not the contract period). Local Government: City of Santa Ana Contract Number: On -Call Project Number: 15 -044 I, the undersigned, certify that I have reviewed the proposal to establish final indirect cost rates for the fiscal period as specified above and to the best of my knowledge and belief: 1. All costs included in this proposal to establish final Indirect Cost Rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of Title 48, Code of Federal Regulations (CFR), Part 31. 2. This proposal does not include any costs which are expressly unallowable under the cost principles of the FAR of 48 CFR, Part 31. All known material transactions or events that have occurred affecting the firm's ownership, organization, and Indirect Cost Rates have been disclosed as of the date of proposal preparation noted above. Certification of Financial Management System: I, the undersigned, certify to the best of my knowledge and belief that our Financial Management System meets the standards for financial reporting, accounting records, internal and budget control as set forth in the FAR of Title 49, CFR, Part 18.20 to the extent applicable to Consultant. Certification of Dollar Amount for all A &E Contracts: I, the undersigned, certify that the approximate dollar amount of all A &E contracts awarded by Caltrans or a California local agency to this firm within the last three (3) calendar years for all State DOT and Local Agencies is $19,045,589 and the number of states in which the firm does business is 3 Certification of Direct Costs: I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are reasonable, allowable and allocable to the contract in accordance with the cost principles of the FAR of Title 48, CFR, Part 31. Allowable direct costs to a Government contract shall be: Page 1 of 2 LPP 15 -01 January 14, 2015 25L -345 Local Assistance Procedures Manual EXHIBIT 10 -K Consultant Certification of Contract Costs and Financial Management System 1. Compliant with Generally Accepted Accounting Principles (GAAP) and standards promulgated by the Cost Accounting Standards Board (when applicable). 2. Compliant with the terms of the contract and is incurred specifically for the contract. 3. Not prohibited by 23 CPR, Chapter 1, Part 172 — Administration of Engineering and Design Related Service Contracts to the extent requirements are applicable to Consultant. All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files. Subconsultants (if applicable) Proposed Contract Amount (or amount not to exceed if on -call contract): $ Prime Consultants (if applicable) 200,000 Proposed Total Contract Amount (or amount not to exceed if on -call contract): $ Prime, list all subconsultants and proposed subcontract dollar amounts (attach additional page if necessary): Consultant Certifying (Print Name and Title): Name: Mark La Bonte Title: Program Manager /Principal Consultant Certification Signature * *: ,- IA 7 Date of Certification (mm/dd/yyyy): 06108/2015 Consultant Contact Information: Email: mlabonte@opcservices.com Phone number: 949.951 Z263 * *An individual executive or financial officer of the consultant's organization at a level no lower than a Vice President or Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the Indirect Cost Rate proposal submitted in conjunction with the contract. Note: Per23 U.S.C. 112(b)(2)(B), Subconsultants must comply with the FAR Cost Principles contained in 48 CFR, Part 31, 23 CFR Part 1723 Definitions state: Consultant means the individual or firm providing engineering and design related services as a party to the contract. Therefore, subconsultants as parties of a contract must complete a certification and send originals to AV and keep copies in Local Agency Project Files. Distribution: 1) Original to Caltrans Audits and Investigations 2) Retained in Local Agency Project Piles LPP 15 -01 25L -346 Page 2 of 2 January 14,2015 Local Assistance Procedures Manual EXHIBIT 10 -01 Consultant Proposal DBE Commitment EXHBIT 10 -01 CONSULTANT PROPOSAL DBE COMMITMENT (Inclusive of all DBEs listed at bid proposal. Refer to instructions on the reverse side of this form) 1. Local Agency Name: City of Santa Ana 2. Project Location: Santa Ana, CA 3. Project Description: On -Call Real Property Services 4. Consultant Name: Overland, Pacific & Cutler, Inc. 5. Contract DBE Goal %: 4 DBE Commitment Information 6. Description of Services to be Provided 1 7. DBE Firm 1 8. DBYc7---T 9. DBE % 16. Local Agency Contract Number: 17. Fedeml -aid Project Number: 18. Proposed Contract Execution Date: Local Agency certifies that all DBE certifications are valid and the information on this form is complete and accurate: 19. Local Agency Representative Name (Print) 20. Local Agency Representative Signature 21. Date 22. Local Agency Representative Title 23. (Area Code) Tel. No. Distribution: (1) Original — Consultant submits to local agency with proposal (2) Copy — Local Agency files LPP 13 -01 25L -347 I1] Mark La Bonte, SRMA 12. Preparer's Name (Print) Program Manager /Principal 13. Preparer's Title 6/812015 949.951.5263 14. Data 15. (Area Code) Tel. 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