4e F MEETING DATE: 01/21/14
ITEM NO:
COUNCIL AGENDA REPORT
DATE: JANUARY 9, 2014
TO: MAYOR AND TOWN COUNCIL
FROM: GREG LARSON, TOWN MANAGER
SUBJECT: PPW JOB NO. 01 -12 — QUITO ROAD BRIDGE REPLACEMENT PROJECT
818 -0801
A. AUTHORIZE THE TOWN MANAGER TO EXECUTE A NEW
COOPERATIVE AGREEMENT IN THE AMOUNT OF $299,681
BETWEEN THE TOWN OF LOS GATOS, THE CITY OF SARATOGA,
AND SANTA CLARA VALLEY WATER DISTRICT FOR THE
REPLACMENT OF BRIDGES ON QUITO ROAD.
B. AUTHORIZE AN EXPENDITURE BUDGET ADJUSTMENT
INCREASING THE BUDGET APPROPRIATION IN THE QUITO ROAD
BRIDGE REPLACEMENT PROJECT 411- 818 -0801 IN THE AMOUNT
OF $175,951. FUNDING SOURCE FOR THE PROPOSED
ADJUSTMENT IS THE GENERAL FUND RESERVE FOR FUTURE
AND SPECIAL PROJECTS.
RECOMMENDATION:
1. Authorize the Town Manager to execute a new Cooperative Agreement in the amount of
$299,681 between the Town of Los Gatos, the City of Saratoga, and Santa Clara Valley
Water District for the replacement of bridges on Quito Road.
2. Authorize an expenditure budget adjustment increasing the budget appropriation in the Quito
Road Bridge Replacement Project 411 -811 -0801 in the amount of $175,951. Funding Source
for the proposed adjustment is the General Fund Reserve for Future and Special Projects.
BACKGROUND:
This project replaces two substandard bridges on Quito Road, one south and one north of Old
Adobe Road. The Town of Los Gatos, the City of Saratoga, and Santa Clara Valley Water
District share the responsibility for the two bridges that span San Tomas Aquino Creek along
Quito Road.
PREPARED BY: MATT MO ; LEY
Director of Parks and Public Works
Reviewed by: �ajAssistam Town Manager Town Attorney
N:\PPW\MANAGEMENT\COUNCIL\COUNCIL REPORTS\2014 Repoits \012114 \01- 12.Quito.Road.Bridge. Replacement Co- OpAgontdou
PAGE
JANUARY 9, 2014
MAYOR AND TOWN COUNCIL
SUBJECT: PPW JOB NO. 01 -12 —QUITO ROAD BRIDGE REPLACEMENT PROJECT
818 -0801
BACKGROUND (cont'd):
The City of Saratoga agreed to serve as the lead agency for the project which entails overseeing
the design, environmental, right -of -way acquisition, and construction services since the majority
of the project work is within the City of Saratoga jurisdiction. The City of Saratoga secured
88.5% of project construction and right -of -way acquisition cost funding through Federal
Highway Bridge Replacement and Rehabilitation (HBRR) funds. The remaining 11.5% local
matching funds are equally shared by the Town of Los Gatos, the City of Saratoga, and Santa
Clara Valley Water District.
On October 16, 2000, the Town Council approved a Cooperative Agreement between the City of
Saratoga and Santa Clara Valley Water District for the replacement of two bridges on Quito
Road.
Since the execution of the original agreement there have been a number of challenges in dealing
with environmental processes, right -of -way acquisition, and design, all of which have prolonged
the schedule of the project. This necessitated several amendments to the original Cooperative
Agreement through 2010.
DISCUSSION:
The City of Saratoga has now secured the environmental clearances and is ready to proceed with
the next steps in the right -of -way acquisition in order to be able to complete the project. The
design consultant that was originally hired for this project is no longer in business, so a new
design consultant will be hired to design the project, adhering to Caltrans' new standards. As
expected, costs have increased over the past decade and the City of Saratoga has requested and
received additional grant funding from Caltrans to cover project expenditures. The local agencies
must also match the proportional share of the cost increases. It is anticipated that the Town of
Los Gatos' share of the project will be $299,681, an increase of $175,951 over the original
contribution of $155,000 in 2000. This increase is equivalent to what the City of Saratoga and
Santa Clara Valley Water District are responsible for as part of this agreement.
The City of Saratoga has prepared a new Cooperative Agreement incorporating the new
requirements and various changes related to this project. The current schedule for the project is
to complete the design and right -of -way acquisition by 2015, and begin construction in 2016.
Because of the nature of these project elements, there is a greater potential than normal for
project schedule adjustments.
