2020/07/01 Kimley-Horn and Associates, Inc. FY20/21 On-Call Planning Environmental Review ServicesDocuSrgn Envelope lD: E2F92D29-AA70-4395-AE97'206DFF8S4264
CITY OF MENIFEE
PROFESSIONAL SERVICES AGREEMENT
FY2020l2t ON-CALL PLANNTNG (ENVTRONMENTAL REVTEW) SERVICES
THIS PROFESSIONAL SERVICES AGRIIEMENT ("Agreement") is made and effective
this I Sl day of loty ,2020 ("Effective Date") by and between the CITY OF MENIFEE,
a California municipal corporation, ("City") and Kimlev-Horn and Associates. Inc., a North
Carolina Corporation ("Consultant"). City and Consultant may sometimes herein be relerred to
individually as a "Party" and collectively as the "Parties."
SECTION I. SERVICES.
Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to
City the services described in the Scope ofServices, attached hereto as Exhibit A and incorporated
herein by this reference (the "Services"). Consultant will perform subsequent task orders as
requested by the Contract Administrator (as defined below), in accordance with the Scope of
Services. In the event ofa conflict in or inconsistency between the terms of this Agreement and
Exhibit A, this Agreement shall prevail.
l.l Term of Services. The term of this A greement shall begin on July l, 2020 and
shall end on June 30,2021 unless the term of this Agreement is otherwise terminated or extended
as provided for in Section 8. The time provided to Consultant to complete the Services required
by this Agreement shall not affect City's right to terminate this Agreement, as provided for in
Section 8.
1.2 Standard of Performance. Consultant represents and warrants that Consultant is
experienced in performing the Services contemplated herein and, in light of such status and
experience, Consultant shall perform the Services required pursuant to this Agreement in the
manner and according to the standards observed by a competent practitioner ofthe prolession in
which Consultant is engaged in the geographical area in which Consultant practices its profession
and to the sole satisfaction of the Contract Administrator.
1.3 Assiqnment of Personnel. Consultant shall assign only competent personnel to
perform the Services pursuant to Agreement. ln the event that City, in its sole discretion, at any
time during the term of this Agreement, desires the reassignment ofany such persons, Consultant
shall, immediately upon receiving notice flrom City ofsuch desire of City, reassign such person or
persons.
1.4 1j119. Consultant shall devote such time to the performance of the Services
pursuant to this Agreement as may be reasonably necessary to satisfy Consultant's obligations
hereunder.
1.5 Authorization to Perform Services. Consultant is not authorized to pcrform any of
the Services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
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SECTION2. COMPENSATION.
City hereby agrees to pay Consultant a sum not to exceed ONE HUNDRED FIFTY
THOUSAND DOLLARS AND ZERO CENTS ($150,000.00) notwithstanding any contrary
indications that may be contained in Consultant's proposal, lor the Services to be performed and
reimbursable costs incurred under this Agreement. In the evcnt of a conflict between this
Agreement and Exhibit A, regarding the amount of compensation, this Agreement shall prevail.
City shall pay Consultant for the Services rendered pursuant to this Agreement at the time and in
the manner set forth herein. The payments specified below shall be the only payments from City
to Consultant for the Services rendered pursuant to this Agreement. Consultant shall submit all
invoices to City in the manner specified herein. Except as specifically authorized in advance by
City. Consultant shall not bill City for duplicate services performed by more than one person.
2.1 Invoices. Consultant shall submit invoices monthly during the term of this
Agreement, based on the cost lor the Services performed and reimbursable costs incurred prior to
the invoice date. Invoices shall contain the following information:
a. Serial identifications of progress bills; i.e., Progress Bill No. I for the first
invoice, etc.;
b. The beginning and €nding dates ofthe billing period;
c. A "Task Summary" containing the original contract amount, the amount of
prior billings, the total due this period, the balance available under this Agreement, and the
percentage of completion;
d. At City's option, for each item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name of the person performing the
Services, the hours spent by each person, a brief description of the Services, and each
reimbursable expense;
e. The total number of hours of work performed under this Agreement by
Consultant and each employee, agent, and subcontractor ol Consultant perlorming the
Services hereunder necessary to complete the Services described in Exhibit A;
Receipts for expenses to be reimbursed;
The Consultant Representative's signature
Invoices shall be submitted to:
City of Menifee
Attn: Accounts Payable
29844 Haun Road
Menifee. CA 925 86
2.2 Monthly Payment. C--i ty shall make monthly payments, based on invoices received,
lor the Services satisfactorily performed. and for authorized reimbursablc costs incurred. City
f.
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shall have thirty (30) days from the receipt ofan invoice that complies with all ofthe requirements
above to pay Consultant-
2.4 Total Payment. City shall not pay any additional sum for any expense or cost
whatsoever incurred by Consultant in rendering the Services pursuant to this Agreement. City
shall make no payment for any extra, flurther, or additional service pursuant to this Agreement.
ln no event shall Consultant submit any invoice for an amount in excess of the
maximum amount of compensation provided above either for a task or for the entirety of the
Services performed pursuant to this Agreement, unless this Agreement is modified in writing prior
to the submission of such an invoice.
2.5 Hourly Fees. Fees lor the Services performed by Consultant on an hourly basis
shall not exceed the amounts shown on the fee schedulc included with Exhibit A.
2.6 Reimbursable Expenses. Reimbursable ex penses are included within the maximum
amount of this Agreement.
2.7 Payment of Taxes. Consultant is solel y responsible for the payment of employment
taxes incurred under this Agreement and any federal or state taxes.
2.8 Payment upon Termination. In the event that Cit y or Consultant terminates this
Agreement pursuant to Section 8, City shall compensate Consultant for all outstanding costs and
reimbursable expenses incurred for Services satisfactorily completed and for reimbursable
expenses as ofthe date of written notice of termination. Consultant shall maintain adequate logs
and timesheets in order to verify costs and reimbursable expenses incuned to that date.
SECTION 3. FACILITIES AND EQUIPMENT.
