00-054 DKS AssociatesPURCHASE ORDER NO.
ACCOUNT NO.
AGREEPyIENT
THIS CONSULTANT AGREEMENT, made and entered into this ~ day of SEPTEMBE/~2000,
by and between the CITY OF CUPERTINO, a municipal corporation of California, hereinafter referred to as
"CITY", and DKS Associates, a consulting firm with offices at 1956 Webster Street, Suite 300, Oakland,
California 94612-2931, hereinafter referred to as "CONSULTANT";
WITNES~SETH:
WHEREAS, CITY desires to retain traffic engineering services in conjunction with De Anza Boule-
vard/Stevens Creek Boulevard/Wolfe Road Arterial Man~-gement Project; and
WHEREAS, CITY desires to engage CONSULT.~NT to provide these services by reason of its
qualifications and experience for performing such services, and CONSULTANT has offered to provide the
required services on the terms and in the manner set forth herein;
NOW, THEREFORE, in consideration of their mutual covenants, the parties herein agree as follows:
1. DEFINITIONS.
(a) The word "City" as used in this agreement shall mean and include all the territory lying
within the municipal boundaries of the City of Cupertino, California, as presently existing, plus all territory
which may be added thereto during the term of this agreement by annexation or otherwise.
(b) The term "City Manager" shall mean the duly appointed City Manager of the City of
Cupertino, California, or his/her designated representative;.
(c) The term "City Attorney" shall rr~ean the duly appointed City Attorney of the City of
Cupertino, California, or his/her designated representative;.
(d) The term "City Clerk" shall meats the duly appointed City Clerk of the City of
Cupertino, California, or his/her designated representative;.
CONSULTANT CONTRACT ADMINISTRATION.
(a) Cam. The City Manager shall be representative of CITY for all purposes under this
agreement. RAYMOND CHONG is hereby designated as the CONTRACT ADMINISTRATOR for the City
Manager and shall supervise the progress and execution of this agreement.
(b) Consultant. CONSULTANT shall assign a PROJECT MANAGER to have overall
responsibility for the progress and execution of this agreement for CONSULTANT. Kevin Aguigui is hereby
designated as the PROJECT MANAGER. Should circumstances or conditions subsequent to the execution of
this consultant agreement require a substitute PROJECT MANAGER for any reason, the PROJECT
MANAGER designee shall be subject to the prior written acceptance and approval of the CONTRACT
ADMINISTRATOR.
3. DESCRIPTION OF WORK.
(a) Services to be Furnished. CONSULTANT shall provide all specified services as set
forth in the following document:
(1) CONSULTANT's "Proposal for the Design and Implementation of a
Generation 1.5 Traffic Responsive System for the De Anza Boulevard/Stevens Creek Boulevard/Wolfe Road
Arterial Management System", attached by reference as Exhibit A.
(3) CONSULTANT's "Work Plan", dated March 17, 2000, attached as Exhibit C.
(b) Laws to be Observed. CONSULTANT shall:
(1) Procure all permits and l icenses, pay all charges and fees, and give all notices
which may be necessary and incident to the due and lawfial prosecution of the services to be performed by
CONSULTANT under this agreement.
(2) Keep itself fully informed of all existing and future federal, state, and local
laws, ordinances, regulations, orders, and decrees which may affect those engaged or employed under this
agreement, any materials used in CONSULTANT'S performance under this agreement, or the conduct of the
services under this agreement.
(3) At all times, exercise due; professional care to observe and comply with, and
cause all of its subconsultants and employees, if any, to observe and comply with all of said laws, ordinances,
regulations, orders, and decrees mentioned above;
(4) Immediately report to the CONTRACT ADMINISTRATOR in writing any
discrepancy or inconsistency it discovers in said laws, ordinances, regulations, orders, and decrees mentioned
above in relation to any plans, drawings, specifications, or provisions of this agreement.
