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HomeMy WebLinkAboutNolte Associates Herndon Ave Union Pacific RR grade crossingCIN OF FRESNO City Clerk's Ottice (Original) AGREEMENT CITY OF FRESNO, CALIFORNIA CONSULTANT SERVICES THIS AGREEMENT is made and entered into effective the 18th day of July,2007, by and between the CITY OF FRESNO, a California municipal corporation (hereinafter referred to as "CITY"), and NOLTE ASSOCIATES, INCORPORATED (hereinafter referred to as "CONSULTANT"). RECITALS WHEREAS, CITY desires to obtain professional ENGINEERING services for Preliminary Study Report for a grade separation at Hemdon Avenue Union Pacific Railroad at -grade crossing , hereinafter referred to as the "Project;" and WHEREAS, CONSULTANT is engaged in the business of furnishing technical and expert services as a Engineering Firm and hereby represents that it desires to and is professionally and legally capable of performing the services called for by this Agreement; and WHEREAS, CONSULTANT acknowledges that this Agreement is subject to the requirements of Fresno Municipal Code Section 3-109 and Administrative Order 6-19; and WHEREAS, this Agreement will be administered for CITY by its Public Works Director (hereinafter referred to as "Director") or his/her designee. AGREEMENT NOW, THEREFORE, in consideration of the foregoing and of the covenants, conditions, and promises hereinafter contained to be kept and performed by the respective parties, it is mutually agreed as follows: 1. Scope of Services. CONSULTANT shall perform to the satisfaction of CITY the services described in Exhibit A, including all work incidental to, or necessary to perform, such services even though not specifically described in Exhibit A. 2. Term of Agreement and Time for Performance. This Agreement shall be effective from the date first set forth above and shall continue in full force and effect through the earlier of complete rendition of the services hereunder or September 28, 2007, subject to any earlier termination in accordance with this Agreement. The services of CONSULTANT as described in Exhibit A are to commence upon CITY'S issuance of a written "Notice to Proceed." Work shall be undertaken and completed in a sequence assuring expeditious completion, but in any event, all such services shall be completed within (to be determined) consecutive calendar days from such authorization to proceed. 3. Compensation. (a) CONSULTANT'S sole compensation for satisfactory performance of all services required or rendered pursuant to this Agreement shall be a total fee of $33,122. Such fee includes all expenses incurred by CONSULTANT in performance of the services. (b) Detailed statements shall be rendered monthly and will be payable in the normal course of CITY business. (c) The parties may modify this Agreement to increase or decrease the scope of services or provide for the rendition of services not required by this Agreement, which modification shall include an adjustment to CONSULTANT'S compensation. Any change in the scope of services must be made by written amendment to the Agreement signed by an authorized representative for DPW 7.0112-14-06 -1- each party. CONSULTANT shall not be entitled to any additional compensation if services are performed prior to a signed written amendment. Termination Remedies and Force Maieure. (a) This Agreement shall terminate without any liability of CITY to CONSULTANT upon the earlier of: (1) CONSULTANT'S filing for protection under the federal bankruptcy laws, or any bankruptcy petition or petition for receiver commenced by a third party against CONSULTANT; (ii) 7 calendar days prior written notice with or without cause by CITY to CONSULTANT; (iii) CITY'S non -appropriation of funds sufficient to meet its obligations hereunder during any CITY fiscal year of this Agreement, or insufficient funding for the Project; or (iv) expiration of this Agreement. (b) Immediately upon any termination or expiration of this Agreement, CONSULTANT shall (i) immediately stop all work hereunder; (ii) immediately cause any and all of its subcontractors to cease work; and (iii) return to CITY any and all uneamed payments and all properties and materials in the possession of CONSULTANT that are owned by CITY. Subject to the terms of this Agreement, CONSULTANT shall be paid compensation for services satisfactorily performed prior to the effective date of termination. CONSULTANT shall not be paid for any work or services performed or costs incurred which reasonably could have been avoided. (c) In the event of termination due to failure of CONSULTANT to satisfactorily perform in accordance with the terms of this Agreement, CITY may withhold an amount that would otherwise be payable as an offset to, but not in excess of, CITY'S damages caused by such failure. In no event shall any payment by CITY pursuant to this Agreement constitute a waiver by CITY of any breach of this Agreement which may then exist on the part of CONSULTANT, nor shall such payment impair or prejudice any remedy available to CITY with respect to the breach. (d) Upon any termination or expiration of the Agreement, CITY may (i) exercise any right, remedy (in contract, law or equity), or privilege which may be available to it under applicable laws of the State of California or any other applicable law; (ii) proceed by appropriate court action to enforce the terms of the Agreement; and/or (iii) recover all direct, indirect, consequential, economic and incidental damages for the breach of the Agreement. If it is determined that CITY improperly terminated this Agreement for default, such termination shall be deemed a termination for convenience. (e) CONSULTANT shall provide CITY with adequate written assurances of future performance, upon Director's request, in the event CONSULTANT fails to comply with any terms or conditions of this Agreement. (f) CONSULTANT shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of CONSULTANT and without its fault or negligence such as, acts of God or the public enemy, acts of CITY in its contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common cariers. CONSULTANT shall notify Director in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, and shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to Director of the cessation of such occurrence. DPW 7.0112-14-06 -2- 5. Confidential Information Ownership of Documents and Coovrioht license. (a) Any reports, information, or other data prepared or assembled by CONSULTANT pursuant to this Agreement shall not be made available to any individual or organization by CONSULTANT without the prior written approval of CITY. During the term of this Agreement, and thereafter, CONSULTANT shall not, without the prior written consent of CITY, disclose to anyone any Confidential Information. The term Confidential Information for the purposes of this Agreement shall include all proprietary and confidential information of CITY, including but not limited to business plans, marketing plans, financial information, designs, drawings, specifications, materials, compilations, documents, instruments, models, source or object codes and other information disclosed