HomeMy WebLinkAboutPW Southern Heights Blvd Bridge Replacement Project; Construction Management Services; First AmendmentFIRST AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH
SUBSTRATE, INC. FOR PROFESSIONAL SERVICES FOR THE
SOUTHERN HEIGHTS BRIDGE REPLACEMENT PROJECT
THIS FIRST AMENDMENT to the Professional Services Agreement by and
between the CITY OF SAN RAFAEL (hereinafter "CITY"), and SUBSTRATE, INC.,
(hereinafter "CONSULTANT"), is made and entered into as of the 010 day of
2021.
RECITALS
WHEREAS, pursuant to City Council Resolution No. 14846, the CITY and
CONSULTANT entered into a Professional Services Agreement dated September 17,
2020 for construction management, inspection, and materials testing services
associated with the CITY'S project to reconstruct the Southern Heights Bridge, for an
amount not to exceed $425,000 (the "Agreement"); and
WHEREAS, the CITY requires additional construction management, inspection,
and materials testing services from the CONSULTANT to cover the 15 working days
that have been added due to change orders and additional testing for unanticipated
items, and the CONSULTANT is willing to provide such services;
AMENDMENT TO AGREEMENT
NOW, THEREFORE, the parties hereby agree to amend the Agreement as
follows:
1. Article III of the Agreement, entitled "STATEMENT OF WORK" is hereby
amended to include the additional services set forth in CONSULTANT's
proposal entitled "Revised Scope of Services" dated August 19, 2021,
attached to this First Amendment as Exhibit "A" and incorporated herein by
reference.
2. Article V of the Agreement, entitled "ALLOWABLE COSTS AND
PAYMENTS" is hereby amended to include additional compensation
payable to CONSULTANT for the services described in Exhibit "A" to this
First Amendment, on a time and materials basis in accordance with the
"Revised Cost Proposal Summary & Schedule" included in Exhibit "A", in a
not -to -exceed amount of $65,885, and to change the total not -to -exceed
amount under the Agreement to $490,885.
3. Except as specifically amended herein, all the other provisions, terms, and
obligations of the Agreement between the parties shall remain valid and
shall be in full force.
IN WITNESS WHEREOF, the parties have executed this Third Amendment on the
day, month, and year first above written.
CITY OF SAN RAFAEL
JIM SCH ' TZ, Clay Ma�ager
ATTEST:
CONSULTANT: SUBSTRATE, INC.
By: f
Sundeep Jhutti
Name:
Title:
�j and
LINDSAY LARA, City Clerk
By:
APPROVED AS TO FORM:
L (I lai",
�02 ROBERT F. EPSTEIN City Attorney
2
President
Name:
Sundeep Jhutti
Title: President
Mr. Theo Sanchez
Project Manager
San Rafael - Department of Public Works
1400 Fifth Avenue, CA 94901
Substrate, Inc
August 19, 2021
Subject. Request for Contract Amendment to Cost Proposal to Provide Construction Management Services for
the Southern Heights Bridge Replacement Project — City Project Number —11282 Fed BRLO-5043 (038)
Dear Mr. Sanchez:
Substrate, Inc has been committed to ensure Disney Construction finishes this project, without sacrificing quality and,
it on its way for a completion in the Fall of 2021 — with an estimated substantial completion date of October 31,
2021.
However, as you know, the original cost proposal was based on the contract determined 190 WD, and currently, the
project has extended to 205 WD due to adding of 15 Change Order Days. In addition, there were 2 days added due
to COVID19 plus 8 rain/wet grade days to date. The total is 25 Days beyond what was anticipated during the
original cost proposal.
In addition to the days, there were Specific Required Federal Tests were not assumed to during the original cost
proposal. One Test was the Skid Test (CT -342) that was asked to be waived at the beginning of this project as this
has been accepted in the past from Caltrans for Non -NHS Municipal Bridge, however, was not waived as a
requirement for this project. This testing comes at a cost of $9,044.
The other testing included HRC Coupler Pull Testing (which is required for CT Quality Assurance). This test was
required because of the landslide at 20 Meyer Rd, which required the pile cages to be spliced to get around it (see
CCO #6). Finally, the pull testing for the Welded Hoops was not foreseen at the time of the original estimate and
this scope of work was added to Miller Pacific Engineering's subcontract, as they had Smith -Emery perform this
work. This Amendment was for $11,250 for the HRC Coupler Sampling and Testing and Welded Hoop Testing.
These needs exceed our currently budget to successfully complete the inspection work, the punchlist items, final
progress payments, project filing and closeout, additional federal forms to be filled out, preparation for post
construction audit, and post -construction audit paperwork. This figure includes all work to me performed till
project closeout and all remaining inspection work assuming that Disney obtains a substantial completion date of
October 31, 2021.
Therefore, we have submitted our revised Cost Proposal at "Specific Rates of Compensation", which indicates an
amendment amount of Not to Exceed $65,885. This cost proposal is valid till October 31, 2021. Thanks,
Sincerely,
Substrate, Inc, President
415-246-4920
sunny@substrateinc.com
Southern Heights Boulevard Replacement Project
Exhibit A
Substrate, Inc
Revised Scope of Services
We at Substrate, Inc have found that the successful delivery of a project, begins by providing expert staff support in all
three phases of the construction project delivery:
' Phase 1— Pre -Construction Services
' Phase 2 — Construction Services
' Phase 3 - Post -Construction Services
In each phase, the project will be administered in accordance with Federal and State Procedures, specifically, the
Caltrans Local Assistance Program Manual, the Caltrans Construction Manual, and the Caltrans Standard Plans and
Specifications. A thorough understanding of Local, State and Federal procedures is a must for any local agency project
and this project is nodifferent.
Keep in mind that Substrate, is extremely familiar with Oversight projects and will assist the City in managing the
contract in accordance with City Specifications, Caltrans Specifications, and/or Local Assistance Procedures Manual. It is
imperative that the construction management firm administer the contract in accordance with Federal and State
Procedures, specifically, the Caltrans Local Assistance Procedures Manual, and Caltrans Construction Manual when
there are federal funds involved.
The Caltrans Local Assistance Procedures Manual has been prepared to aid California local agencies scope, organize,
design, construct and maintain their public transportation facilities when they seek Federal Highway Administration
(FHWA) funded federal -aid or state funding. The manual describes the processes, procedures, documents,
authorizations, approvals and certifications, which are required in order to receive federal -aid and/or state funds for
many types of local transportation projects.
