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Resolution No. 8835
1 RESOLUTION NO. 8835 2 3 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON RATIFYING THE EXECUTION OF A SERVICES 4 AGREEMENT WITH KENNEDY /JENKS CONSULTANTS TO PERFORM 5 A GAS SYSTEM STUDY FOR THE VERNON POWER PLANT PROJECT AT AN AMOUNT NOT TO EXCEED $30,000.00 6 7 WHEREAS, the City of Vernon is in the process of developing a 8 800 MW Combined Cycle Power Plant officially named the Vernon Power 9 Plant (the "Vernon Power Plant Project ") for the purpose of installing 10 additional generating capacity that will yield an efficient, cost - 11 effective, and reliable source of electric generation to the City of 12 Vernon; and 13 WHEREAS, the City has constructed a natural gas distribution 14 system served at two locations (Bandini /Downey and Fruitland /Downey) 15 from SoCalGas Transmission Line 756 and two regulator stations are 16 located at the two locations to distribute gas from the transmission 17 system into the distribution system located in the City; and 18 WHEREAS, the City has determined that it needs a consultant 19 to perform a gas system study for the Vernon Power Plant Project; and 20 WHEREAS, the City has determined that Kennedy /Jenks 21 Consultants, Inc. ( "Kennedy /Jenks ") possesses the technical knowledge 22 and expertise to furnish the study required by the City; and 23 WHEREAS, in order to meet the urgent need for the study, the 24 Assistant City Attorney /Acting City Clerk executed an Agreement on 25 August 11, 2005, subject to ratification by the City Council; and 26 WHEREAS, the City Council of the City of Vernon desires to 27 ratify the actions of the Assistant City Attorney /Acting City Clerk 28 pertaining to the execution of the Services Agreement as well as all 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 other actions taken pursuant to said Agreement; and WHEREAS, the City Council of the City of Vernon has determined that, pursuant to the provisions of subsection (a) of Section 2.27 of the Vernon City Code, it is in the public interest and necessity to ratify entering into the Agreement with Kennedy /Jenks. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1: The City Council of the City of Vernon hereby finds and determines that the recitals contained hereinabove are true and correct. SECTION 2: The City Council of the City of Vernon hereby ratifies the execution of the Agreement with Kennedy /Jenks for services, a copy of which is attached hereto as Exhibit A and incorporated by reference. SECTION 3: The City Council of the City of Vernon hereby approves and ratifies all actions taken pursuant to the terms and conditions of the Agreement. SECTION 4: The Acting City Clerk of the City of Vernon shall certify to the passage of this resolution, and thereupon and thereafter the same shall be in full force and effect. APPROVED AND ADOPTED this 17th day of August, 2005. ATTEST: BRUC V. MA KENHORST, JR., Actin i Clerk ONIS C. MAL URG, Mayor 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 STATE OF CALIFORNIA ss COUNTY OF LOS ANGELES I, BRUCE V. MALKENHORST, JR., Acting City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. 8835, was duly adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Wednesday, August 17, 2005, and thereafter was duly signed by the Mayor Pro -Tem of the City of Vernon. (SEAL) BRUCE V. MALKENHORST, JR., Acting City Clerk EXHIBIT A City of Vernon and Kennedy /Jenks Consultants, Inc. Agreement This Agreement, made and entered into this 10th day of August, 2005, by and between the City of Vernon, hereinafter referred to as the "CLIENT," and Kennedy /Jenks Consultants Inc., a California corporation qualified to do business in California with offices at 707 Wilshire Boulevard, Suite 3280, Los Angeles, California, hereinafter referred to as "CONSULTANT ": Recitals WHERAS, CLIENT desires to accomplish the engineering planning, design and environmental assessment services needed for construction of a power plant; and WHEREAS, public convenience and necessity require the services of a consulting engineer to plan, design, and assist in implementing the construction of said facilities to meet present and projected requirements of CLIENT; and WHEREAS, CONSULTANT represents itself to be qualified and experienced in planning, designing, and providing construction support services for such facilities; and WHEREAS, CLIENT is desirous of engaging the services of said CONSULTANT to perform the services: NOW, THEREFORE, CLIENT and CONSULTANT, for the consideration and on the terms hereinafter set forth, mutually agree as follows: Article 1 - Retention 1. CLIENT hereby retains CONSULTANT to perform professional services described herein, the term of such retention shall commence on the date of the execution of this Agreement, unless prior authorization to proceed was provided by CLIENT and accepted by CONSULTANT, and shall continue until the completion of the services. 2. CONSULTANT hereby agrees to perform the professional services described herein and to furnish or procure the use of incidental services, equipment, and facilities necessary for the completion of the services. Article 2 - Scope of Services 1. Work will be performed on a Task Order basis. Exhibit 1 defines the Scope of Services for Tasks 1 and 2. Article 3 - Schedule 1. Exhibit 1 presents specific schedule information. Article 4 - Compensation 1. Payment for the services shall be made by CLIENT to CONSULTANT and shall be considered as full compensation for all personnel, materials, supplies, and equipment used in carrying out the work. 2. Terms of Payment A. CLIENT will be invoiced at the end of the first billing period following commencement of work and at the end of each billing period thereafter. Payment in full of an invoice must be received by CONSULTANT within thirty (30) days of the date of such invoice. B. The work performed shall be deemed approved and accepted by CLIENT as and when invoiced unless CLIENT objects within fifteen (15) days of invoice date by written notice specifically stating the details in which CLIENT believes such work is incomplete or defective, and the invoice amount(s) in dispute. CLIENT shall pay undisputed amounts as provided for in the preceding paragraph. C. Failure of CLIENT to make full payment of an invoice so that it is received by CONSULTANT within thirty (30) days of the date thereof subjects the amount overdue to a delinquent account charge of one percent (1 %) of the invoice amount per month, compounded monthly, but not to exceed the maximum rate permitted by law. Failure of CLIENT to submit full payment of an invoice within thirty (30) days of the date thereof subjects this agreement and the work herein contemplated to suspension or termination at CONSULTANT's discretion. D. CONSULTANT reserves the right to require payment in advance for work it estimates will be done during a given billing period. CONSULTANT, without any liability to CLIENT, reserves the right to withhold any services and work products herein contemplated pending payment of CLIENT's outstanding indebtedness or advance payment as required by CONSULTANT. © Kennedy /Jenks Consultants, :Inc., August 2005 Page 1 of 10 RblclientsNemonl City of Vernon and Kennedy /Jenks Consultants, Inc. Agreement E. Budgets for the Scope of Services are presented in Exhibit 1. These budgets shall not be exceeded without authorization. The budgets may be increased by amendment hereto if necessary to complete the scope of work. CONSULTANT shall notify CLIENT prior to expenditure of 80 percent of the budget if the need for a budget increase is anticipated. CONSULTANT is not obligated to continue providing services hereunder upon expenditure of authorized funding if the increased budget needed to complete the scope of work is not authorized. Basis of the compensation and budgets for the Scope of Services are presented in Exhibit 2. Article 5 - Services by CLIENT 1. CLIENT represents that it has informed CONSULTANT, to the full extent of CLIENT's knowledge, of the location and character of any hazardous materials or unsafe conditions at or under the jobsite, and agrees to immediately advise CONSULTANT of any additional knowledge as to the same gained by CLIENT. Unless advised to the contrary, CONSULTANT shall reasonably rely upon all CLIENT supplied information. Discovery during the performance of the agreement of unanticipated hazardous material or unsafe or other conditions not contemplated by CONSULTANT at the time of the execution of this agreement which materially affect CONSULTANT's ability to perform its specified services or which would materially increase the cost to CONSULTANT of such performance shall constitute a changed condition and both CLIENT and CONSULTANT shall in good faith renegotiate the terms of this agreement to reflect fairly the impact of such changed conditions. 2. CLIENT shall, to the extent reasonable and practicable, assist and cooperate with CONSULTANT in the performance of CONSULTANT's services hereunder. Such assistance and cooperation shall include, but not necessarily be limited to, providing material available from CLIENT's files such as maps, record drawings, property surveys, and operation and maintenance information. 3. CLIENT will provide access to site of work, obtain all permits, provide all legal services in connection with the project, and provide environmental impact reports and energy assessments unless specifically included in the scope of work. CLIENT shall pay the costs of checking and inspection fees, zoning application fees, soils engineering fees, testing fees, surveying fees, and all other fees, permits, bond premiums, and all other charges not specifically covered by the scope of services. 