Except as otherwise provided, Consultant shall, at its sole cost and expense, provide all
facilities and equipment necessary to perform the services required by this Agreement. City shall
make available to Consultant only physical facilities such as desks, filing cabinets, and conference
space, as may be reasonably necessary for Consultant's use while consulting with City employees
and reviewing records and the information in possession of City. The location, quantity, and time
of furnishing those facilities shall be in the sole discretion of City. In no event shall City be
required to furnish any facility that may involve incurring any direct expense, including but not
limited to computer, long-distance telephone or other communication charges, vehicles, and
reproduction facilities.
SECTION 4, INSURANCE REQUIREMENTS.
Before beginning any work under this Agreemcnt, Consultant, at its own cost and expense,
shall procure the types and amounts of insurance checked below and provide Certificates of
Insurance, indicating that Consultant has obtained or currently maintains insurance that meets the
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2.3 Final Pavment. City shall pay the last five percent (5%) of the total amount due
pursuant to this Agreement within sixty (60) days after completion of the Services and submittal
to City of a final invoice, ifall ofthe Services required have been satisfactorily performed.
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requirements of this section and which is satisfactory, in all respects, to City. Consultant shall
maintain the insurance policies required by this section throughout the term of this Agreement.
The cost of such insurance shall be included in Consultant's compensation. Consultant shall not
allow any subcontractor, consultant or other agent to commence work on any subcontract until
Consultant has obtained all insurance required herein for the subcontractor(s) and provided
evidence thereofto City. Verification ofthe required insurance shall be submitted and made part
of this Agreement prior to execution. Consultant acknowledges the insurance policy must cover
inter-insured suits between City and other Insureds.
a. General requirements. Consultant, at its own cost and expense, shall
maintain commercial general and automobile liability insurance lor the term of this Agreement in
an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined
single Iimit coverage, for risks associated with the Services contemplated by this Agreement, TWO
MILLION DOLLARS ($2,000,000.00) general aggregate, and TWO MILLION
DOLLARS ($2,000,000.00) products/completed operations aggregate. If a Commercial General
Liability lnsurance or an Automobile I-iability lnsurance form or other form with a general
aggregale limit is used, either the general aggregate limit shall apply separately to the Services to
be performed under this Agreement or the general aggregate limit shall be at least twice the
required occurrence limit. Such coverage shall include but shall not be limited to, protection
against claims arising from bodily and personal injury, including death resulting therelrom, and
damage to property resulting from the Services contemplated under this Agreement, including the
use of hired, owned, and non-owned automobiles.
b. Minimum scopc ol'coverage . Commcrcial general coverage shall be at least
as broad as lnsurance Services Office Commercial General Liability occurence form CG 0001.
Automobile coverage shall be at least as broad as lnsurance Services Office Automobile Liability
lorm CA 0001 Code 2,8, and 9. No endorsement shall be attached limiting the coverage.
Additional requirements. Each of the followinc.
insurancc covcrage or added as a certified endorsement to thc policy:
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g shall be included in the
4.1 Workers' Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers' Compensation Insurance and Employer's Liability lnsurance for any and all
persons employed directly or indirectly by Consultant pursuant to the provisions ofthe Califomia
Labor Code. Statutory Workers' Compensation Insurance and Employer's Liability Insurance
shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per
accident, ONE MILLION DOLLARS ($1,000,000.00) disease per employee, and ONE MILLION
DOLLARS ($1,000,000.00) disease per policy. In the alternative, Consultant may rely on a self-
insurance program to meet those requirements, but only il'the program of self- insurance complies
fully with the provisions of the Calilomia Labor Code. Determination of whether a self-insurance
program meets the standards ofthe Califomia Labor Code shall be solely in the discretion ofthe
Contract Administrator. The insurer, if insurance is provided, or Consultant, if a program ofself-
insurance is provided, shall waive all rights ol'subrogation against City and its ofTicers, officials,
employees, and authorized volunteers for loss arising from the Services performed under this
Agreement.
4.2 Commercial General and Automobile Liabilitv Insurance.
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a. The insurance shall cover on an occurrence or an accident basis. and
not on a claims-made basis.
b. Any lailure of Consultant to comply with reporting provisions of the
policy shall not affect coverage provided to City and its ofTicers, employees, agents,
and volunteers.
4.3 Professional [,iabilitv Insurance.
a. General requirements Consultant, at its own cost and expense, shall
maintain for the period covered by this Agreement professional liability insurance for licensed
professionals performing the Services pursuant to this Agreement in an amount not less than ONE
MILLION DOLLARS (S1,000,000) covering the licensed professionals' errors and omissions.
Any deductible or self-insured retention shall be shown on the Certificate. If the deductible or
self-insured retention exceeds TWENTY-FIVE, THOUSAND DOLLARS ($25,000), it must be
approved by City.
b. Claims-made limitations. The following provisions shall apply if the
professional liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be no
later than the commencement ofthe Services.
b. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after the expiration or termination of this
Agreement or completion of the Services, so long as commercially available at
reasonable rates.
c. Ifcoverage is canceled or not renewed and it is not replaced with
another claims-made policy form with a retroactive date that precedes the E,ffective
Date of this Agreement, Consultant must provide extended reporting coverage for
a minimum of five (5) years after the expiration or termination of this Agreement
or the completion ofthe Services. Such continuation coverage may be provided by
one ofthe following: (l) renewal ofthe existing policy; (2) an extended repo(ing
period endorsement; or (3) replacement insurance with a retroactive date no later
than the commencement ofthe Services under this Agreement. City shall havethe
right to exercise, at Consultant's sole cost and expense, any extended reporting
provisions ofthe policy, if Consultant cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to
City prior to the commencement of the Services under this Agreement.
4.4 All Policies Re quirements
Acceptability of insurers. AII insurance re quired by this Section is to bea.
placed with insurers with a Bests' rating of no less than A:VII and admitted in Califbmia.