or submitted, orally, in writing, or by any other medium or media. All Confidential Information shall be and remain confidential and proprietary in CITY. (b) Any and all original sketches, pencil tracings of working drawings, plans, computations, specifications, computer disk files, writings and other documents prepared or provided by CONSULTANT pursuant to this Agreement are the property of CITY at the time of preparation and shall be turned over to CITY upon expiration or termination of the Agreement or default by CONSULTANT. CONSULTANT grants CITY a copyright license to use such drawings and writings. CONSULTANT shall not permit the reproduction or use thereof by any other person except as otherwise expressly provided herein. CITY may modify the design Including any drawings or writings. Any use by CITY of the aforesaid sketches, tracings, plans, computations, specifications, computer disk files, writings and other documents in completed forth as to other projects or extensions of this Project, or in uncompleted form, without speck written verification by CONSULTANT will be at CITY'S sole risk and without liability or legal exposure to CONSULTANT. CONSULTANT may keep a copy of all drawings and specifications for its sole and exclusive use. (c) This Section 5 shall survive expiration or termination of this Agreement. 6. Professional Skill. It is further mutually understood and agreed by and between the parties hereto that inasmuch as CONSULTANT represents to CITY that CONSULTANT Is skilled in the profession and shall perform in accordance with the standards of said profession necessary to perform the services agreed to be done by it under this Agreement, CITY relies upon the skill of CONSULTANT to do and perform such services in a skillful manner and CONSULTANT agrees to thus perform the services. Therefore, any acceptance of such services by CITY shall not operate as a release of CONSULTANT from said professional standards. 7. Indemnification. To the furthest extent allowed by law, CONSULTANT shall indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage), and from any and all claims, demands and actions in law or equity (including reasonable attorney's fees and litigation expenses) that arise out of, pertain to, or relate to the negligence, recklessness or willful misconduct of CONSULTANT, its principals, officers, employees, agents or volunteers in the performance of this Agreement. If CONSULTANT should subcontract all or any portion of the services to be performed under this Agreement. CONSULTANT shall require each subcontractor to indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers in accordance with the terms of the preceding paragraph. This section shall survive termination or expiration of this Agreement. DPW 7.0/12-16-06 -3- , Insurance. (a) Throughout the life of this Agreement, CONSULTANT shall pay for and maintain in full force and effect all insurance as required in Exhibit B or as may be authorized, and any additional insurance as may be required, in writing by CITY'S Risk Manager or his/her designee at any time and in his/her sole discretion. (b) If at any time during the life of the Agreement or any extension, CONSULTANT or any of its subcontractors fail to maintain any required insurance in full force and effect, all services and work under this Agreement shall be discontinued immediately, and all payments due or that become due to CONSULTANT shall be withheld until notice is received by CITY that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to CITY. Any failure to maintain the required insurance shall be sufficient cause for CITY to terminate this Agreement. No action taken by CITY pursuant to this section shall in any way relieve CONSULTANT of its responsibilities under this Agreement. The phrase "fail to maintain any required insurance" shall include, without limitation, notification received by CITY that an insurer has commenced proceedings, or has had proceedings commenced against it, Indicating that the insurer is insolvent. (c) The fact that insurance is obtained by CONSULTANT shall not be deemed to release or diminish the liability of CONSULTANT, including, without limitation, liability under the indemnity provisions of this Agreement. The duty to indemnify CITY shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONSULTANT. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of CONSULTANT, its principals, officers, agents, employees, persons under the supervision of CONSULTANT, vendors, suppliers, invitees, consultants, sub -consultants, subcontractors, or anyone employed directly or indirectly by any of them. (d) Upon request of CITY, CONSULTANT shall immediately fumish CITY with a complete copy of any insurance policy required under this Agreement, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy. This requirement shall survive expiration or termination of this Agreement. (e) If CONSULTANT should subcontract all or any portion of the services to be performed under this Agreement, CONSULTANT shall require each subcontractor to provide insurance protection in favor of CITY and each of its officers, officials, employees, agents and volunteers in accordance with the terms of this section, except that any required certificates and applicable endorsements shall be on file with CONSULTANT and CITY prior to the commencement of any services by the subcontractor. 9. Conflict of Interest and Non -Solicitation. (a) Prior to CITY'S execution of this Agreement, CONSULTANT shall complete a City of Fresno conflict of interest disclosure statement in the form as set forth in Exhibit C. During the term of this Agreement, CONSULTANT shall have the obligation and duty to immediately notify CITY in writing of any change to the information provided by CONSULTANT in such statement. (b) CONSULTANT shall comply, and require its subcontractors to comply, with all applicable (i) professional canons and requirements goveming avoidance of impermissible client conflicts; and (ii) federal, state and local conflict of interest laws and regulations including, without limitation, California Government Code Section 1090 et. seq., the California Political Reform Act DPW 7.0/12-14-06 ME (California Government Code Section 87100 et, seq.), the regulations of the Fair Political Practices Commission concerning disclosure and disqualification (2 California Code of Regulations Section 18700 at. seq.) and Section 3-109.3 of the Fresno Municipal Code (Ineligibility to Compete). At any time, upon written request of CITY, CONSULTANT shall provide a written opinion of its legal counsel and that of any subcontractor that, after a due diligent inquiry, CONSULTANT and the respective subcontractor(s) are in full compliance with all laws and regulations. CONSULTANT shall take, and require its subcontractors to take, reasonable steps to avoid any appearance of a conflict of interest. Upon discovery of any facts giving rise to the appearance of a conflict of interest, CONSULTANT shall immediately notify CITY of these facts in writing. (c) In performing the work or services to be provided hereunder, CONSULTANT shall not employ or retain the services of any person while