4. CLIENT shall designate to CONSULTANT the location of all subsurface utility lines and other subsurface man -made objects (in this agreement collectively called "buried utilities ") within the boundaries of the jobsite. CONSULTANT will conduct at CLIENT's expense such additional research as in CONSULTANT's professional opinion is appropriate to attempt to verify the location of buried utilities at the jobsite, but CLIENT shall remain responsible for the accurate designation of their location and, shall indemnify, defend, and hold CONSULTANT harmless from any claims or loss arising from the failure to accurately locate buried utilities. Article 6 — Standard of Care and Compliance with Laws 1. CONSULTANT's services performed under this agreement will be performed in a manner consistent with the care and skill ordinarily exercised by members of the profession practicing under similar conditions at the same time and in the same or similar locality. When the findings and recommendations of CONSULTANT are based on information supplied by CLIENT and others, such findings and recommendations are correct to the best of CONSULTANT's knowledge and belief. No warranty, express or implied, is made or intended by this agreement, or by the foregoing statement of the applicable standard of care, or by providing consulting services or by furnishing oral or written reports of findings made. No entity other than CLIENT or CONSULTANT shall be construed as a beneficiary to this Agreement. 2. CLIENT and CONSULTANT shall each use reasonable care in its efforts to comply with laws, codes, ordinances and regulations in force at the time of the performance by each under this agreement, insofar as such laws are applicable to a party's performance. Unless otherwise provided for in the scope of work of this agreement or by law, the responsibility for making any disclosures or reports to any third party, for notifying all governmental authorities of the discovery of hazardous materials on the jobsite, and for taking corrective, remedial, or mitigative action shall be solely that of CLIENT. 3. It is CONSULTANT's belief that the work is not subject to California Prevailing Wage Law, unless expressly identified as such within the scope of work. Should it be alleged or determined that some or all of the work is subject to California's Prevailing Wage Law, then CLIENT shall reimburse CONSULTANT for the additional costs associated with CONSULTANT complying with those laws. © Kennedy /Jenks Consultants, Inc., August 2005 Page 2 of 10 Rb/clientsNemon/ City of Vernon and Kennedy /Jenks Consultants, Inc. Agreement 4. CONSULTANT in providing services hereunder does not in any way assume responsibility for the methods or appliances used by the construction contractor; for the sufficiency of design or installation of scaffolding, sheeting, or shoring; for safety of the job; or for compliance by the construction contractor with laws and regulations. Article 7 — Use of Documents 1. Drawings, reports, writings and other original documents (documents) furnished by CONSULTANT are for the exclusive use of CLIENT and CONSULTANT retains all intellectual property rights including copyrights. Original documents may be held in custody of CLIENT. Documents are furnished to CLIENT upon CLIENT's specific agreement that it assumes all liability resulting from the further distribution of such documents, or any portion of them, and that CLIENT will indemnify CONSULTANT and hold it harmless against any claims associated with the unauthorized use of such documents. In no event will CLIENT or any person acting on its behalf edit, abridge, or modify any document prepared by CONSULTANT without CONSULTANT's express written consent. 2. Drawings, Specifications, and other original work products of CONSULTANT for this project, except working notes and internal documents, will become the property of CLIENT, but CONSULTANT retains all intellectual property interests, including copyrights. Upon payment in full by CLIENT, CONSULTANT grants CLIENT a limited nontransferable license to use CONSULTANT's work product for this project only. Reuse of any of these Drawings, Specifications, or other work products of CONSULTANT by CLIENT for extensions of this project or for any project other than the specific project covered in this Agreement, or modification and use by CLIENT of any documents connected with this Agreement, without the written permission of CONSULTANT shall be at CLIENT's risk; and CLIENT agrees to defend, indemnify, and hold harmless CONSULTANT from all claims, damages and expenses including attorneys' fees arising out of such unauthorized reuse of CONSULTANT's work product by CLIENT or by others acting through CLIENT. CONSULTANT shall be entitled to a reproducible copy of all material furnished to CLIENT, the costs of which shall be compensated for under this Agreement. Any uncompleted work of CONSULTANT delivered to CLIENT due to cancellation of all or portions of the work or contract termination which are utilized by CLIENT in any way shall have CONSULTANT's name removed; and CLIENT agrees to defend, indemnify, and hold harmless CONSULTANT from all claims, damages, and expenses including attorney's fees arising from any use of uncompleted work. Article 8 — Electronic or Magnetic Data 1. Documents provided by CONSULTANT in electronic or magnetic formats are provided under the following conditions unless detailed otherwise in the scope of work or by a written amendment. Documents are provided in CONSULTANT's standard software formats. CLIENT recognizes that electronic or magnetic data and its transmission can be easily damaged, may not be compatible with CLIENT'S software formats and systems, may develop inaccuracies during conversion or use, and may contain viruses or other destructive programs, and that software and hardware operating systems may become obsolete. As a condition of delivery of electronic or magnetic data, CLIENT agrees to defend indemnify and hold CONSULTANT, its subconsultants, agents and employees harmless from and against all claims, loss, damages, expense and liability arising from or connected with its use, reuse, misuse, modification or misinterpretation. In no event shall CONSULTANT be liable for any loss of use, profit or any other damage. Article 9 - Termination 1. This agreement may be terminated by either party by written notice should the other party fail substantially to perform its obligations under this agreement and continue such default after the expiration of a seven (7) day notice period. Either party may terminate this agreement without necessity of cause upon the expiration of a thirty (30) day notice period. If this agreement is terminated by CLIENT in the absence of default by CONSULTANT, CONSULTANT shall be paid for services performed and costs incurred by it prior to its receipt of notice of termination from CLIENT, including reimbursement for direct expenses due, plus an additional amount, not to exceed ten percent (10 %) of charges incurred to the termination notice date, to cover services to orderly close the work and prepare project files and documentation, plus any additional direct expenses incurred by CONSULTANT including but not limited to cancellation fees or charges. CONSULTANT will use reasonable efforts to minimize such additional charges. 2. All charges due and payable under this Article shall be paid by CLIENT within thirty (30) days following submission of a final statement by CONSULTANT. Article 10 - Insurance 1. CONSULTANT shall maintain worker's compensation insurance as required by applicable state statutes. © Kennedy /Jenks Consultants, Inc., August 2005 Page 3 of 10 RbldenfsNemonl City of Vernon and Kennedy /Jenks Consultants, Inc. Agreement 2. CONSULTANT shall maintain commercial general liability and automobile liability insurance with limits of not less than $1 million per occurrence. 3. CONSULTANT shall maintain professional liability insurance for protection against claims alleging negligent acts, errors, or omissions which may arise from CONSULTANT's performance under this Agreement. The amount of this insurance shall be not less than $1,000,000 on a claims -made, annual aggregate basis. 4. CONSULTANT may be required to provide CLIENT with certificates of insurance evidencing the aforesaid coverage. 5. CLIENT agrees to include in its contracts with construction contractors provisions requiring that CONSULTANT, in addition to CLIENT, be indemnified against claims and losses occurring during the performance of the contract and be named as an additional insured on liability insurance policies required to be maintained by construction contractor. Article 11 - Indemnification 1. CONSULTANT agrees to defend, indemnify and hold CLIENT, its officers and employees harmless from any and all claims, damages, losses, or liabilities to the extent caused by the negligent acts, errors, or omissions of CONSULTANT in the performance of services under this Agreement. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity which would otherwise exist to the parties to this Agreement. Article 12 - Claims and Damages 1. CLIENT and CONSULTANT have discussed the risks associated with this project and the extent to which those risks should be shared by CLIENT and by CONSULTANT, and have agreed: (a) To the fullest extent permitted by law, CLIENT agrees to limit the liability of CONSULTANT, its officers, employees, and subconsultants to CLIENT, all landowners, contractors, subcontractors, lenders, suppliers, manufacturers, third parties, and their employees such that the total aggregate liability, including all attorneys fees and costs shall not exceed $50,000.00 or the total fees paid for CONSULTANT's services on this project, whichever is greater. (b) All damages such as loss of use, profits, anticipated profits, and the like losses are consequential damages for which CONSULTANT is not liable. (c) CLIENT shall give written notice to CONSULTANT of any claim of negligent act, error or omission within one (1) year after the completion of the work performed by CONSULTANT. Failure to give notice herein required shall constitute a waiver of said claim by CLIENT. 2. CLIENT recognizes the inherent risks connected with construction. For its part, CONSULTANT will perform in accordance with generally accepted standards of the profession. CLIENT shall include in its contracts with construction contractors who may perform work in connection with any design, report, or study prepared by CONSULTANT, specific provisions limiting the liability of CLIENT and CONSULTANT to the contractor for damages due to the inadequacy of the contractor's bid on account of design defects, errors, omissions, or professional negligence of CLIENT or CONSULTANT to five (5 %) percent of the contractor's bid amount. Nothing herein contained is intended to impose upon CONSULTANT any liability that would not exist in the absence of this paragraph. Article 13 - Litigation 1. Except as specified in this Agreement, CONSULTANT is not obligated to assist CLIENT in its preparation for arbitration, judicial, or administrative proceedings, nor to testify or otherwise to provide evidence on CLIENT's behalf therein. Article 14 - Assignment: Subcontracting 1. Neither CLIENT nor CONSULTANT shall assign any of its rights including a right to sue, or delegate its duties under this agreement without the written consent of the other. Article 15 - Force Majeure 1. Any delay or default in the performance of any obligation of CONSULTANT under this agreement resulting from any cause(s) beyond CONSULTANT's reasonable control shall not be deemed a breach of this agreement. The occurrence of any such event shall suspend the obligations of CONSULTANT as long as performance is delayed or prevented thereby, and the fees due hereunder shall be equitably adjusted. © Kennedy /Jenks Consultants, Inc., August 2005 Page 4 of 10 ft/clients/Amon/ City of Vernon and Kennedy /Jenks Consultants, Inc. Agreement Article 16 Merger: Waiver: Survival 1. This agreement constitutes the entire and integrated agreement between the parties hereto and supersedes all prior negotiations, representations and /or agreements, written or oral. One or more waiver of any term, condition or other provision of this agreement by either party shall not be construed as a waiver of a subsequent breach of the same or any other provision. Any provision hereof which is legally deemed void or unenforceable shall not void this entire agreement and all other provisions shall survive and be enforceable. Article 17 — Confidentiality 1. CONSULTANT will hold confidential all confidential business or technical information obtained from CLIENT or CLIENT's counsel or generated in the performance of services under this agreement. CONSULTANT will not disclose any of such information without CLIENT's authorization except to the extent required: A. To comply with court order of governmental directive, or B. By CONSULTANT's performance of services rendered under this agreement, or C. To comply with professional standards of conduct for the preservation of public safety and welfare, or D. For Consultant's defense against claims or liabilities arising from its performance of this agreement. 2. The foregoing restriction on disclosure shall not apply to information in the public domain or lawfully acquired on a nonconfidential basis from others. Article 18 — Applicable Law 1. This agreement shall be interpreted and enforced according to the laws of the State of California. In the case of invalidity or unenforceability of any provision or portion thereof, the provision shall be rewritten and enforced to the maximum extent permitted by law to accomplish as near as possible the intent of the original provision. Nothing herein shall be construed to - provide for indemnification against damages arising from a party's gross negligence or willful misconduct. IN WITNESS WHEREOF, CLIENT has caused this Agreement to be executed, and CONSULTANT has caused this Agreement to be executed, all as of the day and year first above written. Accepted: CITY OF VERNON NNEDY /JENKS CONSULTANTS, INC. "CLIENT" 'CONSULTANT" By Printed Name Bruce V. Malkenhorst r. Printed Name Mike Greenspan, P.E. Title Asst. City :Attorney /Acting City ClerTdtle Vice President and Regional Manager Date ATTEST: Date August 11, 2005 © Kennedy /Jenks Consultants, Inc., August 2005 Page 5 of 10 Rb/cilentsNernon/ ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 1- Scope of Services, Costs, and Schedule for Tasks 1 and 2 Task 1 - Assess Capacity of Natural Gas Line Project Understanding: The City of Vernon (Vernon) currently is in start up of a 140 MW power plant. This power plant uses natural gas fired gas turbines, and is supplied by a 10" distribution header that, in turn, is connected to a 26" high pressure ( -650 psig), Southern California Gas (SCG) pipeline. The distribution header operates at approximately 60 psig. Vernon is developing another power plant, to be rated at approximately 800 MW. This new power plant will also use natural gas to feed its turbines. The natural gas supply for the new power plant will also be the 26" high pressure pipeline. A question has been raised about the available capacity in the 26" pipeline and the impact on the existing 10" pipeline of removal of the large quantity of gas necessary to supply the new power plant. Kennedy /Jenks will: 1. Determine whether the SCG 26" pipeline has the capacity to serve the proposed power plant. 2. Evaluate the 10" distribution line to estimate changes that would occur when the 800 MW plant starts removing natural gas from the 26" pipeline. 3. Participate in a meeting or conference call with Vernon to: • Discuss project and obtain project data • Review results of the evaluation. 4. If the decision is made to tie into the 26" pipeline, based on worst case requirements, estimate the: • Pipe diameter required to convey the natural gas through the new approximately 2,000 foot long connection pipeline • Anticipated pipeline pressure required • Potential new pipeline route • Width of trench required for the new pipeline • Depth of Trench for burial of the new pipeline 5. Submit a letter report documenting findings. City of Vernon will provide Kennedy /Jenks with: • SCG pipeline pressure, capacity, flow rates, and related data • Gas demand for the new power plant; total and per turbine • Design /operating pressure for natural gas supply to turbines • Orientation of plant and 26" pipeline • Proposed routing for new line • Demand on 10" pipeline, including operating pressures under load Assumptions used: • Data on the SCG pipeline is available for the immediate vicinity of the tie -in points, and does not require reverse engineering or modeling of extensive length of pipeline to determine flow and pressure characteristics at reference point for plant • The evaluation is needed within the next two (2) weeks • Vernon has data readily available on both the 140 and 800 MW plant requirements. Worst -case data will be used; no sensitivity evaluation will be performed. • Kennedy /Jenks will not conduct a rigorous modeling (i.e. node and demand loading) of the 26" pipeline or Vernon's entire existing distribution pipelines • The quality of the source data provided by Vernon or SCG is not verified or guaranteed • Kennedy /Jenks will provide conceptual details for the new pipeline, not a detailed design, and will not include specific design parameters, such as any cathodic protection, valving or pressure control requirements, etc. • Pipeline depth profile will not address any utility crossings or possible conflicts Costs © Kennedy /Jenks Consultants, Inc., August 2005 Page 6 of 10 RblcUenWVernon/ ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 1- Scope of Services, Costs, and Schedule for Tasks 1 and 2 The above services will be provided on a time- and - materials basis within an estimated budget of $17,500. Schedule Subtask Estimated Completion Date (weeks from receipt of signed contract and notice to proceed) Draft report on 26" pipeline capacity 1 Assessment of effects on 10" line 1 Characteristics of the tie -in pipeline 1 © Kennedy /Jenks Consultants, Inc., August 2005 Page 7 of 10 Rb /dientsNenon/ ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 1- Scope of Services, Costs, and Schedule for Tasks 1 and 2 Task 2 — Review Environmental Portions of Application for Certification Scope of Services Kennedy /Jenks will: 1. Review environmental sections of the draft application. 2. Provide comments in electronic format in revision mode. 3. Participate in up to 2 conference calls to discuss comments and recommendations. City of Vernon will provide Kennedy /Jenks with: 1. Material to be reviewed. 