(c) Release to Reports and Information. Any reports, information, data, or other material
given to, or prepared or assembled by CONSULTANT or its subconsultants, if any, under this agreement shall
be the property of CITY and shall not be made available t:o any individual or organization by CONSULTANT
or its subconsultants, if any, under this agreement without the prior written approval of the City Manager.
(d) Qualifications of CONSULTANTC. CONSULTANT represents that it is qualified to
furnish the services described under this agreement.
4. TIME OF BEGINNING AND COMPLETION.
CONSULTANT shall begin work after letter of notification has been sent to the CONSULTANT from
the CITY. Work will be completed by December 31, 2001.
PAYMENTS.
The CITY shall reimburse the CONSULTANT on a time and expenses basis for actual cost
plus fixed fee (including labor costs, employee benefits, overhead, profit, and other direct costs plus fixed fee)
incurred by the CONSULTANT in performance of the w~~rk, in an amount not to exceed $285,000.00.
Total expenditures made under this agreement shall not exceed the sum of $285,000.00.
The CONSULTANT'S cost proposal is stated in the following documents:
(1) Consultant's "Cost Proposal", dated March 27, 2000, attached as Exhibit A.
6. RECORDS RETENTION.
The CONSULTANT'S records shall be retained for inspection by the City, or their duly authorized
representatives for three years after final payment to the (:ONSULTANT.
7. COST PRINCIPLES.
The Federal Acquisition Regulations in Title 48, Code of Federal Regulations (CFR) 31 are the
governing factors regarding allowable elements of cost.
(a) Covenant Against Contingent Fees. The CONSULTANT warrants that he/she has not
employed or retained any company or person, other than ;~ bona fide employee working for the CONSULTANT
to solicit or secure this agreement, and that he/she has nog: paid or agreed to pay any company or person, other
than a bona employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration
contingent upon or resulting from the award or formation of this agreement. For breach or violation of this
warranty, the CITY shall have the right to annul this agreement without liability, or at its discretion to deduct
from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission,
percentage, brokerage fee, gift, or contingent fee.
DESIGN STANDARDS.
The CONSULTANT shall provide services that conform with the appropriate standards for design or
other standards for work performance as stipulated as follows:
(1) Caltrans' Highway Design Manual
(2) Caltrans' Traffic Manual
(3) National Transportation Communications for ITS Protocol
(4) National Intelligent "Transportation Systems Architecture
9. DOCUMENTS.
The CONSULTANT shall document the results of the work to the satisfaction of the CITY. This may
include preparation of progress and final reports, plans, s~~ecifications and estimates, or similar evidence of
attainment of the agreement objectives.
(a) Ownership of Documents. The tracings, plans, specifications, software, and maps
prepared as instruments of professional services or obtained under the terms of the agreement be delivered to
and become the property of the CITY, and that basic survey notes and sketches, charts, computations, and other
data prepared or obtained under such agreement shall be made available, upon request, to the CITY without
restriction or limitation on their use. The CONSULTANT shall not be responsible for CITY'S modification to
its instruments of professional services or for their re-use on other projects.
10. CHANGES IN WORK.
All changes and/or extra work shall be performed and paid for in accordance with the following:
(a) Only the City Engineer or City Council may authorize extra and/or changed work.
CONSULTANT expressly recognizes that other City per;~onnel are without authorization to either order extra
and/or changed work or waive contract requirements. Failure of CONSULTANT to secure the Council's or
City Engineer's prior written authorization for such extra and/or changed work shall constitute a waiver of any
and all right to adjustment in contract price due to such u~rauthorized work and CONSULTANT thereafter shall
be entitled to no compensation whatsoever for performan~~e of such work.
(b) If the CONSULTANT is of the opinion that any work he has been directed to perform
is beyond the scope of this agreement and constitutes extra work, he shall promptly notify the CITY of the fact.
The CITY shall make a determination as to whether or not such work is, in fact, beyond the scope of this
Agreement and constitutes extra work. In the event that the CITY determines that such work does constitute
extra work, it shall provide extra compensation to the CONSULTANT on a fair and equitable basis. A
supplemental agreement providing for such compensation for extra work shall be negotiated between the CITY
and the CONSULTANT. Such supplemental agreement ;hall be executed by the CONSULTANT and be
approved by the necessary CITY officials.