By approving this Cooperative Agreement, the Town Council authorizes the Town Engineer to
provide approvals required under this agreement on behalf of the Town of Los Gatos, except for
approval of construction plans and specifications, which will come back to Town Council for
approval. The Town Engineer will also work with the City of Saratoga and the design consultant
PAGE 3
JANUARY 9, 2014
MAYOR AND TOWN COUNCIL
SUBJECT: PPW JOB NO. 01 -12 — QUITO ROAD BRIDGE REPLACEMENT PROJECT
818 -0801
DISCUSSION (cont'd):
to ensure appropriate notifications to and involvement of nearby Los Gatos residents as if the
project was being managed by the Town itself.
CONCLUSION:
Staff recommends that the Town Council authorize the Town Manager to execute the new
Cooperative Agreement between the Town of Los Gatos, the City of Saratoga, and Santa Clara
Valley Water District.
ENVIRONMENTAL ASSESSMENT:
The project is Categorically Exempt pursuant to Sections 15301(c), 15303(e) and 15304(b) of the
State CEQA guidelines.
FISCAL IMPACT:
If the expenditure budget adjustment is approved, there will be sufficient funds available for this
project, as demonstrated in the table below.
Available ' Expended/ , Proposed Available Remaining
FY 2013/14 Fiscal Imuact ? ! Fundine ? ' To Date
411 -818 -0801 ? $ 123,730 $ - ? $ 175,951 - $ 299,681 , $ 299,681 ? $ -
TOTALS $ 123.730 $ 175.951 ; $ 299.681 $ 299.681 ! $
Construction
TOTALS
Attachments:
1. New Cooperative Agreement with the City of Saratoga and Santa Clara Valley Water District
for Quito Road bridge replacement project.
THIS PAGE
INTENTIONALLY
LEFT BLANK
COOPERATIVE AGREEMENT
CONCERNING QUITO ROAD BRIDGE REPLACEMENTS
THIS AGREEMENT, ( "Agreement') effective upon full execution, by, between, and
among the CITY OF SARATOGA, a municipal corporation ( "Saratoga "), the TOWN
OF LOS GATOS, a municipal corporation ( "Los Gatos "), and the SANTA CLARA
VALLEY WATER DISTRICT, a California special district ( "District'), is made with
reference to the following facts:
A. Pursuant to the Federal Highway Bridge Replacement and
Rehabilitation Program ( "HBRR "), Saratoga has applied for the California
Transportation Commission to allocate HBRR funds for participation in the replacement
of two bridges on Quito Road which cross San Tomas Aquino Creek, identified as Bridge
No. 37C0113 and Bridge No. 37C0114. In response, Caltrans has included all phases of
the Project (project engineering, right -of -way, and construction) in its list of budgeted
HBRR projects. Caltrans has obligated funding for the project engineering phase.
B. San Tomas Aquino Creek conveys stormwater runoff. Each of the
bridges to be replaced crosses the common boundary line between Saratoga and Los
Gatos and a portion of the creek over which District has land rights.
C. It is expected that HBRR funds will be made available for payment
of at least eighty percent (80 %) of the total Project cost. The parties hereto have agreed
to share the remaining total Project cost, as hereinafter set forth.
D. The Federal Highway Administration has granted authorization to
proceed with the Project, and approval has been granted by Caltrans to proceed with
Preliminary Engineering Design.
E. The parties entered into an agreement concerning the subject
matter of this Agreement dated June 19, 2001 which agreement was amended on April
16, 2003 and expired by its own terms on December 1, 2004 (said agreement as amended
referenced herein as the "Prior Agreement').
F. NOW, THEREFORE, in order to establish their respective rights
and obligations concerning the administration, financing and construction of the Project,
it is agreed as follows:
SCOPE OF PROJECT.
The project ( "Project') shall consist of the replacement of Bridge
No. 37C0113 and Bridge No. 37C0114 on Quito Road near Old Adobe Road including,
related habitat restoration work (the "construction" work), environmental review and
design of construction plans (the "Engineering" work), and the acquisition of necessary
right -of -way (the "right -of -way" work). All work shall be performed in accordance with
plans and specifications approved by Saratoga, Los Gatos, the District, and all local, State
ATTACHMENT
and Federal Agencies having jurisdiction over the Project or whose approval is otherwise
required for receipt of HBRR funds.
2. ALLOCATION OF PROJECT COST.
(a) Each of the parties executes this Agreement in
reliance upon the commitment by Caltrans to contribute eighty percent (80 %) of the
Project engineering cost and eighty -eight and fifty -three one hundredths percent (88.53 %)
of the right of way and construction costs. Caltrans has entered an agreement with
Saratoga to contribute eighty percent (80 %) of the Project engineering cost. In the event
Caltrans provides the City with written notice that a final agency determination has been
made that it will not enter agreements for either the right of way or construction costs
then this Agreement shall be terminated. Saratoga shall provide a written notice of the
termination of this Agreement within thirty (30) days of receipt of such notice. The
Parties shall not incur right of way or construction costs until Caltrans has approved an
agreement for reimbursing those costs as stated above.