Since almost all of our projects and clients are local agencies, Substrate staff has significant experience with State
and Federal Procedures; we manage each phase of our projects (pre- construction, construction and post
construction) in accordance with Federal and State Procedures, specifically, the Caltrans Local Assistance Procedures
Manual, and Caltrans Construction Manual. We are especially familiar with Chapter 15, Advertise and Award
Project, which covers the topics beginning with project supervision, contract time, subcontractors, Engineer's daily
reports, projects files, construction records and procedures, safety provisions, labor compliance, equal opportunity
employment, disadvantaged business enterprise, contract change orders, material sampling and testing, and traffic
safety in the highway and street zones. We also use the guidelines set forth in Chapter 17, Project Completion, to
ensure a seamless project closeout.
Revised Scope of Services
We have revised our Scope of Service to match current needs:
Phase 1— Preconstruction Management Services
Substrate will provide the following services including, but not limited to:
Coordinate, conduct, and attend the Pre -Construction Conference.
Review the Contractor's Submittals.
' Set up and conduct a meeting with the Engineer of Record to discuss ideas to expedite work.
' Develop list of anticipated Contractor submittals with milestones by which the submittal will be made and the
timeframe allowed for review.
' Take Pre -Construction Photographs and documentation of Pre -Construction Conditions.
Phase 2 — Construction Management Services
Working under the direction of the City, our staff will provide the following tasks for your project(s):
Southern Heights Blvd Bridge Replacement
Substrate, Inc
Assist in administration of Contract Documents;
Conduct quality assurance inspection in accordance with Contract Documents and in accordance with the
Caltrans Construction Manual.
Provide materials testing and testing frequencies in accordance with the Caltrans Construction Manual;
Monitor Project safety;
Coordinate and managethe Project public outreach program;
Provide communication and coordination between City, Contractor, Caltrans, regulatory permitting agencies,
and utility compan ies;
Coordinate with City design engineer to review Contractor submittals;
Provide documentation and reporting in accordance with the Caltrans Local Assistance Procedures Manual;
Maintain a daily inspector's report that records the hours worked by laborers and equipment. The report will
include a narrative description of the Contractor's operation and location of work and any other pertinent
information. Daily report forms will be in compliance with the Caltrans Construction Manual;
Enforce labor compliance by preparing daily reports with required information, monitoring certified payrolls
and doing spot check labor surveys and interviews;
Review Project environmental documentation and compliance of Storm Water Pollution Prevention Plan
(SWPPP) in accordance with the Caltrans Construction Manual. Coordinate routine inspections with City staff
as needed;
Coordinate source inspection as required;
Provide review and inspection of Contractor's work for compliance with Contract Documents on a daily basis;
Monitor and document corrective actions taken by the Contractor needed for work deemed non-compliant
with the Contract Documents;
Review Contractor's compliance with all regulatory permits and mitigation measures;
Review Contractor's compliance with workplace safety and health standards and notification of non-compliance
Review Contractor's survey layouts;
Coordinate and monitor Contractor's detours, lane closures, and staging plans;
Reviewand manage Contractor change orders;
Review and manage insurance claims;
Provide review and analysis of Contractor's construction Project management schedule; and
Process monthly quantity verifications and Contractor payestimates.
Maintain Project records in accordance with Caltrans Construction Manual and Local Assistance Procedures
Manual.
Additional Inspection Services required for 25 WD time extension and Punchlist Activities assuming
Substantial Completion date of October 31, 2021, and one-week punchlist.
Sampling and Testing of HRC Couplers for CIDH Cages performed by MPEG.
Sampling and Testing of Welded Hoops for CIDH Cages performed by MPEG.
Caltrans Skid Test (CT -342) perform by ARA.
Phase 3 — Post - Construction Management Services
Substrate, Inc will provide the following services to theCity:
Coordinate and prepare final inspection and punch -list. Monitor and verify completion of punch listitems;
Prepare Red -Line As-builts;
Prepare final reporting in accordance with the Caltrans Local Assistance Procedure Manual and City
Southern Heights Blvd Bridge Replacement
............
Substrate, Inc
requirements.
Provide Project files to the City.
Prepare and make recommendations for final progress payment and acceptance;
Finish Post -Construction Checklist for Caltrans.
Complete all audit paperwork for upcoming Federal Audit.
Attend post -construction Audit with Caltrans.
Complete all CM related federal forms and completion records per LAPM Chapter 17.
Package all Deliverables
Southern Heights Blvd Bridge Replacement
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Substrate, Inc
SUB CONSULTANT AGREEMENT —
Amendment #1
Between
Substrate, Inc
And
Miller Pacific Engineering Group
For
Materials Inspection Services
Southern Heights Blvd Bridge Replacement Project
City of San Rafael
Project No. BRI -0 5043(038)
Table of Contents
ARTICLE 1. DEFINITIONS
1
ARTICLE 2. DESCRIPTION OF SERVICES
2
ARTICLE 3. WORK AUTHORIZATIONS
2
ARTICLE 4. INDEPENDENT CONTRACTOR
2
ARTICLE 5. PERIOD OF SERVICE
2
ARTICLE 6. COMPENSATION
3
ARTICLE 7. CHANGES/AMENDMENTS
3
ARTICLE 8. INDEMNIFICATION
3
ARTICLE 9. WORKSITE SAFETY
3
ARTICLE 10. INVOICING PROCEDURESAND RECORDS
4
ARTICLE 11. SUBCONTRACTING
4
ARTICLE 12. SUCCESSORS AND ASSIGNEES
4
ARTICLE 13. SUSPENSION OF WORK
5
ARTICLE 14. TERMINATION
5
ARTICLE 15. OWNERSHIP OF DOCUMENTS
S
ARTICLE 16. INFORMATION, RECORDS AND REPORTS
6
ARTICLE 17. FINDINGS CONFIDENTIAL
6
ARTICLE 18. CONFLICT OF INTEREST
6
ARTICLE 19. INCORPORATION OF CITY AGREEMENT
6
ARTICLE 20. GOVERNING LAW
6
ARTICLE 21. SUBCONSULTANT'S INSURANCE
7
ARTICLE 22. PROHIBITED INTEREST
8
ARTICLE 23. NON -WAIVER
8
ARTICLE 24. NOTICES OR DEMANDS
8
ARTICLE 25. PATENTS AND COPYRIGHTS
9
ARTICLE 26. SEVERABILITY
9
ARTICLE 27. NO THIRD PARTY RIGHTS
9
ARTICLE 28. EXTENT OF AGREEMENT
10
EXHIBITA. PRIME CONTRACT
EXHIBIT B:
Construction Management Services
Sub Consultant Agreement
Fed No. BRI -0 5043(038)
SUB CONSULTANT AGREEMENT
This Sub Consultant Agreement, effective October 8, 2020 by and between Dynamic Dzyne Associates, Inc dBA
Substrate, Inc, a California corporation having an office located at 270 Crest Rd in Novato, California 94945 herein
after referred to as "Consultant", and MPEG, having an office located at 504 Redwood Blvd, Suite 220, Novato, CA
94947 hereinafter referred to as "Sub Consultant".