such person either is employed by CITY or is a member of any CITY council, commission, board, committee, or similar CITY body. This requirement may be waived in writing by the City Manager, if no actual or potential conflict is involved. (d) CONSULTANT represents and warrants that it has not paid or agreed to pay any compensation, contingent or otherwise, direct or indirect, to solicit or procure this Agreement or any rightstbenefits hereunder. (e) Neither CONSULTANT, nor any of CONSULTANT'S subcontractors performing any services on this Project, shall bid for, assist anyone in the preparation of a bid for, or perform any services pursuant to, any other contract In connection with this Project. CONSULTANT and any of its subcontractors shall have no interest, direct or indirect, in any other contract with a third party in connection with this Project unless such interest is in accordance with all applicable law and fully disclosed to and approved by the City Manager, in advance and in writing. (f) If CONSULTANT should subcontract all or any portion of the work to be performed or services to be provided under this Agreement, CONSULTANT shall include the provisions of this Section 9 in each subcontract and require its subcontractors to comply therewith. (g) This Section 9 shall survive expiration or termination of this Agreement. 10. Recycling Program. In the event CONSULTANT maintains an office or operates a facility(ies), or is required herein to maintain or operate same, within the incorporated limits of the City of Fresno, CONSULTANT at its sole cost and expense shall: (i) Immediately establish and maintain a viable and ongoing recycling program, approved by CITY'S Solid Waste Management Division, for each office and facility. Literature describing CITY recycling programs is available from CITY'S Solid Waste Management Division and by calling City of Fresno Recycling Hotline at (559) 621-1111. (ii) Immediately contact CITY'S Solid Waste Management Division at (559) 621-1452 and schedule a free waste audit, and cooperate with such Division in their conduct of the audit for each office and facility. (iii) Cooperate with and demonstrate to the satisfaction of CITY'S Solid Waste Management Division the establishment of the recycling program in paragraph (i) above and the ongoing maintenance thereof. DPW 7.0112-14-06 -5- 11. General Terms. (a) Except as otherwise provided by law, all notices expressly required of CITY within the body of this Agreement, and not otherwise specifically provided for, shall be effective only If signed by the Director or his/her designee. (b) Records of CONSULTANT'S expenses pertaining to the Project shall be kept on a generally recognized accounting basis and shall be available to CITY or Its authorized representatives upon request during regular business hours throughout the life of this Agreement and for a period of three years after final payment or, if longer, for any period required by law. In addition, all books, documents, papers, and records of CONSULTANT pertaining to the Project shall be available for the purpose of making audits, examinations, excerpts, and transcriptions for the same period of time. This Section 11(b) shall survive expiration or termination of this Agreement. (c) Prior to execution of this Agreement by CITY, CONSULTANT shall have provided evidence to CITY that CONSULTANT is licensed to perform the services called for by this Agreement (or that no license is required). If CONSULTANT should subcontract all or any portion of the work or services to be performed under this Agreement, CONSULTANT shall require each subcontractor to provide evidence to CITY that subcontractor is licensed to perform the services called for by this Agreement (or that no license is required) before beginning work. 12. Nondiscrimination. To the extent required by controlling federal, state and local law, CONSULTANT shall not employ discriminatory practices in the provision of services, employment of personnel, or in any other respect on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era. Subject to the foregoing and during the performance of this Agreement, CONSULTANT agrees as follows: (a) CONSULTANT will comply with all applicable laws and regulations providing that no person shall, on the grounds of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era be excluded from participation in, be denied the benefits of, or be subject to discrimination under any program or activity made possible by or resulting from this Agreement. (b) CONSULTANT will not discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era. CONSULTANT shall ensure that applicants are employed, and the employees are treated during employment, without regard to their race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era. Such requirement shall apply to CONSULTANT'S employment practices including, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. CONSULTANT agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provision of this nondiscrimination clause. (c) CONSULTANT will, in all solicitations or advertisements for employees placed by or on behalf of CONSULTANT in pursuit hereof, state that all qualified applicants will receive DPW 7.0/12-10/-06 !i. consideration for employment without regard to race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era. (d) CONSULTANT will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice advising such labor union or workers' representatives of CONSULTANT'S commitment under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 13. Independent Contractor. (a) In the furnishing of the services provided for herein, CONSULTANT is acting solely as an independent contractor. Neither CONSULTANT, nor any of its officers, agents or employees shall be deemed an officer, agent, employee, joint venturer, partner or associate of CITY for any purpose. CITY shall have no right to control or supervise or direct the manner or method by which CONSULTANT shall perform its work and functions. However, CITY shall retain the right to administer this Agreement so as to verify that CONSULTANT is performing its obligations in accordance with the terms and conditions thereof. (b) This Agreement does not evidence a partnership or joint venture between CONSULTANT and CITY. CONSULTANT shall have no authority to bind CITY absent CITY S express written consent. Except to the extent otherwise provided in this Agreement, CONSULTANT shall bear its own costs and expenses in pursuit thereof. (c) Because of its status as an independent contractor, CONSULTANT and its officers, agents and employees shall have absolutely no right to employment rights and benefits available to CITY employees. CONSULTANT shall be solely liable and responsible for all payroll and tax withholding and for providing to, or on behalf of, its employees all employee benefits including, without limitation, health, welfare and retirement benefits. In addition, together with Its other obligations under this Agreement, CONSULTANT shall be solely responsible, indemnify, defend and save CITY harmless from all matters relating to employment and tax withholding for and payment of CONSULTANT'S employees, including, without limitation, (i) compliance with Social Security and unemployment insurance withholding, payment of workers compensation benefits, and all other laws and regulations governing matters of employee withholding, taxes and payment; and (ii) any claim of right or interest in CITY employment benefits, entitlements, programs and/or funds offered employees of CITY whether arising by reason of any common law, de facto, leased, or co- employee rights or other theory. It is acknowledged that during the term of this Agreement, CONSULTANT may be providing services to others unrelated to CITY or to this Agreement. 