(b) Saratoga, Los Gatos and the District agree that the
remaining twenty percent (20 %) of the total Project engineering cost and eleven and
forty -seven one hundredths percent (11.47 %) of the total Project right of way and
construction costs will be divided equally between them. This Section 2(b) survives
termination of this Agreement.
(c) The term "total Project cost," as used in this
Agreement, means the total of all direct expenditures relating to the Project, including,
but not limited to, the cost of engineering, surveys, topographic maps, geotechnic and
soils reports, environmental reviews and reports, preparation of plans and specifications,
and preparation of bid documents; right -of -way acquisition costs including title reports,
appraisals, legal fees and costs; demolition and construction costs; construction
administration costs; publication, printing and advertising costs; habitat restoration costs,
and consultant personnel costs, based upon actual time expended on the Project plus
applicable indirect and overhead expenses.
(d) Based upon the preliminary estimated total Project
cost of $5,014,462.00, the allocation thereof between the parties would be as set forth in
the Cost Estimate for Cooperative Agreement Concerning Quito Road Bridge
Replacement dated 11- 07 -13, Attachment One of this Agreement.
(e) If, upon the opening of bids for the award of a
construction contract, it is determined that the apparent low bidder's proposal is not more
than ten percent (10 %) of the preliminary estimated total Project cost for construction, as
shown in Attachment One, the parties will proceed with the Project in accordance with
this Agreement if HBRR funds are still available for payment of the Caltrans share of the
total Project costs as described above. However, if the low bid exceeds ten percent (10 %)
of the preliminary estimated total Project cost for construction, the parties and Caltrans
will endeavor to agree upon an alternative course of action. If no such agreement is
reached within ninety (90) days after the opening of bids, this Agreement will be
terminated by mutual consent and each party will be responsible for payment of its
respective share of the Project costs incurred to the date of termination.
PROJECT ADMINISTRATION.
(a) Duties of Saratoga
Saratoga is the lead agency for the Project. The Director of Public
Works, shall act as Project Administrator and is authorized to provide any approvals
required under this Agreement on behalf of Saratoga. As lead agency Saratoga shall
perform the following duties:
(i) Solicitation of proposals for engineering
services and award of contract.
(ii) Arranging for the preparation of surveys,
topographic maps, soils and geotechnic reports as may be required.
(iii) Conduct environmental reviews and
proceedings as may be required for CEQA and NEPA compliance. Carrying out the
Project is contingent upon CEQA compliance.
(iv) Obtaining such permits as may be required
from other governmental agencies for construction of the Project.
(v) Performance of all acts and execution of all
documents as may be necessary or appropriate for receipt of HBRR funds from Caltrans
equal to the Caltrans share of the total Project cost as described in Section 2, above.
(vi) Contracting for the preparation of
construction plans and specifications and submission of the same for review and approval
by Los Gatos and the District.
(vii) Preparation of bid documents, advertisement
for bids and award of construction contract (s), subject to approval thereof by Los Gatos
and the District.
(viii) Arranging for relocation or removal of any
utility installations that conflict with the Project.
(ix) Administration of the construction
contract(s), including supervision and inspection of the work to assure compliance with
the approved plans and specifications, disbursement of payments to the contractor(s)
based upon work satisfactorily completed, and processing of any change orders.
(x) Issuance of final Project approval, with the
concurrence of Los Gatos and the District, and recordation of Notices of Completion.
(b) Duties of Los Gatos
Los Gatos shall promptly review and respond to all materials
submitted by Saratoga for review and approval in connection with the Project. No
approval in connection with the Project shall be unreasonably withheld. By approving this
Agreement, the Town Council of Los Gatos authorizes the Town Engineer to provide any
approvals required under this Agreement on behalf of Los Gatos, except approval of
construction plans and specifications. Los Gatos shall provide all necessary access along
Quito Road within its jurisdiction for construction of the Project and all necessary access
to La Rinconada Park for the habitat enhancement and restoration component of the
Project. Los Gatos has indicated to Saratoga that the following permits are required for
the Project: (1) Encroachment Permit for Quito Road. Los Gatos shall timely grant and
shall not unreasonably withhold approval of these permits.
(c) Duties of District
District shall promptly review and respond to all materials
submitted by Saratoga for review and approval in connection with the Project. No
approval in connection with the Project shall be unreasonably withheld. Engineering Unit
Manager of Community Projects Review Unit for District is authorized to provide any
approvals required under this Agreement on behalf of District, except approval of
construction plans and specifications. The District shall provide all necessary access to
District owned property along San Tomas Aquino Creek for construction of the Project.