WITNESSETH:
WHEREAS, Consultant has been contracted to provide construction management services to the City of San Rafael
(Client) for Southern Heights Blvd Bridge Replacement Project referred to as (the "Project"); and
WHEREAS, Consultant and Sub Consultant mutually desire to enter into an agreement for Sub Consultant to perform
certain of the Prime Contract services in accordance with the terms and conditions of this Subcontract Agreement.
NOW THEREFORE, in consideration of the mutual covenants hereinafter set forth and for other good and valuable
consideration, THE PARTIES AGREE AS FOLLOWS:
ARTICLE 1. DEFINITIONS
It is understood that when the following words and phrases are used herein, each shall have the meaning set forth
below:
Sub Consultant: Miller Pacific Engineering Group (MPEG)
Consultant: Substrate
Client: City of San Rafael (CSR)
Project Manager: Sunny lhutti, PE, SE, or his successor as appointed or designated in writing by
the Consultant.
Contractor: The Construction Contractor selected to perform the construction of the Project.
Prime Contract: Contract Agreement between Substrate, Inc and City of San Rafael
Sub Consultant Agreement: Referred to as Subcontract Agreement orSubcontract
Project: A discrete, defined undertaking with specific time, budget and technical
performance goals as detailed in the contract documents and otherwise known as
Southern Heights Blvd Bridge Replacement.
Sub Consultant(s): Subconsultant(s) are those persons/firms retained by Consultant to assist in
performing and providing the Services as listed in "Exhibit A" the Prime Contract
Agreement with City of Son Rafael.
Scope of Work: "Scope of Services" as defined in the Prime Contract and in the individual Work
Authorization, "Exhibit B" attached in this Sub Consultant Agreement.
Construction Management Services
Sub Consultant Agreement
Fed No. BRLO SO431038)
ARTICLE 2. DESCRIPTION OFSERVICES
Sub Consultant accepts the relationships of trust and confidence established between Sub Consultant and Consultant
by this Sub Consultant Agreement. Sub Consultant agrees to furnish its best efforts at all times and in a professional
manner in performing the Work. The Work performed by Subconsultant under this Subcontract shall conform to the
standard of care set forth in the Prime Contract, or in the absence of such standard in the Prime Contract, to generally
acceptable professional standards.
The general scope of work for this subcontract shall be as described in the Prime Contract, as it now exists or may
be modified, including but not limited to those services set forth in the Prime Contract hereto.
All of Sub Consultant's Work will be subject to Consultant acceptance after such Work has been checked and
approved by Sub Consultant. Unless otherwise agreed by Consultant, Sub Consultant shall sign all drawings and
calculations as checked and approved prior to submitting for Consultant review. Notwithstanding Consultant
acceptance of the Work or any pertinent data, Sub Consultant shall be and remain fully responsible for the Work,
the adequacy and completeness of the Work and any such drawings and calculations, and Sub Consultant shall not
be relieved from any duties or responsibilities under this Subcontract on account of such acceptance by the City of
San Rafael.
ARTICLE 3. TASK ORDERS AND WORK AUTHORIZATIONS
Consultant reserves the right to request resumes and background information of the qualified individuals assigned to
the project by Sub Consultant. Consultant and/or CSR will determine the most qualified individuals from the resumes
submitted, and reserves the right to interview individuals as deemed necessary to make a suitable selection.
Consultant and/or CSR may, at their sole discretion, reject individuals with or without cause, request additional
resumes for consideration, or select personnel from the resumes submitted for consideration.
ARTICLE 4. INDEPENDENT CONTRACTOR
Sub Consultant is retained as an individual independent contractor, not an employee or agent of Consultant or CSR,
and shall be responsible for its own work. The personnel furnished by Subconsultant to perform the Sub Consultant's
scope of work shall be deemed to be exclusively employees of Sub Consultant; and said employees shall be paid and
controlled by the Sub Consultant for all services performed in connection with this Subcontract. Sub Consultant shall
be fully responsible for all obligations and reports covering Social Security, Unemployment Insurance, Worker's
Compensation, Income Tax, Prevailing Wages and other reports and deductions required by any applicable State or
Federal law or any and all other laws and regulations governing such matters.
ARTICLE S. PERIOD OFSERVICE
The period of service shall begin on October 1, 2020 on an "as -needed" basis. Services may be terminated in
accordance with the applicable provisions of this Subcontract. During the period of service, Sub Consultant agrees
that all communications with the Client (City's Director Public Works, or his designee) relating to
.2-
Construction Management Services
Sub Consultant Agreement
Fed No. BRLO SO43(038)
contractual matters, payments, staffing needs and project management matters require a written approval from the
Consultant. However, for technical work the Sub Consultant are required directly to communicate with the Consultant
or its designee. The Consultant will not be responsible for Sub Consultant's technical field work performed by Sub
Consultant employees including work site safety and all construction engineering, inspection, and other work
performed by the Sub Consultant. Failure to comply with Article 5, the Consultant reserves its right to exercise Article
14 Termination (Termination for Cause).
ARTICLE 6. COMPENSATION
Fixed Hourly Rate under this Sub Consultant Agreement shall be as described under the terms of the Exhibit 10H,
and Form 10A, "Exhibit e" to this Subcontract. In no event shall compensation exceed the total amount of this
Subcontract or the combined total amount of all executed Task Orders and Work Authorizations for this Subcontract
Amendment. Total compensation for this contract amendment is not to exceed $11,250.00. Scope of work is listed
in Exhibit A of the Prime Consultant Agreement, but it includes Source Inspection Material Testing pursuant to the
Additional Testing includes: Sampling and Testing of HRC Couplers and Sampling and Testing of CIDH Pile Cage
Welded Hoops.
by the issued Task Orders and Work Authorizations under this Agreement, plus any outstanding claim for additional
services or costs by the Sub Consultant, Sub Consultant shall inform the Project Manager in writing and in a timely
manner of their request for additional funds, providing a projection to completion. Additional amounts will be
authorized at the sole discretion of the Project Manager.
All compensation paid to Sub Consultant shall comply with all the provisions listed in "Exhibit A" of the Prime
Contract Agreement for the Project.
ARTICLE 7. CHANGES/AMENDMENTS
Consultant may, at any time, make changes in the work within the general scope of this Sub Consultant Agreement
and Work Authorizations and/or executed Task Orders. All changes to this Sub Consultant Agreement or its Work
Authorizations, including, but not limited to, the scope of services, schedule, Period of Service, compensation and
other attachments/exhibits, shall be issued in writing by Consultant. Any costs incurred by Sub Consultant without
proper contractual authorization or direction from an authorized representative of Consultant shall be considered
non -reimbursable.