2. Examples of previously accepted applications. Costs The above services will be provided on a time - and - materials basis within an estimated budget of $10,000. Schedule Subtask Estimated Completion Date (weeks from receipt of signed contract and notice to proceed) Comments on draft application 2 weeks after receipt of document to be reviewed © Kennedy /Jenks Consultants, Inc., August 2005 Rb /clientsNemonl Page 8 of 10 ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 2 Compensation Schedule of Charges Compensation to CONSULTANT shall be on a time and expense reimbursement basis in accordance with the following Schedule of Charges. © Kennedy /Jenks Consultants, Inc., August 2005 RbldientsNemont Page 9 of 10 ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 2 - Compensation Schedule of Charges January 1, 2005 PERSONNEL COMPENSATION aassification Hourly Rate CAD - Technician $80 Designer- Senior Technician $98 Engineer- Scientist - Specialist 1 $85 Engineer- Scientist - Specialist 2 $92 Engineer- Scientist - Specialist 3 $108 Engineer- Scientist - Specialist 4 $120 Engineer- Scientist - Specialist 5 $135 Engineer- Scientist - Specialist 6 $152 Engineer- Scientist- Specialist 7 $170 Engineer- Scientist- Specialist 8 $185 Engineer- Scientist- Specialist 9 $195 Project Administrator $75 Administrative Assistant $62 Aide $50 The above Hourly Rates include normal and incidental costs such as routine communications, postage and office supplies. DIRECT EXPENSES Reimbursement for direct expenses, as listed below, incurred in connection with the work, will be at cost plus ten percent for items such as: a. Maps, photographs, reproductions, printing, equipment rental, and special supplies related to the work. b. Consultants, soils engineers, surveyors, contractors, and other outside services. c. Rented vehicles, local public transportation and taxis, travel and subsistence. d. Specific telecommunications and delivery charges. e. Special fees, insurance, permits, and licenses applicable to the work. f. Outside computer processing, computation, and proprietary programs purchased for the work. Reimbursement for vehicles used in connection with the work will be at the rate of 40 cents per mile or at a monthly rate. Reimbursement for use of computerized drafting systems (CAD), geographical information systems (GIS), and other specialized software and hardware will be at the rate of $12 per hour. Rates for professional staff for legal proceedings or as an expert witness will be at rates one and one -half times the Hourly Rates specified above. Other in -house charges for prints and reproductions, equipment usage, laboratory analyses, etc. will be at standard company rates. Excise and gross receipts taxes, if any, will be added as a direct expense. The foregoing Schedule of Charges is incorporated into the agreement for the services provided, effective January 1, 2005 through December 31, 2005. After December 31, 2005, invoices will reflect the Schedule of Charges currently in effect. © Kennedy /Jenks Consultants, Inc., August 2005 Page 10 of 10 RbklientsNemonJ SUPPORTING DOCUMENTS City of Vernon and Kennedy /Jenks Consultants, Inc. Agreement This Agreement, made and entered into this 10th day of August, 2005, by and between the City of Vernon, hereinafter referred to as the "CLIENT," and Kennedy /Jenks Consultants Inc., a California corporation qualified to do business in California with offices at 707 Wilshire Boulevard, Suite 3280, Los Angeles, California, hereinafter referred to as "CONSULTANT ": Recitals WHERAS, CLIENT desires to accomplish the engineering planning, design and environmental assessment services needed for construction of a power plant; and WHEREAS, public convenience and necessity require the services of a consulting engineer to plan, design, and assist in implementing the construction of said facilities to meet present and projected requirements of CLIENT; and WHEREAS, CONSULTANT represents itself to be qualified and experienced in planning, designing, and providing construction support services for such facilities; and WHEREAS, CLIENT is desirous of engaging the services of said CONSULTANT to perform the services: NOW, THEREFORE, CLIENT and CONSULTANT, for the consideration and on the terms hereinafter set forth, mutually agree as follows: Article 1 - Retention 1. CLIENT hereby retains CONSULTANT to perform professional services described herein, the term of such retention shall commence on the date of the execution of this Agreement, unless prior authorization to proceed was provided by CLIENT and accepted by CONSULTANT, and shall continue until the completion of the services. 2. CONSULTANT hereby agrees to perform the professional services described herein and to furnish or procure the use of incidental services, equipment, and facilities necessary for the completion of the services. Article 2 - Scope of Services 1. Work will be performed on a Task Order basis. Exhibit 1 defines the Scope of Services for Tasks 1 and 2. Article 3 - Schedule 1. Exhibit 1 presents specific schedule information. Article 4 - Compensation 1. Payment for the services shall be made by CLIENT to CONSULTANT and shall be considered as full compensation for all personnel, materials, supplies, and equipment used in carrying out the work. 2. Terms of Payment A. CLIENT will be invoiced at the end of the first billing period following commencement of work and at the end of each billing period thereafter. Payment in full of an invoice must be received by CONSULTANT within thirty (30) days of the date of such invoice. B. The work performed shall be deemed approved and accepted by CLIENT as and when invoiced unless CLIENT objects within fifteen (15) days of invoice date by written notice specifically stating the details in which CLIENT believes such work is incomplete or defective, and the invoice amount(s) in dispute. CLIENT shall pay undisputed amounts as provided for in the preceding paragraph. C. Failure of CLIENT to make full payment of an invoice so that it is received by CONSULTANT within thirty (30) days of the date thereof subjects the amount overdue to a delinquent account charge of one percent (1 %) of the invoice amount per month, compounded monthly, but not to exceed the maximum rate permitted by law. Failure of CLIENT to submit full payment of an invoice within thirty (30) days of the date thereof subjects this agreement and the work herein contemplated to suspension or termination at CONSULTANTS discretion. D. CONSULTANT reserves the right to require payment in advance for work it estimates will be done during a given billing period. CONSULTANT, without any liability to CLIENT, reserves the right to withhold any services and work products herein contemplated pending payment of CLIENT's outstanding indebtedness or advance payment as required by CONSULTANT. © Kennedy /Jenks Consultants, Inc., August 2005 RbidientsNernonl Page 1 of 10 City of Vernon and Kennedy /Jenks Consultants, Inc. Agreement E. Budgets for the Scope of Services are presented in Exhibit 1. These budgets shall not be exceeded without authorization. The budgets may be increased by amendment hereto if necessary to complete the scope of work. CONSULTANT shall notify CLIENT prior to expenditure of 80 percent of the budget if the need for a budget increase is anticipated. CONSULTANT is not obligated to continue providing services hereunder upon expenditure of authorized funding if the increased budget needed to complete the scope of work is not authorized. Basis of the compensation and budgets for the Scope of Services are presented in Exhibit 2. Article 5 - Services by CLIENT 1. CLIENT represents that it has informed CONSULTANT, to the full extent of CLIENT's knowledge, of the location and character of any hazardous materials or unsafe conditions at or under the jobsite, and agrees to immediately advise CONSULTANT of any additional knowledge as to the same gained by CLIENT. Unless advised to the contrary, CONSULTANT shall reasonably rely upon all CLIENT supplied information. Discovery during the performance of the agreement of unanticipated hazardous material or unsafe or other conditions not contemplated by CONSULTANT at the time of the execution of this agreement which materially affect CONSULTANT's ability to perform its specified services or which would materially increase the cost to CONSULTANT of such performance shall constitute a changed condition and both CLIENT and CONSULTANT shall in good faith renegotiate the terms of this agreement to reflect fairly the impact of such changed conditions. 2. CLIENT shall, to the extent reasonable and practicable, assist and cooperate with CONSULTANT in the performance of CONSULTANT's services hereunder. Such assistance and cooperation shall include, but not necessarily be limited to, providing material available from CLIENT's files such as maps, record drawings, property surveys, and operation and maintenance information. 3. CLIENT will provide access to site of work, obtain all permits, provide all legal services in connection with the project, and provide environmental impact reports and energy assessments unless specifically included in the scope of work. CLIENT shall pay the costs of checking and inspection fees, zoning application fees, soils engineering fees, testing fees, surveying fees, and all other fees, permits, bond premiums, and all other charges not specifically covered by the scope of services. 