14. Notices. Any notice required or intended to be given to either party under the terms of this Agreement shall be in writing and shall be deemed to be duly given 9 delivered personally, transmitted by facsimile followed by telephone confirmation of receipt, or sent by United States registered or certified mail, with postage prepaid, return receipt requested, addressed to the party to which notice is to be given at the party's address set forth on the signature page of this Agreement or at such other address as the parties may from time to time designate by written notice. Notices served by United States mail in the manner above described shall be deemed sufficiently served or given at the time of the mailing thereof. 15. Binding, Subject to Section 16, below, once this Agreement is signed by all parties, it shall be binding upon, and shall inure to the benefit of, all parties, and each parties' respective heirs, successors, assigns, transferees, agents, servants, employees and representatives. DPW 7.0112-14-06 -7- 16. Assignment. (a) This Agreement is personal to CONSULTANT and there shall be no assignment by CONSULTANT of its rights or obligations under this Agreement without the prior written approval of the City Manager or his/her designee. Any attempted assignment by CONSULTANT, its successors or assigns, shall be null and void unless approved in writing by the City Manager or his/her designee. (b) CONSULTANT hereby agrees not to assign the payment of any monies due CONSULTANT from CITY under the terms of this Agreement to any other individual(s), corporation(s) or entity(ies). CITY retains the right to pay any and all monies due CONSULTANT directly to CONSULTANT. 17. Compliance With Law. In providing the services required under this Agreement, CONSULTANT shall at all times comply with all applicable laws of the United States, the State of California and CITY, and with all applicable regulations promulgated by federal, state, regional, or local administrative and regulatory agencies, now in force and as they may be enacted, issued, or amended during the term of this Agreement. 18. Waiver. The waiver by either parry of a breach by the other of any provision of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach of either the same or a different provision of this Agreement. No provisions of this Agreement may be waived unless in writing and signed by all parties to this Agreement. Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein. 19. Governing Law and Venue. This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of California, excluding, however, any conflict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of this Agreement and any rights and duties hereunder shall be Fresno County, California. 20. Headings. The section headings in this Agreement are for convenience and reference only and shall not be construed or held in any way to explain, modify or add to the interpretation or meaning of the provisions of this Agreement. 21. Severability. The provisions of this Agreement are severable. The invalidity, or unenforceability of any one provision in this Agreement shall not affect the other provisions. 22. Interpretation. The parties acknowledge that this Agreement in its final form Is the result of the combined efforts of the parties and that, should any provision of this Agreement be found to be ambiguous in any way, such ambiguity shall not be resolved by construing this Agreement in favor of or against either party, but rather by construing the terms in accordance with their generally accepted meaning. 23. Attorney's Fees. If either party is required to commence any proceeding or legal action to enforce or interpret any term, covenant or condition of this Agreement, the prevailing party in such proceeding or action shall be entitled to recover from the other party its reasonable attorney's fees and legal expenses. 24. Exhibits. Each exhibit and attachment referenced in this Agreement is, by the reference, incorporated into and made a part of this Agreement. DPW 7.0112-14-06 In 25. Precedence of Documents. In the event of any conflict between the body of this Agreement and any Exhibit or Attachment hereto, the terms and conditions of the body of this Agreement shall control and take precedence over the terms and conditions expressed within the Exhibit or Attachment. Furthermore, any terms or conditions contained within any Exhibit or Attachment hereto which purport to modify the allocation of risk between the parties, provided for within the body of this Agreement, shall be null and void. 26. Cumulative Remedies. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 27. No Third Party Beneficiaries. The rights, interests, duties and obligations defined within this Agreement are intended for the specific parties hereto as identified in the preamble of this Agreement. Notwithstanding anything stated to the contrary in this Agreement, it is not intended that any rights or interests in this Agreement benefit or flow to the interest of any third parties. 28. Extent of Aoreement'Each party acknowledges that they have read and fully understand the contents of this Agreement. This Agreement represents the entire and integrated agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be modified only by written instrument duly authorized and executed by both CITY and CONSULTANT. 111 111 DPW 7.0112-14-06 91 IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California, the day and year first above written. CITY OF FRESNO, a California municipal corporation By: fi6e- Jon R. Ruiz, Interim Director ATTEST: REBECCA E. KLISCH City Cle rk By.6 No signature of City Attorney required. Standard Document #DPW 7.0 has been used without modification, as certified by the under ne . By: Davd A. isn ros Manager Department of Public Works REVIEWED BY* � _ Scott Mozier v Interim City Engineer Department of Public Works Addresses: CITY: City of Fresno Attention: David A. Cisneros, Manager 2600 Fresno Street Fresno, CA 93721 Phone: (559) 621-8604 FAX: (559) 488-1045 NOLTE ASSOCIATES, INCORPORATF.9'7 Name:: Title: (if corporation or LLC, Board Chair, PyQ. or Vicph Prps,) By: Name: (A 071A H• lgtlt9n. dr. Title: l r (if corporation or LLC, CFO, Treasurer, Secretary or Assistant Secretary) Any Applicableproffteesjonal License: Number: S Name: e h Date of Issuance: 2-1 z 95 CONSULTANT: Nolte Associates Attention: Michael Pugh, Structural Engineering Manager 2495 Natomas Park Drive, Fourth Floor Sacramento, CA 95833-2935 Phone: 916 641-9100 FAX: 916 641-9222 