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b. Verification of coyerase. Prior to beginning the Services under this
Agreement, Consultant shall furnish City with Certificates ol Insurance, additional insured
endorsement or policy language granting additional insured status complete certified copies ofall
policies, including complete certified copies of all endorsements. All copies of policies and
certified endorsements shall show the signature of a person authorized by that insurer to bind
coverage on its behalf. The Certificate of Insurance must include the following reference:
RYzOzOlzl ON-CALL PLANNING (ENVIRONMENTAL REVIEW) SERVICES. The name
and address for Additional Insured endorsements, Certificates of lnsurance and Notice of
Cancellation is: City of Menifee,29844 Haun Road, Menifee, CA 92586. City must be endorsed
as an additional insured for liability arising out of ongoing and completed operations by or on
behalf of Consultant.
Notice of Reduction in or Cancellation of Coveragc. Consultant shall
provide writtcn notice to City within ten ( l0) working days if: ( | ) any of the required insurance
policies is terminated; (2) the limits ofany ofthe required polices are reduced; or (3) the deductible
or self insured retention is increased.
d. Additional insurcdl primary insurance. Ci ty and its olficers, cmployees,
agents, and authorized volunteers shall be covered as additional insureds with respect to each of
the lollowing: liability arising out of the Services performed by or on behalf of Consultant,
including the insured's general supervision of Consultanti products and completed operations of
Consultant, as applicable; premises owned, occupied, or used by Consultant; and automobiles
owned, leased, or used by Consultant in the course of providing the Services pursuant to this
Agreement. The coverage shall contain no special limitations on the scope ofprotection afforded
to City or its officers, employees, agents, or authorized volunteers. The insurance provided to City
as an additional insured must apply on a primary and non-contributory basis with respect to any
insurance or self-insurance program maintained by City. Additional insured status shall continue
for one ( I ) year after the expiration or termination ofthis Agreement or completion ofthe Services.
A certified endorsement must be attached to all policies stating that coverage ls
primary insurance with respect to City and its officers, oflicials, employees, and volunteers, and
that no insurance or self-insurance maintained by City shall be called upon to contribute to a loss
under the coverage.
Deductibles and Sclf-insured Retentions. Consultant shall obtain the
c.
written approval of City for the self-insured retentions and deductibles before beginning any ofthe
Services.
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During the term of this Agreement. only upon the prior express written
authorization ofthe Contract Administrator, Consultant may increase such deductibles or self-
insured retentions with respect to City, its officers, employees, agents, and volunteers. The
Contract Administrator may condition approval of an increase in deductible or self-insured
retention Ievels with a requirement that Consultant procurc a bond guaranteeing payment of losses
and related investigations, claim administration, and defense expenses that is satislactory in all
respects to each of them.
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I'. Subcontractors. Consultant shall include all subcontractors as insureds
under its policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages lor subcontractors shall be subject to all ofthe requirements stated
herein.
g. Variation. The Contract Administrator may, but is not required to, approve
in writing a variation in the foregoing insurance requirements, upon a determination that the
coverage, scope, limits, and forms ofsuch insurance are either not commercially available, or that
City's interests are otherwise fully protected.
4.5 Remedies. In addition to any other remedies at law or equity City may have if
Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent
and within the time herein required, City may, at its sole option, exercise any of the following
remedies, which are alternatives to other remedies City may have and are not the exclusive remedy
lor Consultant's breach:
a. Obtain such insurance and deduct and retain the amount of the premiums
for such insurance from any sums due under this Agreement;
b. Order Consultant to stop work under this Agreement or withhold any
payment that becomes due to Consultant hereunder. or both stop work and withhold any
payment. until Consultant demonstrates compliance with the requirements hereof; and/or
c. Terminate this Agreement.
SECTION 5. INDEMNIFICATION.
5.1 Indemnification for Prolessional Liabili tv Where the law cstablishes a
professional standard of care for performance of the Services, to the fullest extent permitted by
law, Consultant shall indemnify, protect, defend (with counsel selected by City), and hold harmless
City and any and all of its officers, employees, officials, volunteers, and agents from and against
any and all claims, losses, costs, damages, expenses, liabilities, liens, actions, causes of action
(whether in tort, contract, under statute, at law, in equity, or otherwise) charges. awards,
assessments, fines, or penalties of any kind (including reasonable consultant and expert fees and
expenses of investigation, costs of whatever kind and nature and, if Consultant fails to provide a
delense for City, the legal costs of counsel retained by City) and any judgment (collectively,
"Claims") to the extent same are caused in whole or in part by any negligent or wrongful act, error,
or omission of Consultant, its officers, agents, employees, or subcontractors (or any entity or
individual that Consultant shall bear the legal liability thereof) in the performance ofprofessional
services under this Agreement.
5.2 Indcmnification for Other than Professional Liability. Othcr than in thc
performance ol professional services and to the full extent pernitted by law, Consultant shall
indemnify, protect, defend (with counsel selected by City), and hold harmless City, and any and
all of its officcrs, employees, officials, volunteers. and agents from and against any and all Claims.
where the same arisc out of, are a consequence of, or are in any way attributable to. in whole or in
part, the performance of this Agreement by Consultant or by any individual or entity for which
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Consultant is legally liable, including but not limited to officers, agents, employees or
subcontractors of Consultant.
5.3 Limitation of lndemnification. l he provisions of this Section 5 do not apply to
claims occurring as a result of City's sole or active negligence. The provisions of this Section 5
shall not release City from liability arising from gross negligence or willful acts or omissions of
City or any and all of its officers, officials, employees, and agents acting in an official capacity.
SECTION 6. STATUS OF CONSULTANT.