The District has indicated to Saratoga that the following permits are required for the
Project: (1) Encroachment Permit. The District shall timely grant and shall not
unreasonably withhold approval of these permits.
4. LIMITATION ON POWERS OF LEAD
AGENCY.
The powers and duties herein conferred to Saratoga, as the lead
agency for the Project, shall not include the power:
(a) To make any material change in the approved plans
and specifications for the Project, except for changes necessitated by unforeseen field
conditions, without the prior written consent of Los Gatos and the District; or
(b) To enter into any contract in excess of $10,000 or
increase any contract by more than $10,000, for the performance of professional,
consulting or construction services without the prior written consent of Los Gatos and the
District.
0
5. PAYMENT OF PROJECT COSTS.
(a) Advances
In addition to its own respective share of the Project cost, Saratoga
shall periodically advance the amounts to be paid with HBRR funds, pending a
reimbursement for such advances by Caltrans; provided, however, Saratoga may, at its
option, withhold any advance which is not legally required to be made if Saratoga has not
received full reimbursement from Caltrans for all prior advances.
(b) Engineering Costs
Saratoga will invoice Los Gatos and District for their share of total
Project costs for engineering at the time of award of a construction contract. Los Gatos
and District will each pay the amount invoiced to them within thirty (30) days after
receipt, review and approval as to conformity with this agreement of billing from
Saratoga.
(c) Construction Costs
Saratoga will invoice Los Gatos and District for their share of
construction costs at the time Saratoga issues the Notice to Proceed to the contractor. Los
Gatos and District will each pay the amount invoiced to them within thirty (30) days after
receipt, review and approval as to conformity with this agreement of billing from
Saratoga.
Upon completion of the Project, Saratoga shall furnish to Los
Gatos and the District a detailed accounting of all actual total Project costs for
construction. If such accounting documents that the amounts deposited by Los Gatos and
the District exceed their respective shares of the actual total Project costs for construction,
the excess shall be reimbursed within ninety (90) days after the accounting is submitted.
If such accounting documents that the amounts deposited by Los Gatos and the District
are less than their respective shares of the actual total Project cost for construction, Los
Gatos and the District shall pay the deficiency to Saratoga within ninety (90) days after
the accounting is submitted.
(d) Right of Way Costs
Once all of the right -of -way necessary for the Project has been
acquired, Saratoga shall furnish to the District and Los Gatos a detailed accounting of all
actual total Project costs for its right -of -way acquisition. The District and Los Gatos shall
pay their respective shares of the total Project costs for right of way acquisition to
Saratoga within ninety (90) days after the accounting is submitted.
5
(e) Prior Agreement Costs
All costs paid by Los Gatos and the District under the Prior
Agreement shall contribute to the payment of costs under this Agreement.
6. RIGHT -OF -WAY ACQUISITIONS.
(a) The acquisition of right -of -way is required for the
Project. Saratoga shall be responsible for obtaining such right -of -way. All such
acquisitions shall be conducted in a timely manner and in accordance with applicable
Caltrans standards. Right -of -way acquisition shall constitute a Project cost, to be
allocated between Caltrans and all parties in accordance with the terms of this
Agreement.
FUTURE AGREEMENTS
(a) Implementation of the Project requires acquisition
of privately -owned right -of -way in the City of Saratoga and the Town of Los Gatos.
Saratoga and Los Gatos agree that they will work diligently and in good faith to timely
enter into a separate Right -of -Way Acquisition Agreement to address division of
responsibilities, coordination, acquisition strategies, and ownership for these right -of -way
acquisitions necessary for the Project.
(b) Implementation of the Project requires acquisition
of right -of -way owned by the District. The Parties agree that they will work diligently
and in good faith to complete the necessary transfer of this right -of -way.
8. INSURANCE REQUIREMENTS.
Saratoga must include in any contracts awarded for design or
construction of the Project a requirement that the consultant and/or contractor, at all times
during design and construction and until final acceptance of the work, maintain in full
force and effect the insurance coverages according to the requirements stated in
Attachment Two, for construction contractors, and Attachment Three, for consultants.
Attachments Two and Three are attached hereto and incorporated herein by this reference.
9. BONDING REQUIREMENTS.
Saratoga must require the contractor who is awarded the contract
for construction of the Project to provide performance and payment bonds in the amount
of one hundred percent (100 %) of the contract price.
10. PROJECT RECORDS.
Saratoga must keep and maintain a complete copy of all records
regarding costs and expenditures relating to the Project, together with a complete copy of
all plans, specifications, reports, contracts and other documents relating to the Project,
and the same shall be available for inspection by Los Gatos and the District at any time
during usual business hours.