Attachments: 1. Exhibit A - Scope of Services 2. Exhibit B - Insurance Requirements 3. Exhibit C - Conflict of Interest Disclosure Form DPW 7.0/12.14-06 i[r2 CITY OF FRESNO HERNDON AVENUE GRADE SEPARATION PRELIMINARY STUDY / CPUC APPLICATION SCOPE OF WORK Task 1. Project Management Nolte will perform the engineering services necessary to plan, direct, design and coordinate the work for your Hemdon Avenue Grade Separation Preliminary Study Project. This project'will include the development of a Preliminary Study Report and the completion of the "Nomination for Separation or Elimination of Existing or Proposed Railroad -Grade Crossing" application form for submittal by the City of Fresno to the California Public Utilities Commission (CPUC). Following the Notice to Proceed, Nolte will initiate and attend a project initiation meeting with the City of Fresno to review the project scope and schedule, collect existing project documents, and establish a communication link between Nolte and the City of Fresno. Nolte will also initiate and attend a Comment Review Meeting that will occur after the City has reviewed the Draft version of the Preliminary Study Report. Nolte will take notes during these meetings and prepare meeting minutes summarizing the items discussed, conclusions made, and the tasks identified necessary to move the project forward. Nolte will distribute copies of the meeting minutes to the meeting attendees. Nolte will also prepare monthly progress reports which will be submitted with our monthly project invoices to the City of Fresno. Nolte's project manager, Mike Pugh, will coordinate closely with the City of Fresno to ensure critical issues are raised and quickly resolved during the course of your project. Task 2. Quality Assurance/Quality Control Nolte will ensure project quality throughout the course of your project. This will include the development of a Project Work Plan Manual, specific to your project The project work plan will include a design team contact list, project scope of work, project schedule, list of deliverables, and various project administration procedures. This plan will be used to educate and keep the Nolte team informed of the project requirements and schedule. Task 3. Preliminary Study Report. The purpose of preparing a Preliminary Study Report for your project is to provide backup to justify the funding of your proposed grade separation at Herndon Avenue. The Preliminary Study Report will define two viable project alternatives, identify the required project design criteria, identify the project constraints, and provide planning level project costs. EXHIBIT "A" 11 Task 3.1 Field Review / Project Data Collection Nolte will conduct a field review of the project site immediately following the project initiation meeting and collect any existing project documents Information Nolte is seeking is as follows: 1. Topographic Mapping of the project vicinity 2. Geotechnical Information for the project vicinity 3. Assessor's Maps in and around the project vicinity 4. Environmental Documentation related to the project site 5. Vehicular Traffic Counts (Across the existing at grade crossing) 6. Bus Traffic Counts (School and Commercial Passenger Busses) 7. Hazardous Material Truck Traffic (Across the existing at grade crossing) 8. Train Traffic Volume (Through the at grade crossing) 9. Passenger Train Volume (Through the at grade crossing) 10. Vehicular Delay due to Train Blocking (Average per Train) 11. Accident History (Last 10 years) 12. Roadway Design Speed 13, Allowable Rail Speed (With and without the existing at grade crossing) 14. Existing At -Grade Crossing PUC and DOT ID numbers Nolte assumes that the City of Fresno has access to and will assist Nolte in obtaining this information. It is assumed that the City of Fresno will provide existing AM and PM peak period traffic counts at the Hemdon Avenue/North Golden State Boulevard and Herndon Avenue/North Weber Avenue intersections as well as vehicle classification counts in the study area. It is also assumed that City staff will provide information regarding train activity which typically includes: number of trains during a typical day (24-hour period), duration of each train crossing (i.e. blocking time), and history of accidents between trains and vehicles. If some of the above information does not exist, Nolte will meet with the City of Fresno to determine how to proceed. Options include extrapolating data from the obtained data to make an educated guess on the missing data missing or having Nolte provide additional services to produce the missing data. Upon the City of Fresno approval, Nolte will provide such additional services on a time and materials basis. EXHIBIT "A" • Preliminary General Plan Sheets: In addition to the preliminary roadway plan and profile sheets, Nolte will develop a preliminary general plan sheet for the proposed bridge structure of each grade separation alternative. These preliminary general pian sheets will be similar to a Caltrans Advanced Planning Study General Plan Sheet. Project Planning Level Costs: Planning level cost estimates will be developed concurrent with the development of the preliminary project plans. These costs will be prepared following Caltrans guidelines for conceptual costs estimating and will include project construction costs, right of way costs, environmental clearance and permitting costs, utility relocation costs, design engineering costs, and construction engineering costs. Project Alternatives Descriptions and Discussions: As part of the development of the Draft Preliminary Study Report, Nolte will prepare a description of each alternative as well as provide a summary of the alternative's advantages and disadvantages. Impacts to the local community for each alternative will also be discussed. The project descriptions will reference the plans and costs developed for each of the alternatives. Priority Index Number: As part of the development of the Draft Preliminary Study Report, Nolte will also calculate an estimated CPUC priority index value, for each alternative per the prescribed formula stated in Appendix 2, "Priority Index Formulas," of the CPUC I.05-07-016 proceeding document. Appendices with Backup Information: At the back of the Draft Preliminary Design Report, Nolte will include appendices containing backup information used to develop the report. Information could include: • Assessor's Maps • Vehicular Traffic Counts • Bus Traffic Counts • Hazardous Material Truck Traffic • Train Traffic Volume • Passenger Train Volume • Accident History Upon completion of the Draft Preliminary Study Report, Nolte will submit the draft report to the City of Fresno for review and comment. We are currently anticipating a two week review period by the City of Fresno. EXHIBIT "A" Task 3.5 Draft Preliminary Study Report Comment Meeting After the City of Fresno has completed their review of the Draft Preliminary Study Report, Nolte will initiate and attend a Draft Preliminary Study Report Comment Meeting to go over and discuss the City's review comment. The intent of this meeting is to address each of the City's comments and develop an understanding as to