(c) In the event CITY determines th~it such work does not constitute extra work,
CONSULTANT shall not be paid extra compensation above that provided herein and if such determination is
made by CITY staff, said determination may be appealed to the City Council as long as a written appeal is
submitted to the City Manager within five (5) days after the staff's determination is received by the
CONSULTANT. Said written appeal shall include a description of each and every ground upon which
CONSULTANT challenges the staff s determination.
1 I . DELAYS AND EXTENSIONS.
The CITY shall consider an appropriate extension of time in case of unavoidable delays and for
consideration of corresponding warranted adjustments in payment. In the event that the services called for
under this agreement are not completed within the time specified above, the City Manager shall have the option
to extend the time for completion. This paragraph does not preclude the recovery of damages for delay by
either party. Neither party shall be responsible for delays from causes beyond its reasonable control.
12. TERMINATION OR ABANDONMENT.
(a) Right to Suspend or Terminate. lEither party may suspend or terminate this agreement
for any reason by giving thirty (30) days' written notice. Upon receipt of such notice CONSULTANT shall
immediately discontinue his performance under this agre~:ment. The City Manager shall have the authority to
suspend this agreement, wholly or in part, for such period. as he deems necessary due to unfavorable conditions
or to the failure on the part of the CONSULTANT to perform any provision of this agreement.
(b) Payment. Upon such suspension or termination, CONSULTANT shall be paid for all
services actually rendered to CITY to the date of such suspension or termination; provided, however, if this
agreement is suspended or terminated for fault of CONSULTANT, CITY shall be obligated to compensate
CONSULTANT only for that portion of CONSULTANT services which are of benefit to CITY.
(c) Return of Materials. Upon such suspension or termination, CONSULTANT shall turn
over to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other
data, whether or not completed, prepared by CONSULT~~NT or its subconsultants, if any, or given to
CONSULTANT or its subconsultants, if any, in connecti~~n with this agreement. Such materials shall become
the permanent property of CITY. CONSULTANT, however, shall not be liable for CITY's use of incomplete
materials or for CITY's use of complete documents if use:d for other than the project contemplated by this
agreement.
13. REMEDIES
Upon a breach or default of any of the terms or obligations of this Agreement by CONSULTANT, the
CITY shall be entitled to exercise all rights and remedies hereby reserved under this agreement or made
available under applicable laws.
14. RESPONSIBILITY FOR CLAIMS AND LIABILITY (INDEMNIFICATION).
CONSULTANT hereby agrees to indemnify and save harmless CITY, its officers, agents, and
employees of and from:
(a) Any and all damages to or destruction of the property of CITY, its officers, agents, or
employees occupied or used by or in the care, custody, or control of CONSULTANT caused by any negligent
act, error, or omission of CONSULTANT or any subconsultant under this agreement or of CONSULTANT'S or
any subconsultant's employees or agents.
(b) Any and all claims and demands which may be made against CITY, its officers, agents,
or employees by reason of any injury to or death of or damage suffered or sustained by any employee or agent
of CONSULTANT or any subconsultant under this agreement, to the extent caused by any negligent act, error
or omission of CONSULTANT, excepting, however, any such claims and demands which are the result of the
negligence or willful misconduct of CITY, its officers, agents, or employees.
(c) Any and all penalties imposed or damages sought on account of the violation of any
law or regulation or of any term or condition of any permit by CONSULTANT, to the extent caused by any
negligent act, error or omission of CONSULTANT.
(d) The CONSULTANT is not responsible for the accuracy of data from any other sources
or from conclusions reached as a result of utilizing information supplied by third persons.
(e) The CITY agrees to provide legal defense to challenges of the adequacy and
completeness of the services provided. The CONSULTANT shall assist the CITY in responding to such
challenges. If it is subsequently ruled by a court of jurisdiction that errors of facts, procedures, or scope have
occurred and that these errors and/or omissions were the result of the CONSULTANT'S own negligent
professional services, then the CONSULTANT shall be responsible for providing whatever remedies may be
required to make the analysis adequate and complete.