In the event any direction from Consultant is considered by Sub Consultant to be a change or an additional Work
Authorization or Task Order, Sub Consultant shall notify Consultant in writing of the impact on cost, schedule and
scope and shall include other relevant information. Consultant may reject any request for an adjustment if it is
asserted more than twenty (20) days after the Subconsultant received the direction. No adjustments shall be allowed
if asserted after final payment under this Subcontract.
ARTICLES. INDEMNIFICATION
Notwithstanding any provision of this Agreement to the contrary, Sub Consultant agrees to indemnify, hold
harmless, and defend Consultant and the CSR from and against all claims, demands, damages, losses, costs, expenses
(including attorneys' fees), fines, or penalties arising out of, related to, or as a consequence of, or alleged to arise
out of, relate to, or be a consequence of any negligent act, error, or omission to act on the part of the Sub Consultant
or its employees, agents, or independent contractors, or the invitees of any of them.
ARTICLE 9. WORKSITESAFETY
In addition to any safety requirement set forth in the Subconsultant Agreement or established by the Client, Sub
Consultant agrees that for all services performed by agents or employees of Sub Consultant at the worksite
3-
Construction Management Services
Sub Consultant Agreement
Fed No. BRLO 5043(038)
designated by this Sub Consultant Agreement, that the person(s) assigned to supervise, manage or provide said
services shall have knowledge of Cal OSHA Work Site Safety Requirements prior to undertaking the performance of
said services, and Sub Consultant shall assure that Cal OSHA Work Site Safety Requirements are followed in the
performance of said services. Should a claim or alleged violation of a Cal OSHA Safety Requirement arise regarding
an undertaking or service provided by the Subcontractor as set forth in its scope of work, Sub Consultant shall be
primarily liable for said claim, and will indemnify, defend and hold Consultant harmless against such claim of a safety
violation, or any cause of action based upon an allegation of a violation of a Cal OSHA Safety Requirement, as set
forth in Article 8.
ARTICLE 10. INVOICING PROCEDURES AND RECORDS
Payment shall be subject to receipt of detailed invoices and subject to approval of Consultant's Project Manager or
his designee. Receipt of payment from CSR for Sub Consultant's work is a condition precedent on payment by
Consultant to Sub Consultant. Consultant will pay Sub Consultant only after receipt of certified payrolls and within
thirty (30) days of receiving payment from CSR for Sub Consultant's work. Sub Consultant hereby acknowledges that
it relies on the credit of CSR, not Consultant, for payment of its work. Consultant shall take all steps which are in its
judgment reasonable and appropriate to collect all fees due from CSR. Sub Consultant shall retain without restriction
and may exercise at its sole discretion whatever rights, including design professional and mechanic's lien rights,
which it may have to collect its fees directly from CSR or others. Consultant shall be liable for Sub Consultant's fees
only after and to the extent Consultant has collected the Prime Contract fees, however, it being the intention of the
parties that ultimately Sub Consultant should recover its fees, if at all, from CSR with Consultant serving as an
intermediary, and not to put Consultant at risk for the nonpayment of Sub Consultant fees generated for the benefit
of CSR.
Acceptance by Sub Consultant of final payment for services covered under this Sub Consultant Agreement shall
operate as a release of Consultant from all claims against Consultant for additional compensation arising from
services provided under this Sub Consultant Agreement.
Sub Consultant shall submit monthly invoices in the form specified by Consultant no later than the fifth (5th) day of
each month for inclusion in Consultant invoice to CSR. Sub Consultant shall provide employee timesheets, certified
payrolls and fringe benefit statements with each invoice, pursuant to and in compliance with State Labor Laws.
In compliance with Federal regulations, the Sub Consultant shall maintain timesheets and records showing standard
payroll rates and other cost documentation related to the performance of this Sub Consultant Agreement, as well
as other related documentation. For purposes of auditing the Sub Consultant's costs, written data supporting actual
costs shall be made available within a reasonable time during the Sub Consultant Agreement period and for a period
of three (3) years thereafter.
ARTICLE 11. SUBCONTRACTING
Sub Consultant is not authorized to subcontract any portion of this work. Any future approval for subcontracting will
be specifically authorized by Consultant in an Amendment to this Sub Consultant Agreement and include additional
Sub Consultant Agreement provisions related to lower tier subcontractors.
ARTICLE 12. SUCCESSORS AND ASSIGNEES
Sub Consultant shall not assign, sublet, sell, transfer or otherwise dispose of any interest in this Sub Consultant
Agreement without prior written approval of Consultant.
Construction Management Services
Sub Consultant Agreement
Fed No. BRLO 5043(038)
This Sub Consultant Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors
and permitted assignees, but shall not inure to the benefit of any third party or other persons, other than CSR.
ARTICLE 13. SUSPENSION OF WORK
Consultant may, as a result of a Suspension of Work Order from CSR, by written order to Sub Consultant, require Sub
Consultant to suspend, delay, or interrupt all or any part of the Work called for by this Sub Consultant Agreement.
Any such order shall be specifically identified as a "Suspension of Work Order" issued pursuant to this Article.
Consultant may order a Suspension of Work to the Sub Consultant at any time giving the Sub Consultant a two (2)
day notice if actions taken by Sub Consultant is deemed disruptive to the work ordered by the Client.
ARTICLE 14. TERMINATION
Termination for Convenience
Consultant shall have the right to terminate this Subcontract at any time by giving at least ten (10) days advance
written notice to Sub Consultant. If the Sub Consultant Agreement is terminated for any reason other than cause,
Consultant will pay Sub Consultant in accordance with the terms and conditions of the Sub Consultant Agreement
all sums actually due and owing from Consultant for all services performed and expenses incurred up to the date of
the written notice of termination. No additional costs will be paid to the Sub Consultant to effect such termination.
Termination for Cause
This Sub Consultant Agreement may be terminated for cause upon two (2) days written notice should Subconsultant
fail substantially to perform in accordance with the terms of this Subcontract. If the Subcontract is terminated for
cause, Consultant shall pay Sub Consultant in an amount to cover all services performed and expenses incurred in
full accordance with the terms and conditions of this Sub Consultant Agreement up to the effective date of
termination.
Failure to Complete Subcontract
In the event that the Sub Consultant fails to complete the Sub Consultant Agreement within the specified time or
within authorized extensions, the Sub Consultant Agreement may be terminated and Consultant shall not thereafter
pay or allow to the Sub Consultant any further compensation for any labor, supplies, or material furnished under
Sub Consultant Agreement. Consultant may proceed to complete such work either by re -subcontracting or otherwise
and the Sub Consultant shall be liable to Consultant for all loss or damage which it may suffer on account of the Sub
Consultant failure to complete Sub Consultant Agreement within such time.