6.1 Independent Contractor. At alltimes durin g the term ofthis Agreement, Consultant
shall be an independent contractor and shall not be an employee of City. City shall have the right
to control Consultant only insofar as the results of the Services rendered pursuant to this
Agreement and assignment of personnel pursuant to Subparagraph 1.3; however, otherwise City
shall not have the right to control the means by which Consultant accomplishes the Services
rendered pursuant to this Agreement. The personnel performing the Services under this
Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and
control. Consultant shall not at any time or in any manner represent that it or any of its officers,
employees, or agents is in any manner o{ficers, officials, employees, or agents of City. Consultant
shall not incur or have the power to incur any debt, obligation, or liability whatever against City,
or bind City in any manner. Except for the fees paid to Consultant as provided in this Agreement,
City shall not pay salaries, wages, or other compensation to Consultant lor performing the Services
hereunder for City. City shall not be liable for compensation or indemnification to Consultant for
injury or sickness arising out of performing the Services hereunder. Notwithstanding any other
City, state, or federal policy. rule, regulation, law, or ordinance to the contrary, Consultant and any
of its employees, agents, and subcontractors providing services under this Agreement shall not
qualify for or become entitled to any compensation, benefit, or any incident of employment by
City, including but not limited to eligibility to enroll in the California Public Employees
Retirement System ("PERS") as an employee of City and entitlement to any contribution to be
paid by City for employer contributions and/or employee contributions for PERS benefits.
SECTION 7. LEGAL REQUIREMENTS.
7 .2 Compliance with Applicable Laws. Consultant and an y subcontractor shall comply
with all applicable local, state, and federal laws and regulations applicable to the performance of
the work hereunder. Consultant shall not hire or employ any person to perlorm work within City
or allow any person to perform the Services required under this Agreement unless such person is
properly documented and legally entitled to be employed within the United States. Any and all
work subject to prevailing wages, as determined by the Director of Industrial Relations ofthe State
of Califomia, will be the minimum paid to all laborers, including Consultant's employee and
subcontractors. It is understood that it is the responsibility ofConsultant to determine the correct
scale. The State Prevailing Wage Rates may be obtained from the California Department of
fndustrial Relations ("DlR") pursuant to Califomia Public Utilities Code, Sections 465,466, and
467 by calling 415-703-4774. Appropriate records demonstrating compliance with such
requirement shall be maintained in a safe and secure location at all times, and readily available at
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7.1 Governins Law. The laws of the Statc of Califomia shall govern this Agreement.
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City's request. Consultant shall indemnify, defend, and hold City and its elected and appointed
boards, members, officials. olficers, agents, representatives, employees, and volunteers harmless
lrom and against any liability, loss, damage, cost or expenses (including but not Iimited to
reasonable attomeys' fees, expert witness fees, court costs, and costs incurred related to any
inquiries or proceedings) arising from or related to (i) the noncompliance by Consultant or any
party performing the Services ofany applicable local, state, and/or federal law, including, without
limitation, any applicable federal and/or state labor laws (including, without limitation, the
requirement to pay state prevailing wages and hire apprentices); (ii) the implementation ofSection
I 781 of the Labor Code, as the same may be amended from time to time, or any other similar law;
and/or (iii) failure by Consultant or any party performing the Services to provide any required
disclosure or identification as required by Labor Code Section I 781, as the same may be amended
lrom time to time, or any other similar law. It is agreed by the Parties that, in connection with
performance ofthe Services, including, without limitation, any and all public works (as defined
by applicable law), Consultant shall bear all risks ofpayment or non-payment ofprevailing wages
under Califomia law and/or the implementation of l,abor Code Section I 78 I , as the same may be
amended from time to time, and./or any other similar law. Consultant acknowledges and agrees
that it shall be independently responsible for reviewing the applicable laws and regulations and
effectuating compliance with such laws. Consultant shall require the same ofall subcontractors.
7 -3 Licenses and Permits. Consultant re presents and warrants to City that Consultant
and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and
approvals of whatsoever nature that are legally required to practice their respective professions.
Consultant represents and warrants to City that Consultant and its employees, agents, and
subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of
this Agreement any licenses, permits, and approvals that are legally required to practice their
respective professions. In addition to the foregoing, Consultant and any subcontractors shall obtain
and maintain during the term of this Agreement valid Business Licenses from City.
SECTION 8. TERMINATION AND MODIFICATION.
8.1 Termination. Cit y may cancel this Agreement at any time and without cause upon
written notification to Consultanl
8.2 Tcrmination by Consultant. Consultant ma y cancel this Agreement upon 30 days'
written notice to Citv
8.4 Extension. City may, in its sole and exclusivc discretion, extend the end date of
this Agreement beyond that provided for in Subsection l.l. Any such extension shall require a
written amendment to this Agreement, as provided for herein. Consultant understands and agrees
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8.3 Consequences of Termination. In the event of termination, Consultant shall be
entitled to compensation for the Services performed up to thc date of termination; City, however,
may condition payment of such compensation upon Consultanl delivering to City any or all
documents, photographs, computer software, video and audio tapes. and other materials provided
to Consultant or prepared by or l'or Consultant or City in connection with this Agreement.
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that, if City grants such an extension, City shall have no obligation to provide Consultant with
compensation beyond the maximum amount provided for in this Agreement. Similarly, unless
authorized by the Contract Administrator, City shall have no obligation to reimburse Consultant
for any othcrwise reimbursable expenses incurred during the extension period.
8.5 Amendments. The Parties may amend this Agreement only by a writing signed by
all the Parties.
8.6 Assisnment and Subcontractinq. City and Consultant recognize and agree that this
Agreement contemplates personal perforrnance by Consultant and is based upon a determination
of Consultant's unique personal competence, experience, and specialized personal knowledge.
Moreover, a substantial inducement to City for entering into this Agreement was and is the
professional reputation and competence ofConsultant- Consultant may not assign this Agreement
or any interest therein without the prior written approval ofthe Contract Administrator. Consultant
shall not subcontract any portion of the performance contemplated and provided for herein, other
than to the subcontractors noted in Consultant's proposal, without prior written approval of the
Contract Administrator. In the event that key personnel leave Consultant's employ, Consultant
shall notify City immediately.
8.7 Survival. All obligations arising prior to the expiration or termination of this
Agreement and all provisions of this Agreement allocating liability between City and Consultant
shall survive thc expiration or termination of this Agreement.