bow each of the comments will be addressed. Task 3.6 Final Preliminary Study Repot After the Draft Preliminary Study report Comment Meeting has been completed, Nolte will prepare the Final Preliminary Study Report. The draft report and associated drawings and cost estimates will be revised and/or refined to address the City of Fresno's comments. Copies of the Final Preliminary Study Report will be submitted to the City of Fresno for review and approval. The Final Preliminary Study Report will be submitted to the CPUC by the City of Fresno as backup to the "Nomination for Separation or Elimination of Existing or Proposed Railroad -Grade Crossing" application. Task 4 CPUC Grade Separation Nomination Application Concurrent with the development of the Final Preliminary Study Report, Nolte will prepare the CPUC "Nomination for Separation or Elimination of Existing or Proposed Railroad -Grade Crossing" application form for City of Fresno signature and submission to the CPUC. For this task Nolte will need assistance from the City of Fresno concerning planned local funding for this proposed grade separation project. EXHIBIT "A" EXHIBIT "' / ;p; , \ k!j&} a / � � $ § % � # ■ �ƒ. . a )/ } \� /\\ v CD < LU \\ 0. 2 - � e a i |\ , \ i}!$!E , | �•_!%0 EXHIBIT "' EXHIBIT "A" s..n i V _ - b d a all p c N• ! ��t9E 1 a @PPP9E@@ Li539FF�Yi9 FFFfFF3FFFFfFFF iFFEFFFFFFi 8 1333€144in13f9F3Fil31li�inni s 1# HfI'If1 11.11 [ EXHIBIT "A" Exhibit B INSURANCE REQUIREMENTS Consultant Service Agreement between City of Fresno and NOLTE ASSOCIATES Preliminary Study Hemdon Avenue Grade Separation PROJECT TITLE Minimum Scope of Insurance Coverage shall be at least as broad as: The most current version of Insurance Services Office (ISO) Commercial General Liability Coverage Form CG 00 01, which shall include insurance for "bodily injury," "property damage" and "personal and advertising injury" with coverage for premises and operations, products and completed operations, and contractual liability. 2. The most current version of Insurance Service Office (ISO) Business Auto Coverage Form CA 00 01, which shall include coverage for all owned, hired, and non -owned automobiles or other licensed vehicles (Code 1- Any Auto). 3. Workers' Compensation insurance as required by the California Labor Code and Employer's Liability Insurance. 4. Professional Liability (Errors and Omissions) insurance appropriate to CONSULTANTS profession. Architect's and engineer's coverage is to be endorsed to include contractual liability. Minimum Limits of Insurance CONSULTANT shall maintain limits of liability of not less than: General Liability: $1,000,000 per occurrence for bodily injury and property damage $1,000,000 per occurrence for personal and advertising injury $2,000,000 aggregate for products and completed operations $2,000,000 general aggregate applying separately to the work performed under the Agreement 2. Automobile Liability: $1,000,000 per accident for bodily injury and property damage 3. Employer's Liability: $1,000,000 each accident for bodily injury $1,000,000 disease each employee $1,000,000 disease policy limit Page 1 of 3 4. Professional Liability (Errors and Omissions) $1,000,000 per claim/occurrence $2,000,000 policy aggregate Umbrella or Excess Insurance In the event CONSULTANT purchases an Umbrella or Excess insurance policy(ies) to meet the "Minimum Limits of Insurance," this insurance policy(ies) shall "follow form" and afford no less coverage than the primary insurance policy(ies). Deductibles and Self -Insured Retentions CONSULTANT shall be responsible for payment of any deductibles contained in any insurance polices required hereunder and CONSULTANT shall also be responsible for payment of any self- insured retentions. Any deductibles or self-insured retentions must be declared to, and approved by, the CITY'S Risk Manager or his/her designee. At the option of the CITY'S Risk Manager or his/her designee, either (i) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects CITY, its officers, officials, employees, agents and volunteers; or (ii) CONSULTANT shall provide a financial guarantee, satisfactory to CITY'S Risk Manager or his/her designee, guaranteeing payment of losses and related investigations, claim administration and defense expenses. At no time shall CITY be responsible for the payment of any deductibles or self-insured retentions. Other Insurance Provisions The General Liability and Automobile Liability insurance policies are to contain, or be endorsed to contain, the following provisions: CITY, its officers, officials, employees, agents and volunteers are to be covered as additional insureds. 2. The coverage shall contain no special limitations on the scope of protection afforded to CITY, its officers, officials, employees, agents and volunteers. 3. CONSULTANT'S insurance coverage shall be primary and no contribution shall be required of CITY. The Workers' Compensation insurance policy is to contain, or be endorsed to contain, the following provision: CONSULTANT and its insurer shall waive any right of subrogation against CITY, its officers, officials, employees, agents and volunteers. If the Professional Liability (Errors and Ommisions) insurance policy is written on a claims -made form: The "Retro Date" must be shown, and must be before the effective date of the Agreement or the commencement of work by CONSULTANT. 2. Insurance must be maintained and evidence of insurance must be provided for at least 5 years after any expiration or termination of the Agreement or, In the alternative, the policy shall be endorsed to provide not less than a 5 -year discovery period. This requirement shall survive expiration or termination of the Agreement. Page 2 of 3 3. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a "Retro Date" prior to the effective date of the Agreement, CONSULTANT must purchase "extended reporting" coverage for a minimum of 5 years following the expiration or termination of the Agreement. 4. A copy of the claims reporting requirements must be submitted to CITY for review. 5. These requirements shall survive expiration or termination of the Agreement. All policies of insurance required hereunder shall be endorsed to provide that the coverage shall not be cancelled, non -renewed, reduced in coverage or in limits except after 30 calendar day written notice by certified mail, return receipt requested, has been given to CITY. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non -renewal, or reduction in coverage or in limits, CONSULTANT shall furnish CITY with a new certificate and applicable endorsements for such policy(ies). In the event any policy is due to expire during the work to be performed for CITY, CONSULTANT shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than 15 calendar days prior to the expiration date of the expiring policy. Acceptability of Insurers All policies of insurance required hereunder shall be placed with an insurance company(ies) admitted by the California Insurance Commissioner to do business in the State of California and rated not less than "A -VII" in Best's Insurance Rating Guide; or authorized by CITY'S Risk Manager. Verification of Coverage CONSULTANT shall furnish CITY with all certificate(s) and applicable endorsements effecting coverage required hereunder. All certificates and applicable endorsements are to be received and approved by the CITY'S Risk Manager or his/her designee prior to CITY'S execution of the Agreement and before work commences. Page 3 of 3 Exhibit C DISCLOSURE OF CONFLICT OF INTEREST Preliminary Study Hemdon Grade Separation PROJECT TITLE Explanation: To +tg kr,5 i 4 T LL. L' qGre C a2j ro ((P C J Additional page(s) attached. Signature 4e -)en a/rK , MvL41y er (name) � l9 F+5$OCI�fe�F�/tt . (company) �,-ggs n> &v4 P%4 ,NL�CI*al- (address) (city state zip) YES* NO 1 Are you currently in litigation with the City of Fresno or any of its ❑ agents? 