11. TERMINATION OF AGREEMENT.
This Agreement shall remain in effect until completion of the
Project or, if the Project is not completed, until termination of the Agreement is agreed
upon in writing by all signatories. Upon such termination, Saratoga shall refund to Los
Gatos and the District any balance of their respective contributions remaining after
deduction of the Project costs incurred to the date of termination and payable by each
party under the terms of this Agreement.
12. LIMITATION OF LIABILITY.
No party to this Agreement shall be responsible or liable to any
other party or parties for any act or omission made in good faith in connection with the
performance of its duties hereunder nor shall any party be responsible or liable for any act
or omission by any consultant or contractor retained for the performance of any services
related to the Project. The parties shall contribute equally towards any loss, liability,
expense, claim, costs (including costs of defense), suits, and damages of every kind,
nature and description directly or indirectly arising from the performance of the Project.
This paragraph shall not be constructed to exempt any party, including its employees and
officers, from its own fraud, willful injury or violation of law whether willful or
negligent.
13. INDEMNIFICATION.
In lieu of and notwithstanding the pro rata risk allocation that
might otherwise be imposed between the Parties pursuant to Government Code Section
895.6, or any other statute, regulation or rule that may otherwise affect the terms of this
Agreement, the Parties agree that the District and Los Gatos shall not be liable for, and
Saratoga shall defend, indemnify and hold harmless the District and Los Gatos and its
Directors, Council members, agents, employees and representatives (hereinafter
collectively referred to as "District" and "Los Gatos" respectively) from any claim,
demand, penalty, loss, and liability of every kind and nature whatsoever, including
attorney's fees and court costs (hereinafter collectively referred to as "Claim "), which
arise out of or in connection with the performance of this Agreement, arising either
directly or indirectly from any act, error or omission or negligence of Saratoga or its
officers, employees, agents, contractors, licensees, or servants, including without
limitation Claims caused by concurrent negligent act, error or omission. Saratoga shall
not be obligated however, to indemnify District or Los Gatos, respectively, from a Claim
if it is determined by a court of competent jurisdiction that such Claim was caused by the
sole negligence or willful misconduct of District or Los Gatos, respectively.
14. JURISDICTION AND SEVERABILITY.
This Agreement shall be administered and interpreted under the
laws of the State of California. Jurisdiction of litigation arising from this Agreement shall
be in that state. If any part of this Agreement is found to conflict with applicable laws,
such part shall be inoperative, null and void insofar as it conflicts with said laws, but the
remainder of this Agreement shall be in full force and effect.
[FAT. II"HO i 0109
No party to this Agreement may assign any right or obligation
pursuant to this Agreement. Any attempted or purported assignment of any right or
obligation pursuant to this Agreement shall be void and of no effect.
16. PARTIES IN INTEREST.
This Agreement is entered only for the benefit of the parties
executing this Agreement and not for the benefit of any other individual, entity or person.
17. ENTIRE AGREEMENT.
This Agreement contains all of the covenants and agreements
between the parties and supersedes any and all agreements, either oral or written, between
the parties with respect to the Project, except those stated in Section 7 . Each party to this
Agreement acknowledges that no representations, inducements, promises or agreements,
orally or otherwise, have been made by any party, or anyone acting on behalf of any party,
which are not embodied herein, and that no other agreement, statement or promise not
contained in this Agreement except those stated in Section 7 shall be valid or binding. No
Alteration or variation of the terms of this Agreement shall be valid unless made in
writing and signed by the parties hereto.
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year
last indicated below.
CITY OF SARATOGA
Jill Hunter
Saratoga Mayor
APPROVED AS TO FORM: ATTEST:
Richard S. Taylor
Saratoga City Attorney
Crystal Bothelio
Saratoga City Clerk
TOWN OF LOS GATOS
APPROVED AS TO FORM:
Judith Propp
Los Gatos Town Attorney
SANTA CLARA VALLEY WATER
DISTRICT
APPROVED AS TO FORM:
Brian Hopper
Senior Assistant r District Counsel
Ef.Y.IIY=
Greg Larson
Los Gatos Town Manager
ATTEST:
Jackie Rose
Los Gatos Interim Town Clerk
Beau Goldie
Chief Executive Officer
ATTEST:
Michele King
Clerk/Board of Directors
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ATTACHMENT TWO
Insurance Requirements for Construction Contractors
Quito Road Bridge Replacements
INSURANCE
Within ten (10) days after award of the Contract, the Contractor shall promptly obtain, at its
own expense, all the insurance described in this section, and submit coverage verification
for review and approval by CITY. This insurance shall be in addition to any other form of
insurance or bonds required under the terms of the contract.
The Notice to Proceed with the Work will not be issued, and the Contractor shall not
commence work, until such insurance has been approved by CITY. Such insurance shall
remain in full force and effect at all times during the prosecution of the Work and until the
final completion and acceptance thereof. In addition, the Commercial General Liability
Insurance shall be maintained for a minimum of five (5) years after final completion and
acceptance of the Work. The Notice to Proceed does not relieve the Contractor of the duty
to obtain such insurance as required herein.