8.8 Options upon Breach by Consultant. [fConsultant materially breaches any ofthe
terms of this Agreement, City's remedies shall include, but not be limited to, any or all of the
following:
a. lmmediately terminate this Agreement;
b. Retain the plans, specifications. drawings, reports. design documents, and
any other work product prepared by Consultant pursuant to this Agreement;
c. Retain a different consultant to complete the Services described in
Exhibit A; and/or
d. Charge Consultant the difference between the cost to complete the Services
described in Exhibit A that is unfinished at the time of breach and the amount that City
would have paid Consultant pursuant to Section 2 if Consultant had completed the
Services.
SECTION 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Crcated as Pat1 of Consultant's Performancc. All re ports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records,
files, or any other documents or materials, in electronic or any other form that Consultant prepares
or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the
property of City. Consultant hereby agrees to deliver those documents to City upon the expiration
or termination of this Agreement. lt is understood and agreed that the documents and other
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materials, including but not limited to those described above, prepared pursuant to this Agreement
are prepared specifically for City and are not necessarily suitable for any future or other use. Any
use of such documents for other projects by City shall be without liability to Consultant. City and
Consultant agree that. until final approval by City, all data, plans, specifications, reports, and other
documents are confidential and will not be released to third parties without prior written consent
of both Parties unless required by law.
9.2 Licenshg of Intellectual Property. 'fhis Agreement creates a non-exclusive and
perpetual license for City to copy! use, modily, reuse, or sublicense any and all copyrights, designs,
rights of reproduction, and other intellectual property embodied in plans, specifications, studies,
drawings, estimates, test data, survey resulls, models, renderings, and other documents or works
of authorship fixed in any tangible medium ofexpression, including but not limited to, physical
drawings, digital renderings, or data storcd digitally, magnetically, or in any other medium, which
are prepared or caused to be prepared by Consultant under this Agreement ("Documents and
Data"). Consultant shall require all subcontractors to agree in writing that Chy is granted a non-
exclusive and perpetual license lor any Documents and Data the subcontractor prepares under this
Agreement. Consultant represents and warrants that Consultant has the legal right to license any
and all Documents and Data. Consultant makes no such representation and warranty in regard to
Documents and Data which were prepared by design professionals other than Consultant or
provided to Consultant by the City. City shall not be lim ited in any way in its use of the Documents
and Data at any time, provided that any such use not within the purposes intended by this
Agreement shall be at City's sole risk.
9.3 Consultant's Books and Records. Consultant shall maintain an y and all ledgers,
books ofaccount, invoices, vouchers, canceled checks, and other records or documents evidencing
or relating to charges lor the Services or expenditures and disbursements charged to City under
this Agreement for a minimum of three (3) years, or for any longer period required by law, from
thedate offinal payment to Consultant underthis Agreement. Allsuch records shall be maintained
in accordance with generally accepted accounting principles and shall be clearly identified and
readily accessible.
9.4 Inspection and Audit of Records. An y records or documents that Section 9.3 of
this Agreement requires Consultant to maintain shall be made available for inspection, audit,
and/or copying at any time during regular business hours, upon oral or written request of City.
Under Califomia Covemment Code Section 8546.7, ifthe amount ofpublic funds expended under
this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), this Agreement shall be
subject to the examination and audit of the State Auditor, at the request of City or as part of any
audit of City, for a period ofthree (3) years after final payment under this Agreement.
SECTION 10.MISCELLANEOUS PROVISIONS.
l0.l Attorncys' Fccs. Ileither Pa rty to this Agreement brings any action, including an
action for declaratory relief, to enforce or interpret the provision ofthis Agreement, the prevailing
Party shall be entitled to reasonable attomeys' fees and expenses including costs, in addition to
any other relief to which that Party may be entitled; provided, however, that the attomeys' fees
awarded pursuant to this Section shall not exceed the hourly rate paid by City for legal services
multiplied by the reasonable number ofhours spent by the prevailing Party in the conduct ofthe
2671l0r 1E58-0001
163042t 2 a05122t20 -lt-
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Docusiqn Envelope lD E2F 92D29-AA7O-4395-AE97-2 06 DF F 8S4264
litigation. The court may set such fees in the same action or in a separate action brought for that
purpose.
10.2 Aoolicable Law: Venue. The intemal laws of the State of Califomia shall govern
the interpretation and enforcement of this Agreement. [n the event that either Party brings any
action against the other under this Agreement, the Parties agree that trial ol such action shall bo
vested exclusively in Riverside County.
10.3 Severability. Ifany provision of this Agreement is held invalid, the remainder of
this Agreement shall not be affected thereby and all other parts of this Agreement shall
nevertheless be in lull force and effect.
10.4 Section Headinss and Subheadines. The section headings and subheadings
contained in this Agreement are included for convenience only and shall not limit or otherwise
alfect the terms of this Agreement.
10.5 No Implied Waiver of Breach. The waiver of any breach of a specific provision of
this Agreement does not constitute a waiver ofany other breach of that term or any other term of
this Agreement.
10.6 Successors and Assisns. The provisions ofthis Agreement shall inuretothe benefit
ofand shall apply to and bind the successors and assigns ofthe Parties.
10.7 Consultant Representative. All matters under this Agreement shall be handled for
Consultant by Kevin Thomas, Senior Environmental Manager ("Consultant's Representative").
The Consultant's Representative shall have full authority to represent and act on behalf of
Consultant forall purposes under this Agreement. The Consultant's Representative shall supervise
and direct the Services, using his best skill and attention, and shall be responsible for all means,
methods, techniques, sequences, and procedures and for the satisfactory coordination of all
portions ofthe Services under this Agreement.
10.9 Notices. Any written notice to Consultant shall besentto:
Kimley-Horn and Associates, Inc.
Attn: Kevin Thomas, Senior Environmental Manager
3880 Lemon Street, Suite 420
Riverside, CA 92501
Any written notice to City shall be sent to the Contract Administrator at:
267tl03tE5E-000t
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^o5t21t2o
City of Menilee
-t2-
10.8 Citv Contract Administration. This Agreement shall be administered by a City
employee, Kevin Ryan, Planning Manager ("Contract Administrator"). All correspondence shall
be directed to or through the Contract Administrator or his designee. The Contract Administrator
shall have the power to act on behalf ol City for all purposes under this Agreement. Unless
otherwise provided in this Agreement, Consulant shall not accept direction or orders from any
person other than the Contract Administrator or his designee.