2 Do you represent any firm, organization or person who is in ❑ litigation with the City of Fresno? 3 Do you currently represent or perform work for any clients who do ❑ business with the City of Fresno? 4 Are you or any of your principals, managers or professionals, owners or investors in a business which does business with the ❑ City of Fresno, or in a business which is in litigation with the City of Fresno? 5 Are you or any of your principals, managers or professionals, related by blood or marriage to any City of Fresno employee who ❑ has any significant role in the subject matter of this service? 6 Do you or any of your subcontractors have, or expect to have, any interest, direct or indirect, in any other contract in connection with ❑ this Project? If the answer to any question is yes, please explain in full below. Explanation: To +tg kr,5 i 4 T LL. L' qGre C a2j ro ((P C J Additional page(s) attached. Signature 4e -)en a/rK , MvL41y er (name) � l9 F+5$OCI�fe�F�/tt . (company) �,-ggs n> &v4 P%4 ,NL�CI*al- (address) (city state zip) David Cisneros - Fm 1 AGO.RQ_ CERTIFICATE OF LIABILITY INSURANCEZCOVERAGE DATE(W07 7/19107 PRODUCER 0661361 1-650-369-59DO Proteoloul Practice inuruo Stoker', Inc. A ailb. Royal and BObba Cc. THIS CERTFICATE IS ISSUEDER OF INFORMATION ONLY AND CONFERS NO THE CERTIFICATE COVERAGE AFND OR THETHETHIS ALTERFE POLIOSES F HOT AMEND, EBELOMI. 10 California strut PERIOD INDICATED. NOTWITHSTANDING Redwood City, CA 96063 INSURERS AFERAGEIN~ BELCIV HAVE BEEN ISSUED TO THE INSURED OTHER INSURER Ione"... kaeia .Bolts Aaaociates, Inc. PSLRE, BContinental Ca.val WUER O. 1695 Batoaa. Park noire INSURER D "IFloor INSURER E'. Sacrsaant0, CA 95633 COVERAGES NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING THE POLICIES CF INSURANCE LISTED BELCIV HAVE BEEN ISSUED TO THE INSURED OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTRCATE MAY BE ISSUED OR ANY REDUIREMENT. TERM OR CCWOTIONI OF ANY CONTRACT OR HEREIN IS SUB.ECT TOALL THE TERMS. EXCLUSICNS ANDCONDITIONS CFSUCH MAY PERTAIN, THEIN AFFORDED DESCRIBED POLICIITS LANCE HOWN MAY HAVE BEENIRES D BY F VE L T X LIYT6 1POLICY TYPEOF IIaIwAXa WR 7190099590DOO 05/01/07 OS/O1/06 EACH DCPrREF13 3 1,000,000 FIFEw. In S1,000,000 a OEM. LMBLBY Y WMAEPLAL GENERAL UI&uTv ED MEO EIE,oa f 10 0000 PEPsoNP ML SAUIINnm S1,000,000 Q MS MADE OCCUR AGGREGATE $1.008,000 G,NISL {1.000,000 GENL AGGIEGATEUW TAPPJES PER PWp1LTS-OOwIOPAGG z POLICY PPD" LOC AIROWNWLELIAsurY COMBINED SINGLE LIMIT t (EX caM) y MRO `EOLLED RISK MA EMENT DIVISI SODWeI LY'" AMO sDEDueD ALLros NFEDMROX Approved: � a"o""" ' NON-OWNEDAMOS Appr v Ch nges: PEST, GI3 / ao*W5 I 1mtla1) UTO ON.YEAAWCEM f FA ACC t OMAOE LMILITY Signe Date A, .0 GTFEPT.LN AurG orar. AcG s EAOI owxEnlA s "CESS LMsurY AGOFEGATE f ODM WIMS MALE f 3 pEMIGiI&E f RELEMION f 6060173570000 09/01/07 OS/Ol/06 z WO STATLL TN ELEAOIACOOENT 1.000.000 A WORKING COYPD16ATONAD ENPLOYEN6YIM11LITY EL DISEAISE.EAEMPLOYE 31,000,000 Ey DISEASE-POUCYWAT 3110001000 B OTHER Psofeeaional Liability ASA006161906 05/01/07 05/01/06 Per Clain 11.000.000 PBrePate 11.000,000 i BY Eal fE6CNPTlONOF one aILLI® inecrW, koIALr...I! Soured. Bu additional ul inured sndoreeaent attethad. the caaad insure See o£ abs All of ssm,onlo. Pro[aulool Liabi lily !• written at avvaoo 1Liu Of liability not lu• cD.n the noun[ .town. 1. a ARz BeroAon Avenue Grade Separation Pzeliaiory study / CPUC APPllOatiov"'J'Ot �.....'.. Or W.IOB: SO MT! morzCB of Preens I Ci ... to. Tce.m strut ,., CA 93711 USA RD 25.S (71117) c_bawe BDIaOANY Or THEAPJYE DESCRIBED FOLICISHE CA CELLEORFOIE TIB En"aKTION GATE THERS01. THE 1ElMNO INSURER WILL SMSDISSINIMIXUAL 30 GAY! WBTTEN NOTICE /ACORDCORPORATION 39Bd David Cisneros - WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY WAIVER OF OUR RIGHTTO RECOVER FROM OTHERS ENDORSMENT-CALIFORNIA This endotsenwA charges the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. This Erldorsertlent, effective on 05/PI/U7 Policy No. 4060101500000 Of 0e uv.s..cov B rice ID.vr.m. co. (NAME OF INSURANCE COWAN Y) Issued to: salt. A..xia.., I— Prernium (if any) S at 12:01 AM. standard time, forms a part of Erdorsemert No. Authorized Represenmtlle We have the right to recover aur payments from anyone liable for an injury Covered by this policy. We will not enforce our right against the person a agarlization nerved in the Schedule. (Tits agreement applies orgy to the extent that you perform work lender a written contract that mom you to obtain this eyaern erg from us. You must maintain payroll records accurately seyegatirg the remuneration of your erployees while engaged in the walk described in the Schedule. The additional premi urn tortes endorsemen tshal I be 2.0 % of the California workers com pe rsa ton premium otherwise due on such remuneration. Schedule Person or Organization City of rruvo, its offlc.rs, offici.l., s 1,8, "P ot.. yolmta.z. ..d a i.Vuir.dby . itt.v cencr.et Job Description B.r. n A+ oue OrW BeP at i. Pr.1l iury Btudy / CPVC xPPI lc.t foo WC 252 040 84 Copyright 1984, Onelleacon Insurance Group Page 1 of 1 (7124/2007) David Cisneros - 036693576.pdf Page 3 ADDITIONAL INSURED This form modifies insurance PrakW under the following : GL CONTRACTORS EXTENDER (VCG 206 02 05) WHO IS AN INSURED —(Section It) is deleted and replaced by thef0kWr1g wording: A Section II – Who Is An Insured is amended to include as an additional insured any person Of Organization for whom you are perfcnmrg operations when you and such person on organization have agreed in writing in a contract, agreement a permit that such person or crgaruzatbn be added as an additional insured on your policy. Such person ororganizalon is an additonal Insu sed only wib respectb liabiliff for*bodily inju 9,"pscpe rV damage' orae conal and adverts rig injury" caused, in whole orin part by: 1. Your acts a omissions; c 2. The acts or amissionts of those acting on your behalf: in the pedcrrarce Of your ongoing arid completed operatics fa the additional insured. The insurance provided to the additional insured is limited as follows: a) This erdasement shall not increase the limits stated in Section 111 – LIMITS OF INSURANCE b) This irsuance does notapply to'bodily injury: or"poperly damage' caused by yourwow included in be 'pnoductcompleted operators hazard" unless you an required b provide such coverage forbe additional insured by a written contract or written agreement in effect during this policy period and sged