15. GENERAL COMPLIANCE WITH LAWS AND WAGE RATES.
The CONSULTANT shall comply with all Federal, State, and local laws and ordinances applicable to
the work. This includes compliance with prevailing wags; rates and their payment in accordance with California
Labor Code, Section 1775.
(a) Assignment. Both parties shall give their personal attention to the faithful performance
of this agreement and shall not assign, transfer, convey, or otherwise dispose of this agreement or any right,
title, or interest in or to the same or any part thereof with~~ut the prior written consent of the other party, and
then only subject to such terms and conditions as the other party may require. A consent to one assignment
shall not be deemed to be a consent to any subsequent assignment. Any assignment without such approval shall
be void, and, at the option of the other party, shall terminate this agreement and any license or privilege granted
herein. This agreement and any interest herein shall not lie assignable by operation of law without the prior
written consent of the other party.
(b) Subconsultants; Employees. CONSULTANT shall be responsible for employing or
engaging all persons necessary to perform the services ol'CONSULTANT hereunder. No subconsultant of
CONSULTANT will be recognized by CITY as such; rattier, all subconsultants are deemed to be employees of
CONSULTANT, and it agrees to be responsible for their performance. CONSULTANT shall give its personal
attention to the fulfillment of the provisions of this agreement by all of its employees and subconsultants, if any,
and shall keep the work under its control. If any employe-e or subconsultant of CONSULTANT fails or refuses
to carry out the provisions of this agreement or appears to be incompetent or to act in a disorderly or improper
manner, he shall be discharged immediately from the work under this agreement on demand of the CONTRACT
ADMINISTRATOR.
(c) Consultant's Endorsement on Plz~ns, Specifications, & Estimates/Other Data. The
responsible CONSULTANT/engineer shall sign all plans. specifications, estimates, and engineering data
furnished by him/her and where appropriate, indicate his/her registration number.
16. INSPECTION.
CONSULTANT shall furnish CITY with every reasonable opportunity for CITY to ascertain
that the services of CONSULTANT are being performed in accordance with the requirements and intentions of
this agreement. All work done and all materials furnished, if any, shall be subject to the CONTRACT
ADMINISTRATOR's inspection and approval. The inspection of such work shall not relieve CONSULTANT
of any of its obligations to fulfill its agreement as prescribed.
17. INDEPENDENT JUDGMENT.
Failure of CITY to agree with CONSUL"['ANT'S independent findings, conclusions, or
recommendations, if the same are called for under this agreement, on the basis of difference in matters of
judgment shall not be construed as a failure on the part oi' CONSULTANT to meet the requirements of this
agreement.
18. NOTICES.
All notices hereunder shall be given in writing and mailed, postage prepaid, by certified mail,
addressed as follows:
TO CITY: Raymond Chong;
Contract Administrator
City of Cupertino
10300 Torre Avenue
Cupertino, CA 5-5014
TO CONSULTANT: Kevin Aguigui
Project Manager
DKS Associates
1956 Webster Street, Suite 300
Oakland, CA 94612-2931
19. INTEREST OF CONSULTANT.
CONSULTANT covenants that it presently has no interest, and shall not acquire any interest,
direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of
the services hereunder. CONSULTANT further covenants that, in the performance of this agreement, no
subconsultant or person having such an interest shall be employed. CONSULTANT certifies that no one who
has or will have any financial interest under this agreement is an officer or employee of CITY. It is expressly
agreed that, in the performance of the services hereunder, CONSULTANT shall at all times be deemed an
independent contractor and not an agent or employee of (:ITY.
6
20. INSURANCE.
CONSULTANT, at its sole cost and expense, shall obtain and maintain in full force and effect
throughout the entire term of this agreement, the insurance coverage of at least an "A" rating as determined in
accordance with the Best's Guide Rating, and class VII iri financial rating, insuring not only CONSULTANT,
but also (with the exception of workers' compensation and employer's liability insurance), CITY, its officers,
agents, and employees, and each of them with respect to ~ictivities and services performed by CONSULTANT
for or on behalf of CITY under the provisions of this agreement.