DocuSign Envelope lD: E2F92D29-AA70-4395-AE97-206DFF894264
29844 Haun Road
Menifee, CA 92586
Attn: Kevin Ryan, Planning Manager
with a copy to:
City Clerk
City of Menifee
29844 Haun Road
Menifee, CA 92586
10.10 Professional Seal Where applicable in the determination of the Contract
Administrator, the first page ofa technical report, first page ofdesign specifications, and each page
of construction drawings shall be stamped/sealed and signed by the licensed prolessional
responsible lor thc report/design preparation. 'fhe stamp/seal shall be in a block entitled "Seal and
Signature of Registered Professional with report/design responsibility," as in the following
example.
Seal and Signature of Registered Professional with
repor/desi gn responsibi I ity.
l0.ll Riehts and Remedies. Exce pt with respect to rights and remedies expressly
declared to be exclusive in this Agreement, the rights and remedies of thc Parties are cumulative
and the exercise by cither Party ol one or more of such rights or remedies shall not preclude the
exercise by it, at the same or different times, of any other rights or remedies lor the same default
or any other delault by the other Party.
10.12 Intesration. This Agreement, including the scope of services attached hereto and
incorporated herein as Exhibit A, represents the entire and integrated agreement between City and
Consultant and supersedes all prior negotiations, representations, or agreements, either written or
oral. The terms of this Agreement shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either Party by reason ofthe authorship of
this Agreement or any other rule ofconstruction which might otherwise apply.
10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of
which shall be an original and all of which together shall constitute one agreement.
10.14 Execution ofContract. The persons executingthis Agreement on behalfofeach of
the Partics hereto represent and warrant that (i) such Party is duly organized and existing, (ii) they
are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so
executing this Agreement, such Party is formally bound to the provisions of this Agreement, and
(iv) that entering into this Agreement does not violate any provision of any other Agreement to
which said Party is bound.
10.15 Nondiscrimination. Consultant covenants that, by and for itself, its heirs, executors,
assigns, and all persons claiming under or through them, that in the performance ofthis Agreement
2671l01lE5E-000t
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there shall be no discrimination against or segregation ot, any person or group ol persons on
account of any impermissible classification including, but not limited to, race, color, creed,
religion, sex, marital status, sexual orientation, national origin, or ancestry.
10.16 No l'hird Party Beneficiaries. With the exception of the specific provisions set
forth in this Agreement, there are no intended third-party beneficiaries under this Agreement and
no such other third parties shall have any rights or obligations hereunder.
I 0.17 Nonliabilitv of City Officers and Employees. No officer, olficial, employee, agent,
representative, or volunteer of City shall be personally liable to Consultant, or any successor in
interest, in the evcnt ofany delault or breach by City or lor any amount which may become due to
Consultant or to its successor, or for breach ofany obligation of the terms of this Agreement.
10.18 No Undue lnfluence. Consultant declares and warrants that no undue influence or
pressure is used against or in concert with any officer or employee of City in connection with the
award, terms or implementation of this Agreement, including any method oflcoercion, confidential
financial arrangement, or financial inducement. No officer or employee of City shall receive
compensation, directly or indirectly, from Consultant, or from any officer, employee, or agent of
Consultant, in connection with the award ofthis Agreement or any work to be conducted as a result
of this Agreement.
10.19 No Benefit to Arise to Citv Employees. No member, officer, or employee of City,
or their designees or agents, and no public official who exercises authority over or has
responsibilities with respect to this Agreement during his/her tenure or for one ( I ) year thereafter,
shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds
thereof, for the Services to be performed under this Agreement.
ISignatures on Following Page]
2671l03 tE5E-0001
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DocuSign Envelope lD: E2F92D29-AA70-439s,AE97-206DFF894264
IN WITNESS WHEREOF, the Parties hereto have executed and entered into this
Agreement as ofthe Elfective Date.
CITY OF MENIFEE CONSULTANT
fuaw AUt
Armando G.illa, City Manager ll nan ts,ice President
.l
A. Manwaring. City Clerk
as to F orm:
. Melching,ttorney
frb^-) frlLl, flssistar^} S unluy
Margit Allen, AICP, Assistant Secretary
[Note: 2 officer's signatures required if
Consultant is a corporation, unless provided
with a certificate of secretary in-lieu]
267 r/031858-000 r
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^05122/20
-15-
DocuSign Envelope lD: E2FS2D29,AA70-4395-AE97-206DFF894264
EXHII}IT A
SCOPE OF SERVICES
Consultant shall provide the fbllowing services in the amount not to exceed ONE HUNDRED
FIFTY THOUSAND DOLLARS AND ZERO CENTS (SI5O,OOO.OO).
Preparation and/or Peer Review: Environmental Services
Firm shalI provide environmental services with demonstrated expertise in processing
apptications for various types of projects (residentiat, commerciat-industriat, mixed use) and
preparing environmentat review documents as required by CEQA and/or NEPA that inctude,
but not limited to, one or more of the fotlowing planning and environmental tasks:
- lnitiaI Site Assessments
- Preparation of CEQA/NEPA studies (ElR, MND, ND and CE)
- Noise Studies
- Archeotogicat, Cutturat Resources, and PateontotogicaI Resource Services
- Air Quality Studies
- Traffic Studies
- Greenhouse Gas
- Biologicat Resources Services, inctuding but not limited to:
o Biotogical resource technical reports
o Western Riverside County Muttiple Species Habitat Program (MSHCP) documents
inctuding, MSHCP Habitat Assessment and Consistency Analysis, Determination of
BiotogicaI Equivatent or Superior Preservation (DBESP) reports, and Criteria
Refinements
o Habitat mitigation and restoration ptans
o Sensitive species surveys
o Oak tree surveys
o Fue[ modification reports
o Jurisdictionat detineations/regutatory permitting
o BiotogicaI resources construction comptiance monitoring and reporting
o Witdtife and regulatory agency coordination (USFWS, CDM, USACE, RWQCB)
o Biological resource-related CEQA documents
- EnvironmentaI Mitigation Studies/ Reports
- Coordinate and distribute environmental documents and notices
- Mitigation Monitoring and Reporting Ptans
- Presentations at community meetings and public hearings
Assignments may also include third-party peer reviews of environmentat documents and
technicaI studies, generatty retated to development apptication review.