The Contractor shall not allow any subcontractors to commence work until all insurance
required of the subcontractor has been obtained and verified by the Contractor and
submitted to CITY. Subcontractors shall furnish original certificates and endorsements as
verification of insurance coverage. The liability insurance limits specified herein shall apply
to all subcontractors listed in Contractor's bid. The Contractor shall designate appropriate
insurance limits for all other subcontractors.
Companies writing the insurance under this article shall be authorized to do business in the
State of California. Insurance is to be placed with insurers with a current A.M. Best's rating
of no less than A:VII.
Contractor shall include all costs for all insurance in its bid.
Nothing contained in these insurance requirements is to be construed as limiting the extent
of the Contractor's responsibility for payment of damages resulting from its operations
under this Contract. Coverage required hereunder shall operate as Primary Insurance.
The Contractor shall procure, pay for, and maintain throughout the duration of this Contract
the following insurance coverage:
Commercial General and Automobile Liability Insurance - This insurance shall protect
the Contractor from claims for bodily injury and property damage which may arise
because of the nature of the work or from operations under this Contract. The coverage
shall be at least as broad as Insurance Services Office (ISO) Commercial General
Liability coverage (occurrence Form CG 0001), ISO Form G0009 11 88 Owners and
Contractors Protective Liability Coverage — Coverage for Operations of Designated
Contractor) and Insurance Services Office Form Number CA 0001 covering Automobile
Liability, code 1 (any auto).
Claims -made policies will not be accepted.
a. Additional Insureds —The Commercial General Liability ( "CGL ") policy of insurance
shall be endorsed to name as additional insureds the City of Saratoga, all of its
elected and appointed officials, directors, officers, employees, agents and servants;
The Town of Los Gatos, all of its elected and appointed officials, directors, officers,
employees, agents and servants; and the Santa Clara Valley Water District, all of its
elected and appointed officials, directors, officers, employees, agents and servants
using ISO Form CG201185. This policy shall provide coverage to each of the
additional insureds with respect to the Work. Both bodily injury and property
damage insurance must be on an occurrence basis. The policy shall be endorsed to
provide primary coverage to the full limit of liability stated in the declarations. If the
additional insureds have any other insurance or self- insurance against the loss
covered by this policy, that other insurance shall be excess insurance and not
contribute with contractor's policy.
b. Amount of Coverage - The bodily injury and property damage liability of the CGL
insurance shall provide coverage in the following limits of liability: $1,000,000 per
occurrence with an annual general aggregate limit of not less than $2,000,000, and
$2,000,000 products and completed operations aggregate, combined single limit.
The Automobile Liability insurance policy shall provide minimum limits of $1,000,000
per accident for bodily injury and property damage.
c. Subcontractors - The CGL insurance shall not require the Contractor to have its
subcontractors named as insureds in the Contractor's policy, but the insurance shall
protect the Contractor from contingent liability which may arise from operations of its
subcontractors.
d. Included Coverage - The CGL insurance shall also include all of the following
coverages:
Premises — Operations;
Owner's /Independent Contractors and Contractor's Protective;
Products - Completed Operations;
Personal Injury - (False Arrest, Libel, Wrongful Eviction, etc.);
Blanket Contractual Liability, including the indemnity agreement in this contract;
Separation of Insureds / Cross - Liability Provisions;
Duty to Defend All Insureds;
Deletion of any limitation on Coverage for Bodily Injury or Property Damage Arising
Out of Subsidence or Soil or Earth Movement;
A provision that the annual general aggregate and the products and completed
operations annual aggregate shall apply separately to the Project;
Pollution Legal Liability Endorsement;
XCU - Explosion, Collapse, Underground Damage. (XCU may be deleted with
City's prior written approval when not applicable to operations performed by the
Contractor or its sub - contractors.)
e. Umbrella Policy or Follow -Form Excess Liability Policy - At the option of the
Contractor, primary limits may be less than required, with an Umbrella Policy or
Follow -Form Excess Liability Policy providing the additional limits needed. This form
of insurance will be acceptable provided that the Primary and Umbrella/Excess
Policies both provide the insurance coverages herein required, including all
additional insured requirements. The umbrella/excess insurance shall be provided
on a "following form" basis with coverage at least as broad as provided on the
underlying CGL insurance.
f. The certificate of insurance shall guaranty that the policy will not be amended,
altered, modified, or canceled without at least thirty (30) days notice mailed by
registered mail to the Administrative Services Director, City of Saratoga; 13777
Fruitvale Ave.; Saratoga, California 95070.
g. In accordance with Insurance Code Section 11580.04, coverage shall not extend to
any indemnity coverage for the active negligence of the additional insured in any
case where any agreement to indemnify the additional insured would be invalid
under Civil Code Section 2782(b).