4. CLIENT shall designate to CONSULTANT the location of all subsurface utility lines and other subsurface man -made objects (in this agreement collectively called "buried utilities ") within the boundaries of the jobsite. CONSULTANT will conduct at CLIENT's expense such additional research as in CONSULTANT's professional opinion is appropriate to attempt to verify the location of buried utilities at the jobsite, but CLIENT shall remain responsible for the accurate designation of their location and, shall indemnify, defend, and hold CONSULTANT harmless from any claims or loss arising from the failure to accurately locate buried utilities. Article 6 - Standard of Care and Compliance with Laws 1. CONSULTANT's services performed under this agreement will be performed in a manner consistent with the care and skill ordinarily exercised by members of the profession practicing under similar conditions at the same time and in the same or similar locality. When the findings and recommendations of CONSULTANT are based on information supplied by CLIENT and others, such findings and recommendations are correct to the best of CONSULTANT'S knowledge and belief. No warranty, express or implied, is made or intended by this agreement, or by the foregoing statement of the applicable standard of care, or by providing consulting services or by furnishing oral or written reports of findings made. No entity other than CLIENT or CONSULTANT shall be construed as a beneficiary to this Agreement. 2. CLIENT and CONSULTANT shall each use reasonable care in its efforts to comply with laws, codes, ordinances and regulations in force at the time of the performance by each under this agreement, insofar as such laws are applicable to a party's performance. Unless otherwise provided for in the scope of work of this agreement or by law, the responsibility for making any disclosures or reports to any third party, for notifying all governmental authorities of the discovery of hazardous materials on the jobsite, and for taking corrective, remedial, or mitigative action shall be solely that of CLIENT. 3. It is CONSULTANT's belief that the work is not subject to California Prevailing Wage Law, unless expressly identified as such within the scope of work. Should it be alleged or determined that some or all of the work is subject to California's Prevailing Wage Law, then CLIENT shall reimburse CONSULTANT for the additional costs associated with CONSULTANT complying with those laws. © Kennedy /Jenks Consultants, Inc., August 2005 Page 2 of 10 RblcientsNemonl City of Vernon and Kennedy /Jenks Consultants, Inc. Agreement 4. CONSULTANT in providing services hereunder does not in any way assume responsibility for the methods or appliances used by the construction contractor; for the sufficiency of design or installation of scaffolding, sheeting, or shoring; for safety of the job; or for compliance by the construction contractor with laws and regulations. Article 7 — Use of Documents 1. Drawings, reports, writings and other original documents (documents) furnished by CONSULTANT are for the exclusive use of CLIENT and CONSULTANT retains all intellectual property rights including copyrights. Original documents may be held in custody of CLIENT. Documents are furnished to CLIENT upon CLIENT's specific agreement that it assumes all liability resulting from the further distribution of such documents, or any portion of them, and that CLIENT will indemnify CONSULTANT and hold it harmless against any claims associated with the unauthorized use of such documents. In no event will CLIENT or any person acting on its behalf edit, abridge, or modify any document prepared by CONSULTANT without CONSULTANT's express written consent. 2. Drawings, Specifications, and other original work products of CONSULTANT for this project, except working notes and internal documents, will become the property of CLIENT, but CONSULTANT retains all intellectual property interests, including copyrights. Upon payment in full by CLIENT, CONSULTANT grants CLIENT a limited nontransferable license to use CONSULTANT's work product for this project only. Reuse of any of these Drawings, Specifications, or other work products of CONSULTANT by CLIENT for extensions of this project or for any project other than the specific project covered in this Agreement, or modification and use by CLIENT of any documents connected with this Agreement, without the written permission of CONSULTANT shall be at CLIENT's risk; and CLIENT agrees to defend, indemnify, and hold harmless CONSULTANT from all claims, damages and expenses including attorneys' fees arising out of such unauthorized reuse of CONSULTANT's work product by CLIENT or by others acting through CLIENT. CONSULTANT shall be entitled to a reproducible copy of all material furnished to CLIENT, the costs of which shall be compensated for under this Agreement. Any uncompleted work of CONSULTANT delivered to CLIENT due to cancellation of all or portions of the work or contract termination which are utilized by CLIENT in any way shall have CONSULTANT's name removed; and CLIENT agrees to defend, indemnify, and hold harmless CONSULTANT from all claims, damages, and expenses including attorney's fees arising from any use of uncompleted work. Article 8 — Electronic or Magnetic Data 1. Documents provided by CONSULTANT in electronic or magnetic formats are provided under the following conditions unless detailed otherwise in the scope of work or by a written amendment. Documents are provided in CONSULTANT's standard software formats. CLIENT recognizes that electronic or magnetic data and its transmission can be easily damaged, may not be compatible with CLIENTS software formats and systems, may develop inaccuracies during conversion or use, and may contain viruses or other destructive programs, and that software and hardware operating systems may become obsolete. As a condition of delivery of electronic or magnetic data, CLIENT agrees to defend indemnify and hold CONSULTANT, its subconsultants, agents and employees harmless from and against all claims, loss, damages, expense and liability arising from or connected with its use, reuse, misuse, modification or misinterpretation. In no event shall CONSULTANT be liable for any loss of use, profit or any other damage. Article 9 - Termination 1. This agreement may be terminated by either party by written notice should the other party fail substantially to perform its obligations under this agreement and continue such default after the expiration of a seven (7) day notice period. Either party may terminate this agreement without necessity of cause upon the expiration of a thirty (30) day notice period. If this agreement is terminated by CLIENT in the absence of default by CONSULTANT, CONSULTANT shall be paid for services performed and costs incurred by it prior to its receipt of notice of termination from CLIENT, including reimbursement for direct expenses due, plus an additional amount, not to exceed ten percent (10 %) of charges incurred to the termination notice date, to cover services to orderly close the work and prepare project files and documentation, plus any additional direct expenses incurred by CONSULTANT including but not limited to cancellation fees or charges. CONSULTANT will use reasonable efforts to minimize such additional charges. 2. All charges due and payable under this Article shall be paid by CLIENT within thirty (30) days following submission of a final statement by CONSULTANT. Article 10 - Insurance 1. CONSULTANT shall maintain worker's compensation insurance as required by applicable state statutes. © Kennedy /Jenks Consultants, Inc., August 2005 RbtckentsNemonl Page 3 of 10 City of Vernon and Kennedy /Jenks Consultants, Inc. Agreement 2. CONSULTANT shall maintain commercial general liability and automobile liability insurance with limits of not less than $1 million per occurrence. 3. CONSULTANT shall maintain professional liability insurance for protection against claims alleging negligent acts, errors, or omissions which may arise from CONSULTANT's performance under this Agreement. The amount of this insurance shall be not less than $1,000,000 on a claims -made, annual aggregate basis. 4. CONSULTANT may be required to provide CLIENT with certificates of insurance evidencing the aforesaid coverage. 5. CLIENT agrees to include in its contracts with construction contractors provisions requiring that CONSULTANT, in addition to CLIENT, be indemnified against claims and losses occurring during the performance of the contract and be named as an additional insured on liability insurance policies required to be maintained by construction contractor. Article 11 - Indemnification 1. CONSULTANT agrees to defend, indemnify and hold CLIENT, its officers and employees harmless from any and all claims, damages, losses, or liabilities to the extent caused by the negligent acts, errors, or omissions of CONSULTANT in the performance of services under this Agreement. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity which would otherwise exist to the parties to this Agreement. Article 12 - Claims and Damages 1. CLIENT and CONSULTANT have discussed the risks associated with this project and the extent to which those risks should be shared by CLIENT and by CONSULTANT, and have agreed: (a) To the fullest extent permitted by law, CLIENT agrees to limit the liability of CONSULTANT, its officers, employees, and subconsultants to CLIENT, all landowners, contractors, subcontractors, lenders, suppliers, manufacturers, third parties, and their employees such that the total aggregate liability, including all attorneys fees and costs shall not exceed $50,000.00 or the total fees paid for CONSULTANT'S services on this project, whichever is greater. (b) All damages such as loss of use, profits, anticipated profits, and the like losses are consequential damages for which CONSULTANT is not liable. (c) CLIENT shall give written notice to CONSULTANT of any claim of negligent act, error or omission within one (1) year after the completion of the work performed by CONSULTANT. Failure to give notice herein required shall constitute a waiver of said claim by CLIENT. 