267 I /01 I 858-000 I
76104?1 2 a00/00/00
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HOURLY RATE SCHEBJLE:list oll
tr MENIFEE
New. Eetter. Best
o
3
Civit Design Servicer 5rr2 sll5 5lae 516,1
Civil Derign Servicet Sl r9 stl2 5146
Civit Design Service5 t270 s281 Sl04
Civit Design Services 52r8 s22l s2l6
Civil Design Services s r98 5206 s214 s223
Civit Design Services s 161 s r6E 5r 74 51E 1
Civit oesign Services s140 s r16 5r52 s r59
Civil oesign Services Sr. support St.ff sr6r 5168 sl l.5161
civiL oesign Services S!pport 5t.tl 51r5 s119 5124 5129
EnvironnEnt l 5.Nic6 5335 51,{9 !16!
EnvlronE!€rn.l serrc.t s307 s319 5132 5346
Envlronm€rtal Services t77O s28r S2e?5104
[nviron ertal Service!s2r8 5227 52i6 5246
tnvironFEnt.l 5!rvic.t 5198 s206 5214 szZl
EnvlrontrEntat Sdic.e 5161 sr 68 s1/4 518 !
tnvi.onrpntal Servic?s 5140 S1{6 5152 s 15e
Environftntal S€rvlc€3 Sr. Suppon Stall 5r 61 sr68 51t4 srEl
€nvironnEltat Servica,Suptort Statf 5r15 sr 19 5124 5i29
YEAR 2 YEAR ]
(2021t2?t (m2uzrl
SPECIALTY HOURLY RATE (S)TITLE &
DESCRIPTION
YEAR I
t2019120r
IEAR .t
(202U211
26? t/0I856-0001
7610421 2 a00/00/00
I sror
I
I
T-F--
DocuSign Envelope lD : E2F92D29- AA7 0- 4395-AE97-206DFF894264
ffi MENIFEE
New. Bette. geat
LIST ALL ANTICIPATED REItitSURSA8LE COSTS
Note: List att equipment hourly ,ate on a separate sheet a5 needed.
City reserves the right to negotiate this price on a project-by-project basis
PLEASE MARK ALL ACKNOWGEMENTS AND COIAPLETE FOLLOWING SECTION:
E the troposal provlded reflectr.ny eddltlonal .ddendum(s) lrsued wlth respcct to thli RFQ
El Srb.ttt"l of thl, proposal indlcatei we have .evlewed the propGed wrlttan agrccnent lnd lf
selected would accept all terms of the propored eg.€ement.
Ki ley-Hom and Associates. lnc.
Company llame
1880 Lemon Sreet. Suite 420
Address
Rirers;dc CA 9:It68
City
I 951 ) 5,1.]-9868
State Zip Code
) N.A
Telephone Numbet
Company Type:
I Corporation I Pannership I Trust/Estate
I lndividual/sole Proprielor or singte member LLC I I Other:
: Limited Liabitity Company (LLC)
,7
Print Name Title
REIA.IBURSAELE COST DESCRIPTION AMOUNT (at cort)
2671l031858-0001
7610421.2 a00/00/00 4-
SiSnqd 8y
Jason rriatson, P.E.
o
OocuSign Envelope lDr E2F92D29 AA70-4395-AE97-206DFF894264
ATTACHMENT A: HOURLY RATE SCHEDULE
ffi MENIFEE
New. Better Best.
RFq 2018-3
Annual On C.ll Prof.ssion.l Seryice3
(Pl.nnlnt s6rvlc65)
Conrultant N.m€:BCR Consuttinq LLC
Address 505 We5t 8th Street
City, State and Zip Code:Ctaremont, catlfornia 91711
Please provide detaited Hourly Rates for each staff po6ition and any other irKidental or
additionat costs required in the spac$ provided betow to comptete the Scope of Work
requirements.
PROPOSED SERVICESi (Please mark all thqt awlyl
Pl.nninl sorvic6s
I Generat Ptanning.ReLated Oevelopment and Land Ure Proiect Reviel,,r' SeMces
I Lardscape Design Ptan Review Services
3 Archeotogicat, Cutturat Reiources, and Pateontologicat Resource services
I Environmental Review (CEQA/NEPA) Service!
I Municipat Financiat Review Services (Fiscal lmpact Anatysis)
o
26?l/031858-0001
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HOURLY RATE SCHEDULEI
tr MENIFEE
New. Better Best.
list oll itiorB anti
6-
o
Cutlurat Resources Principal Archaeoloqist s 120.00 S126. oo s126.00 s132.00
CulturaI Resources PriEipat Archit.(urrL Hi5ton.n s120.00 s126.00 sr 26.00 s 132.00
CulturalRe6ources PrinciDat Paleontotoeist s120.00 s126.00 5112.00
CuLt!rat Resources Ar<h.stog'c:t Projec t M.n.80 r s100.00 S105.oo s r 05.00 5r1o.oo
cLrltural Reaour.ea P.t.ontotogcat Proiect l,un.t r s100.00 s105.00 s105.00 s r 10.00
cutturaI Resources ArchitecbJrat Historv Proi.ct Lrdr 5100.00 s105.00 s 10s.00 s110.00
CutturaI R6ourc6 Gocr.phi. lnfo Syst nE Spe.iati:t s85.00 s90-00 s90.00 s94.00
Cuttura( Resources St:ft Archr.obin/Momlor s6s.00 s68 oo S68.oo 571.00
Cultural Resources St ff P.l.ontologist/llrni ior s65.00 s68.00 s68.00 571.00
Cuttural R6ourc6 Strf f Hisbrian/Ra56ir.h.r 565.00 s68.00 s68.00 s71.00
YEAR 4
l2o21tTr2Zl
II I
I
HOURLY RATE (S)
YEAR 3
(?ozotztl
III
I
I
YEAR 2
(2oletml
IIIIIIIIIIIIIIIIIIII
III
YEAR I
lzJ1Al19'
TITLE &
DESCRtFftOT{
SPECIALTY
267rl01tE5E-0001
7630421 2 a00/00/00
fI
ltll
DocuSign Envelope lDr E2F92D29-AA70-439s-AE97-206DFF894264
ffi MENIFEE
New. Eetter Besl
LIST ALL ANTICIPATED REIMSURSABLE COSTS
Note: List all equipment hourty rate on a separate sheet as needed,
City reserves the right to negotiate this price on a project'by"project basis.