The termination of the Prime Contract shall automatically terminate this Sub Consultant Agreement as well.
Regardless of why this Agreement is terminated, if necessary or appropriate to facilitate Consultant fulfilling of its
Prime Contract obligations, then Sub Consultant shall permit Consultant to take possession of whatever drawings,
working papers, calculations or other documents and things, including those fixed in any electronic medium, which
have been provided to or generated by or on behalf of Sub Consultant concerning the Project.
ARTICLE 15. OWNERSHIP OF DOCUMENTS
Sub Consultant agrees that all documents, reports, materials, or other subject matter, including the original thereof,
developed, prepared, procured, or produced in the rendition of the services under this Sub Consultant Agreement
shall be the property of Consultant, unless otherwise set forth in the Prime Contract, and all such documents,
reports, materials, or other subject matter shall be delivered to Consultant upon completion of this Sub Consultant
Construction Management Services
Sub Consultant Agreement
Fed No. BRLO 5043(038)
Agreement, or upon any termination or cancellation thereof, prior to final payment. Sub Consultant may retain at
its own expense a record copy of all such documentation.
ARTICLE 16. INFORMATION, RECORDS AND REPORTS
Sub Consultant shall provide all information and reports required by Federal regulations or directives issued pursuant
thereto and shall permit access to its books, records, accounts, other sources of information and its facilities as may
be determined by Consultant or CSR. Sub Consultant shall permit CSR and/or Consultant to inspect and audit all data
and records of Sub Consultant relating to performance under this Sub Consultant Agreement. Sub Consultant
undertakes not to use any software for which the proper license has not been duly obtained and filed with the
Consultant.
ARTICLE 17. FINDINGS CONFIDENTIAL
Any documents, reports, information, or other data and materials available to or prepared or assembled by Sub
Consultant or subcontractors under this Sub Consultant Agreement shall not be made available to any person,
organization, or entity by Sub Consultant without consent in writing from Consultant unless required by law or court
order.
ARTICLE 18. CONFLICT OF INTEREST
Sub Consultant covenants that it presently has no interest, and shall not have any interest, direct or indirect, which
would conflict in any manner with the performance of services required under this Sub Consultant Agreement.
ARTICLE 19. INCORPORATION OF CITY OF SAN RAFAEL AGREEMENT
To the extent applicable to the work to be performed by Sub Consultant under this Sub Consultant Agreement; the
provisions of the Prime Contract, addenda, amendments and other documents forming a part of the Prime Contract
are hereby incorporated into this Subcontract with the same force and effect as though set forth in full. Sub
Consultant shall be bound to Consultant to the same extent that Consultant is bound to CSR, by all of the terms and
provisions of Prime Contract Agreement, and by all decisions, rulings, and interpretations of CSR or its authorized
representative. A copy of the Prime Contract Agreement is attached as Exhibit A.
In the event of direct conflict between CSR Agreement, as defined above, and the provisions of this Sub Consultant
Agreement, the greater requirement of the Sub Consultant shall control, or if that is an inapplicable standard, then
the Prime Contract shall control.
ARTICLE 20. GOVERNING LAW/DISPUTES
This Subcontract shall be governed by and construed under the laws of the State of California.
Consultant and Sub Consultant shall attempt to resolve any and all disputes concerning the Agreement first by
informal face-to-face negotiations, and then by formal mediation. Mediation fees, if any, shall be divided equally
among the parties involved. In all events, however, Sub Consultant shall expeditiously carry out Consultant directions
concerning the Project; and Sub Consultant hereby waives any right to cease or suspend its performance at any time
when so doing would hinder Consultant ability to meet its obligations concerning the Project. In the event litigation
and/or disputes develop between Consultant and Sub Consultant concerning or arising out of this
-s-
Construction Management Services
Sub Consultant Agreement
Fed No. BRLO 5043(038)
Sub Consultant Agreement, then the prevailing party shall be entitled to recover from the other reasonable
attorney's fees and litigation costs. The "prevailing party" means the party determined by the court to have most
nearly prevailed, even if such party did not prevail in all matters, not necessarily the one in whose favor a judgment
is rendered.
ARTICLE 21. SUBCONSULTANT'SINSURANCE
A. Without limiting Sub Consultant's indemnification obligations, Sub Consultant shall provide, pay
for, and maintain in force at all time during the performance of the services insurance to protect
himself, Consultant, and the Client: from claims arising under Workman's (Worker's)
Compensation; from claims for damages because of bodily injury including personal injury, sickness
or disease or death of any person; from claims for damages resulting from injury to or destruction
of property, including loss of use thereof; and from claims arising out of the performance of
professional services, or as a consequence thereof, caused by error, omission, or negligent act for
which Subcontractor, its employees, agents, subcontractors, and material suppliers, or the invitees
of any of them, may beresponsible.
B. Sub Consultant shall provide, pay for, and maintain in force at all times during the performance of
the services insurance in compliance with the insurance requirements of the Prime Contract In
the event the Prime Contract does not contain any insurance requirements, or to the extent such
insurance requirements contained in the Prime Contract are less than the following insurance
requirements, Sub Consultant shall provide, pay for, and maintain the following insurance:
i. Workers' Compensation Insurance as may be required by all state and federal workers'
compensation acts, the Federal Longshoremen's and Harbor Workers' Compensation Act,
the Outer Continental Shelf Act and such other acts as may be applicable to the Work
performed hereunder.
ii. Employers' Liability Insurance with amounts required by law or $100,000 whichever is
greater.
iii. Commercial General Liability Insurance covering liabilities for death and personal injury
and liabilities for loss of or damage to property with combined single limit of One Million
($1,000,000.00) Dollars per occurrence and Two Million ($2,000,000.00) Dollars in the
aggregate.
iv. Automobile Public Liability Insurance with a minimum One Million ($1,000,000.00) Dollars
per occurrence coverage for both bodily injury and property damage.
V. Professional Liability Insurance with limits of liability not less than One Million
($1,000,000.00) Dollars per occurrence and ($1,000,000.00) Dollars in the aggregate.
C. Sub Consultant shall submit to Consultant certificates of insurance evidencing such policies upon
the signing of this Subcontract. The certificates provided to Consultant shall specifically state that
Consultant shall be given thirty (30) days notice prior to cancellation or material change in policy
coverage.
D. Except with respect to Professional Liability Insurance and Worker's Compensation Insurance,
Subcontractor shall name Consultant and the Client as additional insured on all insurance policies
required above.