2. CLIENT recognizes the inherent risks connected with construction. For its part, CONSULTANT will perform in accordance with generally accepted standards of the profession. CLIENT shall include in its contracts with construction contractors who may perform work in connection with any design, report, or study prepared by CONSULTANT, specific provisions limiting the liability of CLIENT and CONSULTANT to the contractor for damages due to the inadequacy of the contractor's bid on account of design defects, errors, omissions, or professional negligence of CLIENT or CONSULTANT to five (5 %) percent of the contractor's bid amount. Nothing herein contained is intended to impose upon CONSULTANT any liability that would not exist in the absence of this paragraph. Article 13 - Litigation 1. Except as specified in this Agreement, CONSULTANT is not obligated to assist CLIENT in its preparation for arbitration, judicial, or administrative proceedings, nor to testify or otherwise to provide evidence on CLIENT's behalf therein. Article 14 - Assignment: Subcontracting 1. Neither CLIENT nor CONSULTANT shall assign any of its rights including a right to sue, or delegate its duties under this agreement without the written consent of the other. Article 15 - Force Majeure 1. Any delay or default in the performance of any obligation of CONSULTANT under this agreement resulting from any cause(s) beyond CONSULTANT's reasonable control shall not be deemed a breach of this agreement. The occurrence of any such event shall suspend the obligations of CONSULTANT as long as performance is delayed or prevented thereby, and the fees due hereunder shall be equitably adjusted. © Kennedy /Jenks Consultants, Inc., August 2005 RblcNentsNemonl Page 4 of 10 afrigyjrniari and Kannodyhlanks Consultants, InC Attitzte 16 — illerneir; INstveN itawahret 1. TM legeetrent consiblen inn ogle irdagnied sgreeMett behneed The wen hereto and SUPolsollial a Par nost6alove, remotantalloos eodiar aorsinter. vaiiien or and One at more rietwer deny Wu, oauSlan or other otof6dOr7 aft by Wets penfr anal not Oa conennint or a wafrer of a wasertuerit breath of* sania any new peneket" 1. Y welded hand which le legally domed told or uranforeeoble shell rid VOW iite Was agreement and se other powisionostedi sinvfra endto enforneebin, oreete 47 — Cosallehowdolay 1. CONSULTANT oda hold nordblardial oonfitionrad busman or lootelical Infonuation obtained from CLENT er CUI:NrO monad or gensrabui In Vw Wm- not or mace! wow thai acirmineor. CONSULTANT eel not dadose • z of welt Internatknt lithout OM Ioliboteation easzaptit the !sent esoulttet A. To con* with court wee, of grwammental direebeek nr ' 8. By CONSULTANT' performance: of =mime !undated under thie agreement, ar C. To annoy Win proreedenet Inandares mewl torete porrafrvedert of public mita end WeiNto. ar Feu Conslinants defense menet claims et ratirre arinidal Med IM miff:mance of agreement Z The feragdrai restriction on diecloeure sine not are* to inhomuNrin Ws UN !lithe *Mari or lavalaY aertafti ea a noneordidandat buts tram others. Areas 18— AwnlinPable Low 1. nes zqrsolnera aheil Da initirraied and micron eraxertedg to inn eras of Ida gab of =gamic le Ihe wee or • breed*/ Dr trrittifOrWrbaki zy maybe= or portico atatant. d prevision Null tat asvailtun and enittood tu man= egret pomaded lajbas bs eccumplials se ma: goosiblo tho Mut dike vaginal pierktion. Nothing basin Meg be construed is provide ibr hdQUan ageldst dernallen siting row 2 pt % Oran maw= or Wu! etiewn*Szt. De WITNESS WHEREOF. CLIENT has amok lids .Piyeernest to he esmadode end CONSULTANT halt tumid 114:0 Agreement io be esecuudvans the Limy and felt firet above saw. Aneepeink O1f7 OV NiffiDYMINSTS GONSULTANISs WC 1.116611-0 newrians Atirital Nano V . • .1 Pirated Moue tinkland,,aTti--_ ites a_sa:CIgKneng City CLwailla pal ASM.1-112-4293.---- Delo • ATFE01% Kunramttiseraa Cannuflenta. taa.,,,Anatas 211CO q-v raw of 10 VFP-1Z6`41e4 ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 1— Scope of Services, Costs, and Schedule for Tasks 1 and 2 Task 1 - Assess Capacity of Natural Gas Line Protect Understanding: The City of Vernon (Vernon) currently is in start up of a 140 MW power plant. This power plant uses natural gas fired gas turbines, and is supplied by a 10" distribution header that, in turn, is connected to a 26" high pressure (-650 psig), Southern California Gas (SCG) pipeline. The distribution header operates at approximately 60 psig. Vernon is developing another power plant, to be rated at approximately 800 MW. This new power plant will also use natural gas to feed its turbines. The natural gas supply for the new power plant will also be the 26" high pressure pipeline. A question has been raised about the available capacity in the 26" pipeline and the impact on the existing 10" pipeline of removal of the large quantity of gas necessary to supply the new power plant. Kennedy /Jenks will: 1. Determine whether the SCG 26" pipeline has the capacity to serve the proposed power plant. 2. Evaluate the 10" distribution line to estimate changes that would occur when the 800 MW plant starts removing natural gas from the 26" pipeline. 3. Participate in a meeting or conference call with Vernon to: • Discuss project and obtain project data • Review results of the evaluation. 4. If the decision is made to tie into the 26" pipeline, based on worst case requirements, estimate the: • Pipe diameter required to convey the natural gas through the new approximately 2,000 foot long connection pipeline • Anticipated pipeline pressure required • Potential new pipeline route • Width of trench required for the new pipeline • Depth of Trench for burial of the new pipeline 5. Submit a letter report documenting findings. City of Vernon will provide Kennedy /Jenks with: • SCG pipeline pressure, capacity, flow rates, and related data • Gas demand for the new power plant; total and per turbine • Design /operating pressure for natural gas supply to turbines • Orientation of plant and 26" pipeline • Proposed routing for new line • Demand on 10" pipeline, including operating pressures under load Assumptions used: • Data on the SCG pipeline is available for the immediate vicinity of the tie -in points, and does not require reverse engineering or modeling of extensive length of pipeline to determine flow and pressure characteristics at reference point for plant The evaluation is needed within the next two (2) weeks • Vernon has data readily available on both the 140 and 800 MW plant requirements. Worst -case data will be used; no sensitivity evaluation will be performed. • Kennedy /Jenks will not conduct a rigorous modeling (i.e. node and demand loading) of the 26" pipeline or Vernon's entire existing distribution pipelines • The quality of the source data provided by Vernon or SCG is not verified or guaranteed • Kennedy /Jenks will provide conceptual details for the new pipeline, not a detailed design, and will not include specific design parameters, such as any cathodic protection, valving or pressure control requirements, etc. • Pipeline depth profile will not address any utility crossings or possible conflicts Costs © Kennedy /Jenks Consultants, Inc., August 2005 Page 6 of 10 RbklienfsNemonl ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 1- Scope of Services, Costs, and Schedule for Tasks 1 and 2 The above services will be provided on a time - and - materials basis within an estimated budget of $17,500. Schedule Subtask Estimated Completion Date (weeks from receipt of signed contract and notice to proceed) Draft report on 26" pipeline capacity 1 Assessment of effects on 10" line 1 Characteristics of the tie -in pipeline 1 © Kennedy /Jenks Consultants, Inc., August 2005 RWcijentsNemonl Page 7 of 10 ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 1— Scope of Services, Costs, and Schedule for Tasks 1 and 2 Task 2 — Review Environmental Portions of Application for Certification Scope of Services Kennedy /Jenks will: 1. Review environmental sections of the draft application. 2. Provide comments in electronic format in revision mode. 3. Participate in up to 2 conference calls to discuss comments and recommendations. City of Vernon will provide Kennedy /Jenks with: 1. Material to be reviewed. 2. Examples of previously accepted applications. Costs The above services will be provided on a time - and - materials basis within an estimated budget of $10,000. Schedule Subtask Estimated Completion Date (weeks from receipt of signed contract and notice to proceed) Comments on draft application 2 weeks after receipt of document to be reviewed © Kennedy /Jenks Consultants, Inc., August 2005 RbIclientsNenwN Page 8 of 10 ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 2 - Compensation Schedule of Charges Compensation to CONSULTANT shall be on a time and expense reimbursement basis in accordance with the following Schedule of Charges. OO Kennedy /Jenks Consultants, Inc., August 2005 RblclientsNemon/ Page 9 of 10 ClientName and Kennedy /Jenks Consultants, Inc. Agreement Exhibit 2 - Compensation Schedule of Charges January 1, 2005 PERSONNEL COMPENSATION Iassification Hourly Rate CAD - Technician $80 Designer- Senior Technician $98 Engineer- Scientist - Specialist 1 $85 Engineer- Scientist - Specialist 2 $92 Engineer- Scientist - Specialist 3 $108 Engineer- Scientist - Specialist 4 $120 Engineer- Scientist - Specialist 5 $135 Engineer- Scientist - Specialist 6 $152 Engineer- Scientist- Specialist 7 $170 Engineer- Scientist- Specialist 8 $185 Engineer- Scientist - Specialist 9 $195 Project Administrator $75 Administrative Assistant $62 Aide $50 The above Hourly Rates include normal and incidental costs such as routine communications, postage and office supplies. DIRECT EXPENSES Reimbursement for direct expenses, as listed below, incurred in connection with the work, will