Certificates of such insurance, on the forms provided by CITY, shall be filed with CITY
concurrently with the execution of this agreement attached as Exhibit G-1 to G-7. With the exception of
professional liability insurance, said certificates shall be ~;ubject to the approval of the City Attorney and shall
contain an endorsement stating that said insurance is primary coverage, and will not be canceled or altered by
the insurer except after filing with the City Clerk thirty (30) days written notice of such cancellation or
alteration, and that the City of Cupertino is named as an additional insured. Current certificates of such
insurance shall be kept on file at all times during the term of this agreement with the City Clerk.
21. WORKERS' COMPENSATION.
CONSULTANT certifies that it is aware of the provisions of the Labor Code of the State of
California which require every employer to be insured against liability for workers' compensation or to
undertake self-insurance in accordance with the provisions of that Labor Code, and it certifies that it will
comply with such provisions before commencing the performance of the work of this agreement.
22. AGREEMENT BINDING.
The terms, covenants, and conditions of this agreement shall apply to, and shall bind the heirs,
successors, executors, administrators, assigns, and subconsultants of both parties.
23. WAIVERS.
The waiver by either party of any breach or violation of any term, covenant, or condition of this
agreement or any provision, ordinance, or law shall not b~~ deemed to be a waiver of any other term, covenant,
condition, ordinance, or law of or any subsequent breach or violation of the same or of any other term,
covenant, condition, ordinance, or law. The subsequent acceptance by either party of any fee or other money
which may become due hereunder shall not be deemed to be a waiver of any preceding breach or violation by
the other party of any term, covenant, or condition of this agreement or of any applicable law or ordinance.
24. COSTS AND ATTORNEY'S FEES.
The prevailing party in any action brought to enforce the terms of this agreement or arising out
of this agreement may recover its reasonable costs and ab:orney's fees expended in connection with such an
action from the other party.
25. NONDISCRIMINATION.
No discrimination shall be made in the employment of persons under this agreement because of
the race, color, national origin, ancestry, religion, or sex of such person.
If CONSULTANT is found in violation of the nondiscrimination provisions of the State of
California Fair Employment Practices Act or similar provisions of federal law or executive order in the
performance of this agreement, it shall thereby be found i n material breach of this agreement. Thereupon,
CITY shall have the power to cancel or suspend this agreement, in whole or in part, or to deduct from the
amount payable to CONSULTANT the sum of Twenty-five Dollars ($25) for each person for each calendar day
during which said person was discriminated against, as d<<mages for said breach of contract, or both. Only a
finding of the State of California Fair Employment Practices Commission or the equivalent federal agency or
officer shall constitute evidence of a violation of contract under this paragraph.
If CONSULTANT is found in violation of the nondiscrimination provisions of this agreement or
the applicable affirmative action guidelines pertaining to this agreement, CONSULTANT shall be found in
material breach of this agreement. Thereupon, CITY shall have the power to cancel or suspend this agreement, in
whole or in part, or to deduct from the amount payable to CONSULTANT the sum of Two Hundred Fifty Dollars
($250) for each calendar day during which CONSULTANT is found to have been in such noncompliance as
damages for said breach of contract, or both.
26. AGREEMENT CONTAINS ALL UNDERSTANDINGS.
This document represents the entire and integrated agreement between CITY and
CONSULTANT and supersedes all prior negotiations, representation, or agreements, either written or oral.
This document may be amended only by written instrume+nt, signed by both CITY and CONSULTANT. All
provisions of this agreement are expressly made conditions. This agreement shall be governed by the laws of
the State of California.
IN WITNESS WHEREOF, CITY and CONSULTANT have executed this agreement the day
and year first written above.