and executed by you prior to the loss for which coverage is sought. B. With respect to the insurance afforded to these additional insureds, the following addtlo net exclusions apply: This insurance does not apply to: "Bodly irjury." "properly damage orpersonal and adverlang injury" arising outof be ordering of. orbe failure to render, airy professorial architectural. eng needrg a surveying services, including: a. The preparing, approving, or failing to prepare m approve, maps, shop drawings, opinions, reports. surveys, Feld orders, charge orders or drawings and specification; a b. Supervisory, inspections, architectural or engineering activities. Primary & Non -Contributory: Any coverage provided by this endorsement to an additional insured stall be excess over any other valid and collectible insurance available to the additional insured whether primary, excess, contingent Or on any other basis Mess a written contract a written agreement in effect during this policy period and sigred and executed by you prior to the loss for which coverage is sought specifically requires that this insurance apply on a primary a naoontribulay basis. Separation of Insureds: Except with respect to the Limits of Insurance, and any rights c duties specifkally assigned in this Coverage Pam to the first Named Insured, this insurance applies: a. As if each Named Insured were the ordy Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. Per Project Aggregate : Under Section 111 = Urrdts of Insurance. the General Aggegate Limit applies separately to each of your projects away from perm ses awned by a rented to you. Waiver of Subrogation: Section IV — Trasfe of Rights of Recovery Against Others to Us Condition is amerded to add the following: We will wave arry right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your ongoing opeatlors done under a written contract a agneementwib batpemon orongandzaton and included in "yeurworK orbe "productrcempleted operabns hazard'. This waiver applies only to persons a organizations with whom you have a written contract executed ptorb be "bodily injury" or"pnoperly damage", batnequires you b wave your rights d recovey. Named stared: Holt* Uzociates, hoc. Adxetkmi Insrred: Poky Na: 7180099590e90 city o[ Ft..., it. o[fiwrb offlci.l., �l...... o9.tr, mlootura w•oE a r9wttW by rrittm cootrwt (7924/2.OG7) David Cisneros - Nolte Associates, Inc. - Delivery by CertificatesNow Page 1 From: <certificates@certificatesnow.com> To: <David.Cisneros@fresno.gov> Date: 7/19/2007 4:08 PM Subject: Nolte Associates, Inc. - Delivery by CertificatesNow Attachments: 036693578. pdf This insurance document was sent to you from Cynthia Hawes( mailto:cynthia.hawes@nolte.com ) (Phone: 1-916-641-9216) via CertificatesNow. This document was brought to you by CertificatesNow. If you have questions regarding the content of this document, please contact the Producer/Agent listed on the certificate of insurance or the Insured listed on the notice of cancellation/reinstatement. To find out how you can send and receive all of your certificates of insurance either by email, high speed fax or standard mail, email customercare@confirmnet.com, or visit our website at www.confirmnet.com cc: The attachment is an Adobe Acrobat PDF file. To open the PDF file, you need Adobe Acrobat Reader, which can be easily downloaded by going to http://www.adobe.com/prodindex/acrobat/readstep.html After completing Adobe's simple 3 -step process, just double-click on the file to open it. The data included in this notice and in the attached document is confidential to ConfirmNet and the party responsible for bringing you this information. CYRTTFTCATE OF LIABILITY INSURANCE THIS CERTIFICATE IS ISSUED FOR INFORMATION PURPOSES ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE OF LIABILITY INSURANCE DOES NOT AMEND, EXTEND, OR ALTER THE COVERAGE AFFORDED BY THE POLICIES LISTED DATE: (MM/DDNYYY) 07/20/2007 INSURERS: PRODUCER Marsh USA Inc. A: Discover ProperyCaalty Ins. Co. or BROKER: 800 Market Street Suite 2600 B• St. Louis, MO 63101 Phone: (314) 512-2415 INSURED: D: Nolte Associates, Inc. Enterprise Rent-A-Car Company et al. E: 600 Corporate Park Drive St. Louis, MO 63105 THE INSURANCE POLICIES LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD LISTED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE OF LIABILITY INSURANCE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES LISTED BELOW IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGRATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. COVERAGES: INSURER TYPE OF INSURANCE POLICY NUMBER EFFECTIVE DATE EXPIRATION DATE LIMITS LETTER GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS MADE OCCURENCE AUTOMOBILE LIABILITY Combined Single Limit: $1,000,000 ANY AUTO ALL OWNED AUTOS D187A00012 5/1/2007 5/1/2008 Bodily Injury per Person A V SCHEDULED AUTOS V HIRED AUTOS J NON -OWNED AUTOS 131159A Bodily Injury per Acc. Property Damage: *'See Below' GARAGE LIABILITY RISK MAA EMENT DIVISIO ANY AUTO Appr ved: Appr v C an es: _ ' EXCESS LIABILITY UMBRELLA Signe g Date OTHER Than UMBRELLA Forth WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION: Policy provides protection for any 8 all operationstjobs performed by the named insured. Certificate holder is included as an additional insured as their interest may appear. "Any vehicle leased from Enterprise Fleet Management where the centred includes auto insurance coverage. Waiver of Subrogation included where required by written contract. Insurance is Primary and Non-contributory. VENDOR ID: 528 GPBR: 301-1 AUTHORIZED REPRESENTATIVE: HOLDER — CANCELLATION: SHOULD ANY OF THE ABOVE POLICIES BE CANCELLED BEFORE THE EXPIRATION City of Fresno DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS David Cisneros WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE ILtr7, BUT 2600 Fresno Street FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND Fresno, CA 93721 UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. 0 CopyngM N a LII Enlerp ¢ 199&4003, All Rignb Reeenea • - No. 1 20050811 Nolte Associates Inc. Enterprise Rent-A-Car Company etal. Policy NO. Producer:Effective Date: D187A00012-131159A (All Other States) I Marsh USA, Inc. 5/112007 - 5!112008 Issued by (Name of Insurance Company) Discover Property & Casualty Insurance Company (All Other States & MA) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ADDITIONAL INSURED ENDORSEMENT This endorsement modified insurance provided under the following: BUSINESS AUTO COVERAGE FORM TRUCKERS COVERAGE FORM GARAGE COVERAGE FORM Section II.A.1. - WHO IS AN INSURED is amended to include any person(s) or organization(s) for whom you have agreed in written contract to provide insurance but only for damages. a. Which are covered by this insurance: and b. Which you have agreed to provide in such contract. The limits of insurance afforded to such person(s) or organizations(s) will be: a. The minimum limits of insurance which you agreed to provide, or b. The limits of insurance of this policy whichever is less. Additional Insured: City of Fresno, its officers, officials, employees, agents, volunteers are additional insured as their interest appears.