be at cost plus ten percent for items such as: a. Maps, photographs, reproductions, printing, equipment rental, and special supplies related to the work. b. Consultants, soils engineers, surveyors, contractors, and other outside services. c. Rented vehicles, local public transportation and taxis, travel and subsistence. d. Specific telecommunications and delivery charges. e. Special fees, insurance, permits, and licenses applicable to the work. f. Outside computer processing, computation, and proprietary programs purchased for the work. Reimbursement for vehicles used in connection with the work will be at the rate of 40 cents per mile or at a monthly rate. Reimbursement for use of computerized drafting systems (CAD), geographical information systems (GIS), and other specialized software and hardware will be at the rate of $12 per hour. Rates for professional staff for legal proceedings or as an expert witness will be at rates one and one -half times the Hourly Rates specified above. Other in -house charges for prints and reproductions, equipment usage, laboratory analyses, etc. will be at standard company rates. Excise and gross receipts taxes, if any, will be added as a direct expense. The foregoing Schedule of Charges is incorporated into the agreement for the services provided, effective January 1, 2005 through December 31, 2005. After December 31, 2005, invoices will reflect the Schedule of Charges currently in effect. © Kennedy /Jenks Consultants, Inc., August 2005 Page 10 of 10 Rb/dientsNernont RISK MANAGEMENT OFFICE INTER DEPARTMENT MEMORANDUM DATE: November 7, 2005 TO: Nelly Giron, Deputy City Clerk FROM: Willard G. Yamaguchi, Acting Risk Manage RE: Kennedy /Jenks Conusultants Please be advised that the above referenced has provided acceptable insurance. Attached for your retention are original insurance certificates and related policies, declarations and /or endorsements for the above - referenced insured that were issued by: • Zurich American Insurance Co. (General Liability) • American Ins. Co. (Automobile Liability and Worker Compensation) • Steadfast Ins. Co. (Professional Liability) This concerns Resolution No. 8835, Agreement File No. 05 -100. WY /kr • ACQRDT CERTIFICATE OF LIABILITY INSURANCE DATE (M D"Y) POLICY NUMBER PRODUCER Dealey, Renton & Associates P. O. Box 12675 Oakland, CA 94604 -2675 510 465 -3090 David C. Eckman THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT. AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURED Kennedy /Jenks Consultants 622 Folsom Street San Francisco, CA 94107 I INSURER A: Zurich American Insurance Co. INSURER B: American Ins. Co. INSURER C: Steadfast Ins. Co. INSURER D: INSURER E: VERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MMIDD/YY) POLICY EXPIRATION DATE (MMIDD/YY) LIMITS A GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY GL092166600 10/01/05 10/01/06 EACH OCCURRENCE $1,000,000 $1,000,000 X FIRE DAMAGE (Any one fire) CLAIMS MADE i X OCCUR MED EXP (Any one person) $'6,000 X XCU Included PERSONAL & ADV INJURY $1,000,000 $2,000,000 GENERAL AGGREGATE GEN'L AGGREGATE LIM IT APPLIES PER: PRODUCTS - COMP /OP AGG $2,000,000 —1 POLICY X JE OT- LOC B AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS - MZA80251744 10/01/05 10/01/06 COMBINED SINGLE LIMIT (Ea accident) $1.000,000 X BODILY INJURY (Per person) X BODILY INJURY - (Per accident) - - X PROPERTY DAMAGE (Per accident) . - $ GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS UABILITY EACH OCCURRENCE $ 1 OCCUR CLAIMS MADE AGGREGATE $ DEDUCTIBLE RETENTION $ $ $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Stop -Gap Liab. WZC80927822 State of Washington 01/01/05 01/01/06 X wCSTATU- I TH TORY LIMITS E.L. EACH ACC IDENT E.L. DISEASE - EAEMPLOYEE $1,000,000 $1,000,000 E.L DISEASE - POLICYLIMIT $1,000,000 C OTHER Professional & Contractor's Pollution Liab. PEC921166300 10/01/05 10/01/06 $1,000,000 per Claim $1,000,000 Ann, Aggr. DESCRIPTION OF OPERATIONS /LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS GENERAL LIABILITY POLICY EXCLUDES CLAIMS ARISING OUT OF THE PERFORMANCE OF PROFESSIONAL SERVICES. GENERAL LIABILITY /AUTOMOBILE LIABILITY ADDITIONAL INSURED: City of Vernon. CERTIFICATE HOLDER ADDITIONAL INSURED; INSURER LETTER: Vernon, City of 4305 Santa Fe Avenue Los Angeles, CA 90058 CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3n DAYS WRITTEN NOTICE TO THE CERTlICATE H OLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SH ALL IM POSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON TH E INSURER,ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25-5 (7/97)1 of 1 #M139922 DAC o ACORD CORPORATION 1988 POLICY NUMBER: GL092166600 COMMERCIAL GENERAL LIABILITY CG 20 10 10 01 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Vernon, City of 4305 Santa Fe Avenue Los Angeles, CA 90058 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. Section II - WHO IS AN INSURED is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured. B. With respect to the insurance afforded to these additional insureds, the following exclusion is added: 2. Exclusions This insurance does not apply to "bodily in- jury" or "property damage" occuring after: (1) All work, including materials, parts or equipment furnished in connection with, such work, on the project (other than services, maintenance or repairs) to be'„ performed on or on behalf of the additional . insured(s) at the site of the covered operations has been completed; or (2) That portion of "your work" out of which - the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. GENERAL LIABILITY LIABILITY ADDITIONAL INSURED: City of Vernon. CG 20 10 10 01 Policy Number CW 921166640 SCHEDULE OF FORMS AND ENDORSEMENTS ZURICH AMERICAN INSURANCE COMPANY Named insured KENNEDY /JENKS CONSULTANTS INC. Agent Name DEALEY, RENTON & ASSOC Effective Date: 10 -01 -05 12:01 A.M., Standard Time Agent No. 09181 -000 COMMON POLICY FORMS AND ENDORSEMENTS 08 -04 DISCLOSURE OF PREMIUM (RELATING TO TRIA) 03 -94 POLICY COMMON DECLARATIONS 05 -96 IN WITNESS CLAUSE 10 -02 SCHEDULE OF LOCATIONS 10 -02 SCHEDULE OF FORMS AND ENDORSEMENTS 10 -02 SCHEDULE OF NAMED INSURED(S) 11 -98 COMMON POLICY CONDITIONS 07 -02 NUCLEAR ENERGY LIABILITY MECLUSION ENDT 11 -04 CA CHANGES — CANCELLATION & NONRENEWAL 07 -02 CALCULATION OF PREMIUM U— GU- 692 -A CW U —GU —D -365 —A U —GU -319 —E U —GU- 618 -A CW U —GU- 619 —A CW UGU621ACW IL 00 17 IL 00 21 IL 02 70 IL 00 03 GENERAL LIABILITY FORMS AND CG 00 62 UGL1171ACW U— GL- 1178ACW U— GL— D-1115 —A CW UGLD849ACW CG 00 01 U —GL- 1114 —A CW CG 03 00 • CG 20 10 CG 20 37 CG 21 16 CG 21 47 CG 21 52 CG 21 55 CG 24 04 CG 24 17 CG 25 03 UGL849ACW UGL850ACW CG 20 12 CG 20 26 12 -02 07 -03 07 -03 10 -02 07 -96 10 -01 10 -02 01 -96 10 -01 10 -01 07 -98 07 -98 07 -98 09 -99 10 -93 10 -01 03 -97 07 -96 07 -96 10 -01 10 -01 ENDORSEMENTS WAR LIABILITY EXCLUSION FUNGI OR BACTERIA EXCLUSION ASBESTOS EXCLUSION ENDORSEMENT COMM GENERAL LIABILITY COVERAGE SUPP DEC EMPLOYEE BENEFITS LIAB DEC — CLAIMS MADE COMMERCIAL GENERAL LIABILITY COV FORM MANUSCRIPT ENDORSEMENT DEDUCTIBLE LIABILITY INSURANCE ADDITIONAL INSURED — OWNERS,LESSEES OR ADDL INSD — OWNERS /LESSEES /CONTR —COMP OPS EXCL— DESIGNATED PROFESSIONAL SERVICES EMPLOYMENT— RELATED PRACTICES EXCLUSION EXCLUSION FINANCIAL SERVICES TOTAL POLLUTION EXCL. WITH HOSTILE FIRE WAIVER OF TRANSFER RIGHTS OF RECOVERY CONTRACTUAL LIABILITY — RAILROADS DESIGNATED CONSTRUCTION PROJECTS GENERAL EMPLOYEE BENEFITS LIAB — CLAIMS MADE COV DEDUCTIBLE ENDORSEMENT CLAIMS —MADE ADDL INSD — PERMITS ISSUED TO CONTRACTORS ADDL INSD— DESIGNATED PERSON /ORGANIZATION U -GU -618 -A CW (10/02) AGENT COPY Y • :111H COMMON POUCY DECIARATIONS Policy Number GLO 9211666-00 Named Insured and Mailing Address KENNEDY/JENKS CONSULTANTS INC. ( SEE ENDORSEMENT U-GU-621 -ACW ) 622 FOLSOM STREET SAN FRANCISCO CA 94107 Policy Period: Coverage begins 10-01-05 Renewal of Number NEW Producer and Mailing Address DEALEY , RENTON & ASSOC PO BOX 12675 OAKLAM CA 94604-2675 Producer Code 09181-000 at 12:01 A.M.; Coverage ends 10-01-06 at 12:01 A.M. The named insured is C3 Individual 0 Partnership C3 Other: Corporation SUBJECT TO AUDIT This insurance Is provided by one or more of the stock Insurance companies which are members of the Zurich-American Insurance Gro . The company that provides coverage is designated on each Coverage Part Common Declarations. The company or companies providing tlis insurance may be referred io in tits policy as 'The Comparrt, we, us, or our. The address of the companies of the Zurich-American Insurance Group are provided on the next page. THIS POUCY CONSISTS OF THE FOLLOWING COVERAGE(S): GENERAL LIABILITY COVERAGE is sued by ZURICH AMERICAN INSURANCE COMPANY THIS PREMIUM MAY BE SUBJECT TO AUDIT. TOTAL This premium does not include Taxes and Surcharges. $ . . Taxes and Surcharges TOTAL $ The Form(s) and Endorsement(s) made a part of this policy at the time FORMS and ENDORSEMENTS. e are ilr ed on EDULE of Countersigned this day of Aulhodzed Representative THESE DECLARATIONS TOGETHER FORM(S). FORMS AND ENDORSEMENTS, IF ANY, ISSUED TO FORM A PART THEREOF, COMPLETE THE ABOVE NUMBERED POLICY. U-GU-D-31:15-A (03/94) Page 1 of 1 A Y Professional Envtonmental Consultants — claims made & occurrence type (STF) ZURICH Michel Caurant Dooley Renton & Associates Professional Environmental Consultant's Liability Coverage It Professional Liability — Claims Made Coverage B: Contractor's Pollution Liability — Occurrence Type Binder Addendum ... BINDER DATE: COMPANY: POLICY FORM: POLICY TERM: RETROACTIVE DATES: LIMITS OF LIABILRY: Coverages A. and B. DEDUCTIBLE: PREMIUM: September 22.2005 Steadfast Insurance Company (Surp)us Lines) STF-PECO-119-A CW(03/04) October 1, 2005 to October 1, 2006 January 1,1920 - Coverage k Professional Liability N/A - Coverage B: Contractor's Polkitbn Liablity $10,000,000 Each Claim $10,000,000 Total for all Claims Premium is due and payable within 30 days of Inception Minimum earned premium at inception is 25%. No flat cancellation allowed. This premium is slat and based on estimated gross sales of •-• • • ,447.4.10,• . o Ibis premium is an estimate and subject to audli at a rate of $ per $100 of gross sales. The premium calculation was based on estimated gross sales of . Mlnhmim premium is 100%. indieded in premium See attached important disclosure notic4i-G04393.'AZWI. Terrorism Coverage is not "ejected I SURPLUS LINES FILING: -Excessand surplus lines taxes, fees and fling are additional and the sole responsibility of the broker. Please complete and return the attached excess and surplus lines verification form. ENDORSEMENTS AND EXCLUSIONS TO THE POLICY FORM: The following highlights some Important endorsements and exclusions to be added to the policy form's preprinted terms and condition& Please see the policy for an exact description of all terms and conditions, including all exclusions and endorsements. COVERAGES A. AND B.: 1. Schedule of Forms and Endorsements STF-ENVL-1535-A CW(07-05) 2. Important Notices 3. Minimum Eamed Premium STF-PECO-117-B CW(03/04). 