ATTI/S
ity Clerk ~
APPR V AS
City Attorney
DKS Associates ~.~
Consultant
/<~ViN F~HUtu
Name
1956 Webster Street, Suite 300
Address
Oakland, CA 94612
City, State, ZIP
510) 763-2061 Telephone
Social Security Number
CIT~~ PE ~~
. - ,, ~-
L - ~~
/rJlvlayor
or
Tax Identification Number 94-2583153
LIST OF EXHIBITS
Title
A Consultant's "Proposal for the Desig~i and Implementation of a
Generation 1.5 Traffic Responsive System for the De Anza
Boulevard/Stevens Creek Boulevard/Wolfe Road Arterial
Management System" dated March 27, 2000.
B-1 Insurance Agreement
B-2 Certificate of Insurance
B-3 Endorsement of Primary Insurance
B-4 Additional Insured Endorsement
B-5 Comprehensive General Liability
Commercial General Liability
Endorsement of Aggregate Limits of Insurance per project
B-6 Waiver of Subrogation Endorsement Worker's Compensation
Insurance
B-7 Notice of Policy Cancellation Endorsement
9
EXHIBIT E
CERTIFICATION O>F' LOCAL AGENCY
I HEREBY CERTIFY that I am the Director of Public W~~rks of the City of Cupertino, and that the consulting
firm of DKS Associates or its representative has not been required (except as herein expressly stated), directly
or indirectly, as an express or implied condition in connection with obtaining or carrying out this agreement to:
(a) employ, retain, agree to employ or retain. any firm or person; or
(b) pay or agree to pay, to any firm, person or organization, any fee, contribution,
donation, or consideration of any kind.
I acknowledge that this Certificate is to be made available to the California Department of Transportation
(Caltrans) in connection with this agreement involving participation of Federal-Aid Highway funds, and is
subject to applicable State and Federal laws, both criminal and il.
~ `~~
(ate) ~ (Signature)
10
EXHIBIT F
CERTIFICATION a~F CONSULTANT
I HEREBY CERTIFY that I am the President and duly authorized representative of the firm of DKS Associates,
whose address is 1956 Webster Street, Suite 300, Oaklanci, CA 946 1 2-293 1, and that, except as hereby
expressly stated, neither I nor the above firm that I represent have:
(a) employed or retained for a commission, Irercentage, brokerage, contingent fee, or other
consideration, any firm or person (other than a bona fide employee working solely forme or the above
consultant) to solicit or secure this agreement; nor
(b) agreed, as an express or implied conditio~i for obtaining this contract, to employ or retain the
services of any firm or person in connection with carrying out the agreement; nor
(c) paid, or agreed to pay, to any firm, organization, or person (other than a bona fide employee
working solely for me or the above consultant) ar~y fee, contribution, donation, or consideration of any
kind for, or in connection with, procuring or carn~ing out this agreement.
I acknowledge that this Certificate is to be made available; to the California Department of Transportation
(Caltrans) in connection with this agreement involving participation of Federal-Aid Highway funds, and is
subject to applicable State and Federal laws, both criminal and civil.
~' 2 9 o-a
(Date)
z~-%~
(Signature)
DKS Associates
1956 Webster Street. Suite 300
Oakland, CA 94612-2925
(510) 763-2061
Fax: (510) 268-1739
March 27, 2000
Mr. Ray Chong, P.E.
City Traffic Engineer
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014-3255
~XNiPIT A
Subject: Proposal for the Design and Implementation of a Generation 1.5
Traffic Responsive System for tt~e De Anza Boulevard, Stevens
Creek Boulevard, and Wolfe Road Arterial Management System
Dear Ray:
AOOx3000
We are pleased to present this proposal to provide traffic and software engineering services to the
City for the design and implementation of a Generation 1.5 Traffic Responsive System. We have
outlined our tasks in the Scope of Work belo~N. Our team includes Naztec, .Inc. for the software
development and DKS for traffic engineering and technical support.