Workers' Compensation Insurance — California Labor Code Sections 3700 et seq. require
every employer to be insured against liability for Workers' Compensation or to undertake
self- insurance in accordance with the provisions of that code. The Contractor shall comply
and shall ensure that all subcontractors comply with such provisions. In addition, the
Contractor shall have and maintain Employers' Liability insurance with limits of $1,000,000
per accident for bodily injury or disease before commencing the performance of the Work.
Before the Notice to Proceed is issued, the Contractor shall submit written evidence that
the Contractor has obtained for the period of the Contract full Workers' Compensation
Insurance coverage for all persons whom it employs or may employ in carrying out the
Work. This insurance shall be in accordance with the requirements of the most current and
applicable State Workers' Compensation Insurance Laws.
Builder's Risk Insurance - The Contractor shall purchase and maintain "All Risk or Special
Form" Builder's Risk Insurance on a replacement cost basis in an amount equal to the full
replacement cost of the Work on a completed value basis, including coverage for 'soft
costs' such as design, engineering, and construction management fees. The builder's risk
insurance shall cover all risks of loss, including but not limited to fire; lightning; windstorm;
hail, explosion; riot; riot attending a strike; civil commotion; smoke damage; damage by
aircraft or vehicles; vandalism and malicious mischief; theft; collapse; flood; and
earthquake. This insurance shall name the City of Saratoga, its elected and appointed
officials, employees, agents and servants and the Contractor as insureds, as their interests
may appear, and shall include coverage including, but not limited to all damages or loss to
the Work; to appurtenances; to materials and equipment to be used on the Project while
the same are in transit or stored on or off the project site; and /or to construction plant and
temporary structures. This insurance is required only if listed as a separate bid item in the
bid schedule.
Coverage for acts of God, as defined in Public Contract Code Section 7105, in excess of
five percent of the Contract amount is subject to separate coverage and is required only if
listed as a separate bid item in the bid schedule.
Builder's Risk Insurance policies shall contain the following provisions
(1) CITY shall be named as loss payee.
(2) The insurer shall waive all rights of subrogation against CITY.
Builder's Risk Insurance may have a deductible clause not to exceed the following limits:
(1) If, pursuant to Public Contract Code Section 7105, CITY requires coverage for any
damage to the work caused by an act of God, and has set forth the amount of the work to
be covered and the insurance premium for such coverage as a separate bid item, the
deductible for such coverage shall not exceed five percent (5 %) of the value of the Work at
risk at the time of the loss.
(2) All other perils: $5,000.
The Contractor shall be responsible for paying any and all deductible costs
The policy shall provide CITY the right to occupy the premises without termination of the
policy until acceptance of the project.
Proof of Coverage - Before the Notice to Proceed is issued, the Contractor shall furnish
CITY with certificate(s) evidencing issuance of all required insurance and copies of the
policy declaration or information page(s) and endorsements. The certificate(s) and
endorsements for each insurance policy are to be signed by a person authorized by that
insurer to bind coverage on its behalf. The certificates are to be on amended ACORD
forms and ISO endorsement forms or equivalent endorsement forms acceptable to CITY.
The certificate(s), policy declaration or information page(s), and endorsements are to be
received and approved by CITY before work commences. Endorsements are not required
for Workers Compensation or Builder's Risk Insurances. Such certificates of insurance
shall provide that the insurance policy shall not be cancelable, nonrenewable, or otherwise
be subject to material modification, except with thirty (30) days' prior written notice to CITY.
Contractor shall also provide certificate(s) evidencing renewals of all insurance required
herein, at least ten (10) days prior to the expiration date of any such insurance.
Any deductibles or self- insured retentions must be declared to and approved by CITY. At
the option of CITY, either the insurer shall reduce or eliminate such deductibles or self-
insured retentions as respects CITY and other additional insureds or the Contractor shall
procure a bond guaranteeing payment of losses, related investigations, claim
administration, and defense expenses.
If the Contractor fails to comply strictly with all requirements of this section or if CITY
receives any notice that any required insurance coverage will be diminished or canceled,
CITY, at its option, may, notwithstanding any other provisions of this Agreement to the
contrary, immediately declare a material breach of this Agreement and suspend all further
work pursuant to this Agreement.
490786.1
ATTACHMENT THREE
Insurance Requirements for Consultants
Quito Road Bridge Replacements
Please refer to the insurance requirements listed below. Those that have an W'
indicated in the space before the requirement apply to Contractor's Agreement (ignore
any not checked).
Contractor shall provide its insurance broker(s) /agent(s) with a copy of these
requirements and request that they provide Certificates of Insurance complete with
copies of all required endorsements to: Administrative Services Officer, City of
Saratoga, 13777 Fruitvale Avenue, Saratoga, CA 95070.