4. Named Insured-Additions STF-PECO-145-A CW(03/04) 5. Amendment to Cancellalion-Notice to Certificate of Insurance Holder STF-PECO-169-A CW(04/0*) 6. Waiver of Transfer Rights of Recovery Against Others STF-PECO-159-A CW(03/04) Michel Caurant Donley Renton & Associates 11/04/05 Page 1 of 3 Professional Environmental Consultants •- claims made & occurrence type (STF) 7. ADA, FFHA & OSHA Penalty Extension 8. Disciplinary Proceeding Coverage Extension Endorsement, 9. Indemnification When Deductible Shown in the Certificate of Insurance is Less Then the Deductible Shown in the Declarations STF -PECO- 141 -A CW(03/04). 10. Fungus Remedietion and/or Fungus Related Professional Services Coverage STF -PECO -108 -D CW(03/04) 11. Excess Coverage for Project Specific insurance 12. Amendment of Definition of Insured re Clients 13. Commission: 15% COVERAGE A,: PROFESSIONAL LIABILITY: 1. Professional Services and Retroactive Dates STF -PECO- 137 -A CW(03/04). The following professional services will be scheduled on the endorsement: ifififiltpfe101.: COVERAGE B.: CONTRACTORS POLLUTION LIABILITY: 1. Covered Operations STF -PECO- 136 -A CW(03/04). The following operations will be scheduled on the endorsement KEWBEISMER 2. Transportation at Materials by Carrier (Automobile Only) STF -DECO- 156 -A CW(03/04). 3. Transportation of Materials by insured (Automobile Only) STF -PECO -157 -A CW(03/04). CONDITIONS: 1. Certificates of insurance - The broker has the authority and responsibility of accurately issuing ACORD certificates of krsurance without amendment to the standard wording. No certificates will be recognized for purposes of extending, amending or alter&ng coverage provided by the insurance policies represented. 2. Risk Manaoement Recommendations for Subcontractors - When work, operations or servloes are performed by a subcontractor on your behat you should obtain a certificate of insurance, issued on behalf of the subcontractor, which evidences the following effective coverages and minimum knits: All subcontractors: a. Commercial General Liability $1,000,000 b. Pollution (when applicable) $1,000,000 c. Professional Liability (when applicable) $1,000,000 d. Employers Liability $1,000,000 When subcontracted Work involves transportation: a. Auto Liabflttty $1,000,000CSL b. Trucking $5,000,000 CSL c. Hazardous or special waste hauling MCS 90 and CA 9948 The subcontractor's.polices must name you as an additional insured, except for _professional !lability- .... The subcontrado should provide a waiver of subrogation in favor of you for workers compensation. You should obtain an executed written agreement from your subcontractor that includes a provision that the subcontractor will hold you harmless and indemnify you to the greatest extent possible under applicable law. SUBJECT TO RECEIPT AND APPROVAL. OP THE FOLLOWING WITHIN 30 DAYS OF BINDING: 1. Completed, signed and dated Zurich Fungus Remedlation Operations and Services Supplemental Application. Underwriter: Scott J. Kenny (415) 538 -7377 Addrel Caurant Duey Renton & Associates 11!041115 Page2of3 Best's Rating Center - Company Information for Zurich American insurance Company Page 1 of 2 View Ratings: Financial Strength issuer Credit Securities Advanced Search Other Web Centel Press Releases I Related Products I indudry Rl Country Risk estiilark for Secure-Rated Insurers Unders`tandni Bests ngs Zurich American Insurance Company (a member of Zurich Financial Services Group) A.M.Best#:02563 NAIC # 16535 FEIN #: 364233459 Address: Zurich Towers, 1400 American Lane Schaumburg, IL 60196 -1056 Phone: 847- 605 -6000 Fax: 847- 605 -6011 Web: www.zurichna.com Assigned to companies that have, in our opinion, an excellent ability to meet their ongoing obligations to policyholders. Best's Ratings Financial Strength Ratings view Definitions Rating: A (Excellent) Affiliation Code: g (Group) Financial Size Category: XV ($2 billion or more) Outlook: Stable Action: Affirmed Effective Date: September 14, 2004 * Denotes Under Review Best's Ratings Reports and News Visit our NewsRoom for the latest news and press releases for this company and its A.M. Best Grow Best's Company Report - includes Best's Financial Strength Rating and rationale along wits analytical commentary, detailed business overview and key financial data. Report Revision Date: 07/22/2005 (represents the latest significant change). Historical Reports are available in Best's Company Report Archive. Bests Executive Summary Reports (Financial Overview) - available in three versions, th+ style reports feature balance sheet, income statement, key financial performance tests induc liquidity and reserve analysis. Data Status: 2005 Best's Statement File - P /C, US. Contains data compiled as of 10/2/2005 Checked). • Single Company - five years of financial data specifically on this company. • Comparison - side -by -side financial analysis of this company with a peer group of up to companies you select. • Composite - evaluate this company's financials against a peer group composite. Report average and total composite of your selected peer group. Note: Adobe Reader is required to view the reports listed above. This software is available fi Stems Inc. An Excel export option is also available once the report has been opened usin4 Best's Key Rating Guide Presentation Report - includes Best's Financial Strength Rating as provided in Bests Key Rating Guide products. Data Status: 2003 Financial Data (Quality Cross Checked). Financial and Analytical Products Best's Propertv /Casualty Center - Premium Data & Reports Best's Key Rating Guide - P /C. US & Canada Best's Statement File - P/C US Best's Statement File - Global 1Pxc asp ?B1-- 0814MBIgu n-- 2.Siteli&AltSra-all&rOrl�.. „ .? 0/3.1124145_,: Best's Kating Center - Company information for ateatuast insurance uutpauy Rating Center for Secure-Paled Insurers View Ratings: Financial_Strength Issuer Credit Securities Advanced Search Steadfast Insurance Company (a member of Zurich Financial Services Group) A.M.Best #: 03557 NAIC #: 26387 FEIN #: 520981481 Address: 1400 American Lane Schaumburg, IL 60196 -1056 Phone: 847- 605 -6000 Fax: 847 -605 -6011 Web: www.zurichna.com r agc 1 u1 Other Web Centel Assigned to companies that have, in our opinion, an excellent ability to meet their ongoing obligations to policyholders. Best's Ratings Financial Strength Ratings view Definitions Rating: A (Excellent) Affiliation Code: g (Group) Financial Size Category: XV ($2 billion or more) Outlook: Stable Action: Affirmed Effective Date: September 14, 2004 * Denotes Under Review Best's Ratings Reports and News Visit our NewsRoom for the latest news and press releases for this company and its A.M. Best Groul Best's Company Report - includes Best's Financial Strength Rating and rationale along witl analytical commentary, detailed business overview and key financial data. Report Revision Date: 07/22/2005 (represents the latest significant change). Historical Reports are available in Best's Company Report Archive. Bears Executive Summary Reports (Financial Overview) - available in three versions, t• style reports feature balance sheet, income statement, key financial performance tests incluc liquidity and reserve analysis. Data Status: 2005 Best's Statement File - P /C, US. Contains data compiled as of 10/2/2005 Checked). • Single Company - five years of financial data specifically on this company. • Comparison - side -by -side financial analysis of this company with a peer group of up to companies you select. • Composite - evaluate this company's financials against a peer group composite. Report average and total composite of your selected peer group. Note: Adobe Reader is required to view the reports listed above. This software is available fi Systems Inc. An Excel export option is also available once the report has been opened usinc 00 Best's Key Rating Guide Presentation Report - includes Best's Financial Strength Rating as provided in Best's Key Rating Guide products. Data Status: 2003 Financial Data (Quality Cross Checked). Financial and Analytical Products Bests Property /Casualty Center - Premium Data & Reports Bests Key Rating_Guide - P /C, US & Canada Bests Statement File - P /C, US Best's Statement File - Global agF rlLttd =&AMBNum =3557 rc- 1 &AItw,10 /311202