E. Sub Consultant shall also require its subcontractors, if any, who will perform work on the Project
to procure and maintain the insurance specified above, naming Consultant and the Client as an
additional insured, and to furnish Consultant proof thereof.
Sub Consultant Obligations
Sub Consultant shall not violate or knowingly permit to be violated any conditions of the policies of issuance provided
to CSR under the term of this Agreement and shall at all times satisfy the requirements of the issuance companies
issuing them.
7-
Construction Management Services
Sub Consultant Agreement
Fed No. BRLO 5043(038)
For insurance purposes, Sub Consultant agrees to keep and maintain an accurate and classified record of its payroll,
to furnish to CSR and to the insurance company or companies full and accurate payroll data information in accordance
with the requirements of the insurance company or companies, and to permit its books and records to be examined
and audited periodically by the insurance company or companies or CSR and their respective representatives.
Sub Consultant acknowledges and understands that Consultant in reliance on the provisions of this Sub Consultant
Agreement, is placing its trust and confidence in Sub Consultant, and that Sub Consultant's duties toward the
Consultant is that of a fiduciary. Therefore, Sub Consultant agrees not to: (1) directly or indirectly, hire, solicit or
encourage an employee of Consultant to leave the employ of Consultant; (2) directly or indirectly, hire, solicit or
encourage any other consultant to cease work with Consultant or (3) directly or indirectly solicit or encourage a
client of Consultant to refrain from doing any business with Consultant.
Notices, Costs, Losses
All policies of insurance that Sub Consultant is required under the terms of this Sub Consultant Agreement to secure
and maintain shall be endorsed to provide that the insurance company shall notify CSR, Consultant and the named
insured, at least thirty (30) days prior to the effective date of any cancellation or modification of such policies.
The cost of the premiums for the insurance specified above to be secured and maintained by Sub Consultant shall
be considered a part of the Sub Consultant costs and has been taken into account in determining the Compensation
and hourly rates specified in "Exhibit A" of this Sub Consultant Agreement.
Sub Consultant shall require all policies of insurance that are in any way related to the Project and secured and
maintained by Sub Consultant to include clauses providing that each underwriter shall waive all of its rights of
recovery, under subrogation or otherwise, against CSR and the Consultant.
ARTICLE 22. PROHIBITED INTEREST
No member, officer, agent, or employee of CSR or Consultant during his or her tenure or for one year thereafter
shall have any interest, direct or indirect, or shall be approached directly or indirectly regarding prospective
employment by Sub Consultant without specific written authorization by Consultant. Violation of this article will
result in termination of this Sub Consultant Agreement for cause.
ARTICLE 23. NON -WAIVER
No failure or waiver or successive failures on the part of either party hereto, their successors or permitted assignees,
in the enforcement of any condition, covenant, or article of the Sub Consultant Agreement shall operate as a
discharge of any such condition, covenant or article nor render the same invalid, nor impair the right of either party
hereto, their successors or permitted assigns, to enforce the same in the event of any subsequent breaches by the
other party hereto, its successors or permitted assignees.
ARTICLE 24. NOTICES OR DEMANDS
Any notice or demand to be given any one party to the other shall be given in writing per person service, telegram,
express mail, Federal Express, DHL or any other similar form of courier or delivery service, or mailing in the United
States Mail, postage prepaid, certified, return receipt requested and addressed to such party as follows:
-s-
Construction Management Services
Sub Consultant Agreement
Fed No. BRLO 5043(038)
Consultant
Substrate, Inc
270 Crest Rd
Novato, CA 94945
Attn: Sundeep Jhutti, PE, SE
Sub Consultant:
Miller Pacific
Engineer Group
504 Redwood Blvd, Suite 220
Novato, CA 94947
Attn: Scott Stephens
Either party may change the address at which such party desires to receive written notice of such change to any
other party. Any such notice shall be deemed to have been given and effective, on delivery to the notice address
then applicable for the party to which the notice is directed; provided, however, that refusal to accept delivery of a
notice or the inability to deliver a notice because of an address change which was not properly communicated shall
not detract or delay the giving of notice.
ARTICLE 25. PATENTS AND COPYRIGHTS
No drawings and specifications, as instruments of services developed by Sub Consultant as part of its work under
this Sub Consultant Agreement, shall be the subject of an application for patent, copyright or trademark by or on
behalf of Sub Consultant.
ARTICLE 26. SEVERABILITY
If any one or more of the provisions contained in this Agreement, for any reason, are held to be invalid, illegal or
unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof
and this Sub Consultant Agreement shall be construed as if such invalid, illegal or unenforceable provision had never
been contained herein.
ARTICLE 27. NO THIRD PARTY RIGHTS
Nothing contained herein shall be deemed to create any contractual relationships between the Sub Consultant and
CSR or any of the other contractors, subcontractors, or material suppliers on the Project, nor shall anything contained
herein be deemed to give any third party any claim or right of action against Consultant or Sub Consultant which
does not otherwise exist without regard to the Sub Consultant Agreement, other than CSR.
-9-
Construction Management Services
Sub Consultant Agreement
Fed No. BRLO 5043(038)
ARTICLE 28. EXTENT OF AGREEMENT
This Sub Contract Agreement, including the Work Authorizations (s), represents the entire and integrated agreement
between Consultant and Sub Consultant and supersedes all prior negotiations, representations or agreements,
whether written or oral.
IN WITNESS WHEREOF, the parties have made and executed this Sub Consultant Agreement as of the day and year
first written above.
Substrate, Inc
Signature
Sundeep Jhutti
Print Name
President
Title
1/21/2021
Date
ATTACHMENTS:
Exhibit A: Prime Contract
Exhibit B: Proposal
10-
Miller Pacific Engineering Group
C�
Signature(_��
Scott Stephens
Print Name
President
Title
Date
January 21, 2021
L
APPLIED RESEARCH ASSOCIATES. INC
August 4'h, 2021
Sunny Jhutti, PE, SE
Resident Engineer
Substrate, Inc - https://substrateinc.com/
Structural Engineering I Construction Management
415.246.4920
REF: Pavement Non -Destructive Friction Testing in San Rafael, CA
Dear Mr. Jhutti,
ARA is pleased to provide the following proposal for friction testing. ARA will mobilize its 1295
Pavement Friction Tester to conduct non-destructive friction testing (NDT).
The goal is to determine the Skid Numbers on the road. Due to the short length of the bridge, it is
likely only one to two test values can be recorded with each pass of the friction test rig.
Please note that it is VERY important that the road be free of personnel and equipment for 300-
500ft before the test area and 300ft after the test area to allow safe acceleration and deceleration
of the friction testing equipment. If the roads are open to traffic we do not require traffic control.
Please call if you have any further questions. Thank you for the opportunity to offer our services.