PLEASE i,tARK ALL ACKNOWGE^4ENTS AND COtvtPLETE FOLLOWING SECTION:
E The Proposal provided reflectg any additlonal addendum(s) lssued wlth resPect to this RFQ
E Srbaltt"lof thl. proposal lndlcatel we have revlewed the proposed wrltten agreement and lf
selected would accept all term! of the proposed agreement.
BCR Consuttinq LtC
Company Name
5O5 WF<l Ath Slr.el
Address
Ctaremont California 91711
City Zip Code
Company Typ€:
I Corporatioo Partnership I Trust/Estate
I lndividual/Sote ProprieLor or singte mernber LLC I Other
x Limited Liability Company (LLC)
Signed By
David Brunze(I. Pnncipat Archaeoloqist
Print Name Ti e
550.00 oer day
S0.56 oer mite
5110.00 per
REIMBUR5ABLE COST OESCRIPTION AMOUNT (at cost)
267 t03 I E,E.O00l
7630421 2 100/00,00 -7-
I
I
State
I eoe,W(-909-)992:1065--
T€lephon€ Number Fax Number
nrL-/
Docusign Envelope lD E2F92D29 AA70-4395-AE97-206DFF894264
ATTACHMENT A: HOURLY RATE SCHEDULE
ft MENIFEE
New. B€tler. BFst.
RFq 2018-3
Annu.l On C.ll Profes3lonal servlcca
(Pl.nnint Servicei)
Con5ultant Name:.Iericho Sy6teme, Inc.
Addrass:47 N lst Street. Suite .L
City, St te rnd Zip Codsr Redlands, CA 92373
Please provide detaited Hourty Rates for each staff po6ition and any other incidental or
additiona{ costs required in the spaces provided betow to comptete the kope of work
requirements.
PROPOSED SERVICESt lPleose mork oU thot owlyl
Plannint serM.es
I Generat PLanning"Related Devel@ment and Land Use Proiect Reviq, SeMces
] LaMscape Design Ptan Revi€rd services
I Archeotogicat, Cuttural Resources, and Paleontotogical Resource SeMces
3 Environmental Review (CEQA/NEPA) Services
] Municipat Financial Review Services (Fiscat lmpact Anatysis)
2671l03185E-000r
?630421 2 a00/00/00 -8-
nr\-/
DocuSign Envelope lD: E2F92D29-AA70-4395-AES7-206DFF894264
HOURLY RATE SCHEDULE:eose list oll ions antk
ffi MENIFEE
New. Better Best.
Jericho lnc
BiologicaI Resources Principal ln Charge s 150 5158 5155 5174
BiologicaI Resources Project l,lanaqer s145 s153 5160 s 168
Biotogicat Resources Reg Speciatist-Lead sr 35 5142 s150 s157
Biological Re5ources Ecdoqist - Lead 5r l5 5142 5150 s157
BiotogicaI Resources Site l,tanager . Lead S1l5 5150s142 5157
BiologicaL Resources FAA Licensed UAV Piolot 5125 51 31 s138 s 145
Biotogicat Resources Biotogist-Specialty Permit s120 s126 s132 5139
Eiotogical R6ources 51r0 5116 s122 s128
Biotogicat Relources Biotogist . Support 595 5100 5105 5'110
Biotogical R$ources Gls - Lead s9s s 100 5105 s110
Biotogical Relources Construction Mmitor 595 s 100 s10s 5110
Bioloqicat Resources 550 Ssl 5s6 s59
TITLE &
DESCRIPTION
SPECIALTY HOURLY RATE (S)
YEAR 2
(20211221
IIIIIIrIII
I
YEAR .I
r2o't9lml
YEAR !
tm2a23l
I
III
YEAR 4
(zo23t24l
2671l011858-0001
7630421 2 a00/00/00 9-
o
Biologist - Lead
Administrative
r
Docusign Envelope lD E2FS2D2S 4A70,4395 AE97 206DFF894264
ft MENIFEE
New. Eetter. Best
LIST ALL ANTICIPATED REIAABURSABLE COSTS
Note: List all equipment hourty rdte on a separate sheet as needed.
City reserves the right to negotiate thjs price oo a project-by-proiect basis
PLEASE MARK ALL ACKNOWGEMENTS AND COMPLETE FOLLOWING SECTION:
E the Proposal provided reflects any additional .ddendum(s) isrued with relpect to this RFQ
E subritt"l of thi, propos.l indicates w€ have r6viewed the proposed written aSreement and if
selected would accept allterm! of the proposld agrcement.
Jericho Systems, lnc
Compeny Name
47 N. Irt Street, suite 1
Catifornia 9?373
City
(909)
State Zip Code
915-5900
Telephone Number Fax Number
Partncrship Trust/Estate LimitcJ Liability Company (LtC)
: lndividuat/sole roprietor or single rnember LtC - Other:
Shay Lawrey, President
Print Name
company Type
X Corporation
Miteage Current IRS Rate
PhotocopyinS At cort
Speciat Vehicte Rental, Speciat Fietd Equipment At cost
Hotet, Per Diem Current GSA Rate for Menifee
REI^.IBURSABLE COST DESCRIPTIO}I A TOUNT (at cost)
267tl0ll85E-0001
7630421 2 a00/00/00 - 10-
Add.ess
Redlands
I
Tirle