Contractor shall furnish City with copies of original endorsements affecting coverage
required by this Exhibit E. The endorsements are to be signed by a person authorized
by that insurer to bind coverage on its behalf. All endorsements and certificates are
to be received and approved by City before work commences. City has the right to
require Contractor's insurer to provide complete, certified copies of all required
insurance policies, including endorsements affecting the coverage required by these
specifications.
X Commercial General /Business Liability Insurance with coverage as indicated:
X $2,000,000 per occurrence /$2,000,000 aggregate limits for bodily injury
and property damage
$ per occurrence bodily injury/$ per occurrence
property damage
Coverage for X, C, U hazards MUST be evidenced on the Certificate of
Insurance
If the standard ISO Form wording for "OTHER INSURANCE ", or other
comparable wording, is not contained in Contractor's liability insurance
policy, an endorsement must be provided that said insurance will be
primary insurance and any insurance or self - insurance maintained by
City, its officers, employees, agents or volunteers shall be in excess of
Contractor's insurance and shall not contribute to it.
X Auto Liability Insurance with coverage as indicated:
X $2,000,000 combined single limit for bodily injury and property damage
$ per person /$ per accident for bodily injury
$ per occurrence for property damage
$ 500,000 combined single limit for bodily injury and property damage
Garage keepers extra liability endorsement to extend coverage to all
vehicles in the care, custody and control of the consultant, regardless of
where the vehicles are kept or driven.
X Professional /Errors and Omissions Liability with coverage as indicated:
X $1,000,000 per loss/ $2,000,000 aggregate
$5,000,000 per loss/ $5,000,000 aggregate
Contractor must maintain Professional /Errors & Omissions Liability coverage
for a period of three years after the expiration of this Agreement. Contractor
may satisfy this requirement by renewal of existing coverage or purchase of
either prior acts or tail coverage applicable to said three -year period.
X Workers' Compensation Insurance
X Including minimum $1,000,000 Employer's Liability
The Employer's Liability policy shall be endorsed to waive any right of
subrogation as respects the City, its employees or agents.
The Contractor makes the following certification, required by section 1861 of the
California Labor Code:
I am aware of the provisions of Section 3700 of the Labor Code which require every
employer to be insured against liability for workers' compensation or to undertake
self - insurance in accordance with the provisions of that code, and I will comply with
such provisions before commencing the performance of the work of this contract
X Additional Insured Endorsement(s) for Commercial General /Business Liability
coverage naming the City of Saratoga, its officers, employees and agents as
additional insured.
(NOTE: additional insured language on the Certificate of Insurance is NOT
acceptable without a separate endorsement such as Form CG 20 10)
X The Certificate of Insurance MUST provide 30 days notice of cancellation, (10
days notice for non - payment of premium). NOTE: the following words must be
crossed out or deleted from the standard cancellation clause: "... endeavor
to ..." AND "... but failure to mail such notice shall impose no obligation or
liability of any kind upon the company, its agents or representatives."
All subcontractors used must comply with the above requirements except as
noted below:
As to all of the checked insurance requirements above, the following shall apply:
a. Deductibles and Self- Insured Retentions. Any deductibles or self - insured
retentions must be declared to and approved by the City. At the option of
the City, either (1) the insurer shall reduce or eliminate such deductibles or
self- insured retentions as respects the City, its officers, officials and
employees; or (2) the Contractor shall procure a bond guaranteeing
payment of losses and related investigations, claim administration and
defense expenses.
b. Additional Insured. The City, its officers, officials, employees and
volunteers; The Town of Los Gatos, its officers, officials, employees and
volunteers; and the Santa Clara Valley Water District, its officers, officials,
employees and volunteers are to be covered as insureds as respects:
liability arising out of activities performed by or on behalf of the Contractor;
products and completed operations of the Contractor, premises owned,
occupied or used by the Contractor, or automobiles owned, leased, hired or
borrowed by the Contractor. The coverage shall contain no special
limitations on the scope of the protection afforded to the City, its officers,
officials, employees or volunteers.
c. Other Insurance Provisions. The policies are to contain, or be endorsed to
contain, the following provisions:
1. Any failure to comply with reporting provisions of the policies shall not
affect coverage provided to the City, its officers, officials, employees or
volunteers.
2. The Contractor's insurance shall apply separately to each insured
against whom claim is made or suit is brought, except with respect to
the limits of the insurer's liability.
3. Coverage shall not be suspended, voided, canceled by either party,
reduced in coverage or in limits except after thirty (30) days' prior
written notice by certified mail, return receipt requested, has been given
to the City.
d. Acceptability of Insurers. Insurance is to be placed with insurers with a
Bests' rating of no less than A: VII
490787.1