Sincerely,
Applied Research Associates
Phillip R: Donovan, PhD, PE
Principal Engineer
Applied Research Associates
165 S. Chestnut St
Ventura, CA 93001
Phone: (719)649-9505
William R. Vavrik, Ph.D., P.E.
Vice President
165 S. Chestnut St - Ventura„ CA 93010
(805) 648-2230 - www.ara.com
Page 2 of 7
PROJECT UNDERSTANDING
Applied Research Associates, Inc. (ARA) understands that you would like friction testing
conducted on a bridge on Southern Heights Blvd in San Rafael, CA. Testing is to be completed
in 1 lane in each direction.
Skid resistance testing will be conducted in all lanes using our 1295 PFT. The testing and will be
performed in accordance with ASTM E274 and then correlated to the California Coefficient of
Friction Number (f).
We will provide a written report showing tests results in electronic (PDF) format by email. We will
come to the site with a full tank of water to complete the testing.
Figure 1. Friction Testing Location
2 SCOPE OF SERVICES
ARA will provide Friction testing and data analysis.
Skid resistance testing will be conducted in all lanes using our 1295 PFT. The testing and will be
performed in accordance with ASTM E274 and then correlated to the California Coefficient of
Friction Number (f).
The ASTM E501 standard rib tire will be used for the testing and water will be applied to the
pavement ahead of the test tire to provide a 0.5 mm water film depth in accordance with E274.
Please note that the typical test speed is 40mph for ASTM E274, but because the speed limits
are lower for these roads, the testing will be completed and reported at the posted speed limits.
ARA
Page 3 of 7
The skid number (SN) for each test will be reported as well as the average for each uniform
section.
The correlation equation between the SN40R value and the California Coefficient of Friction
Number (f) is from the State of California Report Number 633126-7 Skid Tester Correlation Study
from October of 1971.
SN40R = 15.1 + 81.5f or f = SN40R — 15.1
81.5
A summary of the non-destructive testing plan for the road is shown below:
ARA Equipment
Type of testing
Frequency
Estimated number of test points
Testing time (hours) 1
Pavement
ASTM E274 Skid resistance
Minimum test frequency of 250ft, minimum
of 3 tests per lane
6 — 10 points
3-5 hours
The PFT tank should not have to be filled with water in the field. Typically, no traffic control is
needed for the skid resistance testing unless required by California DOT. If traffic control is
required it shall be provided by the prime contractor in accordance with California DOT
requirements. Note that, depending on the test speed, we may require up to 500ft at the beginning
and the ending of the test area for safe acceleration and deceleration.
After collecting and analyzing the data, a letter report will be provided including the SN and
California Coefficient of Friction for the reporting frequency shown in the above table. All data will
be referenced with a distance from the start point of the section and GPS coordinates. A Google
Earth file will be provided showing the location of the collected data.
3 PROJECT SCHEDULE
It is anticipated that testing will be completed in 1 day. Please note we require 3 weeks' notice
to proceed to schedule the equipment and technician for the testing.
4 DELIVERABLES
A letter report will be provided including the SN and California Coefficient of Friction results. All
data will be referenced with a distance from the start point of the section and GPS coordinates. A
Google Earth file will be provided showing the location of the collected data.
5 PROJECT PRICE
ARA will provide the services noted in this proposal on a firm fixed price basis according to the
following price. Please note that there are two prices shown, one if this project is
combined with a second project and one if we have to mobilize individually for this test.
ARA will invoice after submittal of the results for payment to be made within 30 days of receipt
of invoice (Net 30).
6 GROUND RULES AND ASSUMPTIONS
ARA's offering is based on the following ground rules and assumptions. Should any of these be
adjusted during negotiations, the proposed offer, including pricing may be subject to change.
1. ARA anticipates a fixed price contract.
2. The assumed period of performance is summer 2021.
3. ARA will submit one invoice after the submittal of the results to the client with payment
terms of net30.
4. ARA anticipates that the terms and conditions part of this proposal will govern.
5. One (1) testing day is a normally a total of eight (8) working hours either day or night. An
additional $51.09 per hour ($408.72 per 8 -hour shift) will be added for night testing. Each
additional hour of testing would involve $333. Overtime rates ($51.09 added to standard
rate) will be charged for each additional hour exceeding the 8 -hour day or 40 -hour week.
Standby time will be charged at $245 per hour.
6. ARA requires the following support for the effective completion of this project:
a. Any permits will need to be provided by the prime contractor.
b. Traffic control will need to be provided by the prime contractor.
c. The testing requires dry pavement. Any standby time during wet pavement
conditions where there is standing water will be charged in accordance with the
rates shown above. Scheduling requires two weeks' notice to proceed.
7. This proposal is valid for a period of 90 days from the date of the proposal. We reserve
the right to review our scope if an agreement to provide our services has not been
reached within the 90 -day period.
AL 'IF"
ARA
Page 5 of 7
7 ACCEPTANCE OF PROPOSAL
Your signature below indicates your acceptance of this proposal in accordance with the scope,
price, schedule, and the terms and conditions contained herein, and will create a binding
agreement between you and ARA. This acceptance will act as a notice to proceed.
ARA
Page 6 of 7
TERMS & CONDITIONS
Applied Research Associates, Inc. (ARA) agrees to perform the specified work with the professional skill and care ordinarily
provided by firms practicing in the same or similar locality under the same or similar circumstances. The parties acknowledge that
there has been an opportunity to negotiate the terms and conditions of this Agreement and agree to be bound accordingly.
1. INDEPENDENT CONTRACTOR
ARA will act as an independent contractor and not as Client's agent for any purpose whatsoever, and will have no authority to
make any commitments on behalf of Client or to bind Client in any way whatsoever.
2. PROJECT SUPERVISION AND ASSIGNMENT
ARA shall have wide discretion in the methods used to perform any assigned tasks unless specified otherwise. ARA will cooperate
with the Client to the extent possible to arrange for consultations between the Client, ARA personnel, and others engaged in
rendering services to the Client related to ARA's performance under this agreement. ARA agrees that no tasks shall be performed
or expenses incurred without specific authorization of the Client.
3. OWNERSHIP OF DOCUMENTS
All data, information, software, hardware, and documents produced by ARA under this agreement shall remain the property of ARA
and may not be used by the Client for any endeavor outside of the scope of this agreement without the written consent of ARA,
unless otherwise noted in this agreement.
4. ACCESS TO PROJECT SITE
If required for the performance of this effort, ARA will be granted timely access to the project site as needed. If traffic control or
protection is required, it shall be provided by the Client or specific provisions will be made for ARA to provide traffic control or
protection at an additional price. ARA will take precautions to minimize damage when performing its work, but ARA is not
responsible for any items destroyed as a necessary part of the work.
5. PAYMENT
ARA will invoice monthly and at the completion of the project, with payment due net 30 days. Interest will be charged on amounts
outstanding more than 30 days. The interest rate will be 1% percent per month, compounded until paid. In the event of late payment,
the Client agrees to pay all collection costs, legal expenses and attomeys' fees incurred by ARA in collecting payment, including
interest. In the event that some portion of the invoice is disputed, payment for the undisputed portion of the invoice will be made
within 30 days. If the Parties are unable to reach agreement regarding the disposition of the disputed portions of the invoice within
21 days, the matter will be resolved according to the Dispute Resolution clause of this agreement.
6. HIDDEN CONDITIONS OR HAZARDOUS MATERIALS:
If ARA has reason to believe that a hidden condition may exist, ARA shall notify the client who shall authorize and pay for all costs
associated with the investigation of such condition and if necessary, all costs necessary to correct such condition. If (a) the client
fails to authorize such investigation of the correction after due notification, or (b) ARA has no reason to believe that such condition
exists, the Client is responsible for all risks associated with this condition, and ARA shall not be responsible for the existing condition
nor any resulting damages to persons or property. ARA shall have no responsibility for the discovery, presence, handling, removal,
disposal or exposure of persons to hazardous materials of any form.
7. TERMINATION OF SERVICES:
This agreement may be terminated upon 10 days written notice by either party. In the event of termination, the Client shall pay
ARA for all services performed to the date of termination, all reimbursable expenses and reasonable termination expenses.
8. CONFIDENTIALITY
Each party agrees not to use the other's proprietary information for any purpose other than for the performance of this Agreement.
Proprietary information is defined as information concerning techniques, processes, inventions, research and development, and
cost data in written form with each sheet thereof marked with an appropriate legend indicating its proprietary nature and delivered
by one party to another. Any other use of such proprietary information by the recipient shall be made only upon receipt of the prior
written consent from an authorized representative of the other party
ARA
Page 7 of 7
9. INDEMNIFICATION
Each party (indemnitor) shall indemnify and hold harmless the other party (indemnitee) from and against any and all (including
third party) claims, damages, losses and expenses (including reasonable attorney's fees) arising out of or resulting from the
performance of services, to the proportional extent that any such claims, damage, loss or expense is caused by the negligent act
or omission and/or liability of the indemnitor, anyone directly or indirectly employed by the indemnitor.
10. CONSEQUENTIAL DAMAGES
Neither Party shall be liable to the other for consequential damages, including, without limitation, loss of use or loss of profits,
incurred by one another or their subsidiaries or successors, regardless of whether such damages are caused by breach of contract,
willful misconduct, negligent act or omission, or other wrongful act of either of them.
11. FORCE MAJEURE
Neither party shall be liable for any failure of or delay in performance of its obligations under this Subcontract to the extent such
failure or delay is due to circumstances beyond its reasonable control, including, without limitation, acts of God, acts of a public
enemy, fires, floods, wars, civil disturbances, sabotage, accidents, insurrections, blockades, embargoes, storms, explosions, labor
disputes , acts of any governmental body, failure or delay of third parties or governmental bodies from whom a party is obtaining
or must obtain approvals, authorizations, licenses, franchises or permits, or inability to obtain labor, materials, power, equipment,
or transportation (collectively referred to herein as "Force Majeure"). Each party shall use its reasonable efforts to minimize the
duration and consequences of any failure of or delay in performance resulting from a Force Majeure event.
12. GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the State of New Mexico, excluding its principles
of conflicts of laws. The United Nations Convention for the International Sale of Goods is expressly excluded from this Agreement,
and shall have no force or effect on the parties.
13. DISPUTE RESOLUTION
Any controversy or claim arising out of or relating to this agreement, or breach thereof, which may be properly submitted to
arbitration, shall be settled by arbitration. The substantially prevailing party shall be entitled to recover from the non -prevailing party
all costs and expenses and attorney's fees it incurred in connection with any suit or legal or administrative action or appeal with
respect to this order or the transaction under it.
14. NO THIRD PARTY RIGHTS
This Agreement shall not create any rights or benefits to parties other than Client and ARA. No third party shall have the right to
rely on ARA opinions rendered in connection with the Services without ARA written consent and the third party's agreement to be
bound to the same conditions and limitations as Client.
16. COMPLETE AGREEMENT; MODIFICATIONS
This Agreement constitutes the entire Agreement of the parties hereto, and all previous communications between the parties,
whether written or oral with reference to the subject matter of this Agreement, are hereby canceled and superseded. No
modification of this Agreement shall be binding upon the parties hereto, unless such is in writing and duly signed by the respective
parties hereto.
ARA
P,tx RAFq
�iT Y WITH P- �`\h
CONTRACT ROUTING FORM
INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below.
TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER:
Contracting Department: Public Works
Project Manager: Iman Kayani for TS Extension: 3352
Contractor Name: Substrate, Inc
Contractor's Contact: Sundeep Jhutti Contact's Email: sunny@substrateinc.com
❑ FPPC: Check if Contractor/Consultant must file Form 700
Step
RESPONSIBLE
DESCRIPTION
COMPLETED
REVIEWER
DEPARTMENT
DATE
Check/Initial
1
Project Manager
a. Email PINS Introductory Notice to Contractor
Click here to
❑
enter a date.
b. Email contract (in Word) and attachments to City
8/31/2021
Attorney c/o Laraine.Gittens@cityofsanrafael.org
❑X IKK
2
City Attorney
a. Review, revise, and comment on draft agreement
8/31/2021
0 LG
and return to Project Manager
8/31/2021
❑x LG
b. Confirm insurance requirements, create Job on
PINS, send PINS insurance notice to contractor
3
Department Director
Approval of final agreement form to send to
8/31/2021
❑x BG
contractor
4
Project Manager
Forward three (3) originals of final agreement to
9/1/2021
❑X IKK
contractor for their signature
5
Project Manager
When necessary, contractor -signed agreement
❑ N/A
agendized for City Council approval *
*City Council approval required for Professional Services
NIKK
Agreements and purchases of goods and services that exceed
Or
$75,000; and for Public Works Contracts that exceed $175,000
9/13/2021
Date of City Council approval
PRINT
Project Manager
CONTINUE ROUTING PROCESS WITH HARD COPY
6
Forward signed original agreements to City
9/14/2021
IKK
Attorney with printed copy of this routing form
7
City Attorney
Review and approve hard copy of signed
agreement
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8
City Attorney
Review and approve insurance in PINS, and bonds
(for Public Works Contracts)
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9
City Manager/ Mayor
Agreement executed by City Council authorized
official
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10
City Clerk
Attest signatures, retains original agreement and
forwards copies to Project Manager
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