PROJECT UNDERSTANDING
The City has received funds from the Transp~~rtation Fund for Clean Air (TFCA) in the amount
of $300,000, including matching funds to implement a Generation 1.5 Traffic Responsive
System. The funds are split according to the fallowing:
TFCA (40% Local Funds from the VTA) $120,000
TFCA (Regional Funds from the BAAQMD) $120,000
Local Match $60,000
-------------------------------------------------------------------------------
Total Funds $300,000
This will include all of the software and sy~;tem components to make a fully operational and
integrated system with the City's existing Streetwise Central System. The system will include
an interface between the central system softw~ire (Streetwise) and field data collected which will
include traffic volumes and occupancy. The ~ nterface will be responsible for analyzing the data
collected, extracting current signal timing information from Streetwise (phase times, offsets,
etc.) and incorporating both of these into a commercial signal timing optimization software (e.g.,
Passer). The interface will then run the commercial optimization software and examine the
optimization plan output from this software. Upon examination, the interface will then
Mr. Ray Chong, P.E.
City of Cupertino
Generation 1.5 System
March 27, 2000
Page 2
determine whether or not to generate a new signal timing plan in Streetwise for downloading to
the field controllers for implementation.
It is anticipated that under this Project there, will be little or no field equipment installations.
However, over the course of evaluating the field component needs, we may identify required
field installations of such items as additional detector lead-in cables, additional detectors, and
potentially some field cabinet wiring. We ha~re included this coordination effort in our Scope of
Work.
The following Scope of Work outlines our p~~oposed approach including our proposed schedule
and fee estimate.
SCOPE OF WORK
We proposed to conduct the project in five tasks as outlined below in our Scope of Work.
Task 1: Data Gathering and Field Evaluation
We will conduct a detailed inventory and data gathering session at the study intersections. The
purpose of this task is to establish abaseline- of the existing infrastructure including pavement
loops, detectors, lead-in cables, and cabinet wiring. Some of the other work items include
gathering and converting all necessary setup information such as optimization software files,
existing turning movement counts, etc.
Naztec will provide intersection lane confil;urations, detector to lane relationships, and the
collected volume/occupancy from the controller. The real-time data collected from the controller
is not useful information until the analysis is done comparing the actual tube counts and this data.
The tube counts will be used to start creating algorithms for the relationship between the
occupancy of the actual detectors and the tube counts. It is assumed that the City will provide up
to date traffic counts including peak period turning movement counts and tube counts on the
study arterials.
Deliverable: Summary of data collected including counts, detector to lane relationships, and
intersection inventory.
Task 2: Traffic Simulation
This task will consist of creating a simulation test bed of an arterial within the City of Cupertino
at the Naztec facility and at the Texas Tra~isportation Institute (TTI). The purpose of this
laboratory test bed will be to provide a frame~~vork for simulations of the Generation 1.5 system
in a controlled environment. Naztec will create an actual test bed in Sugar Land, Texas on one of
the major arterials in that City that is connected back to Naztec's facility. Naztec will setup a
system where data can be exchanged between the Naztec facility and TTI for research and study.
Mr. Ray Chong, P.E.
City of Cupertino
Generation 1.5 System
March 27, 2000
Page 3
The traffic simulation is an extension of the software development task. Simulations will allow
Naztec to test theories and make any software modifications without having to affect the City's
traffic flow. No real tangible deliverable will be given with this task. The bulk of this task will
consist of the setup and ongoing analysis of the data. Payment on this task will be based on
evenly distributed intervals during the first stages of the project, given that this task will only
occur during the first stages of the project.
Deliverable: Status reports on the progress ofthe simulation and software development.
Task 3: Develop Generation 1.5 Software
This task will consist of the following items:
1) Create the Graphical User Interface (GUI) for Optima, the Generation 1.5 system.
2) Finish the data interface to the optimization software program.
3) Create algorithms that can take daily historical counts and create a full day-plan schedule.
4) Develop the software to have the ability to automatically create plans on the fly
(Generation 1.5) from different input ~~ources, e.g., occupancy, turning movement counts,
historical turning movement counts.
5) Performing off-line trial runs at the City of Cupertino's Traffic Operations Center. The
1.5 Generation software will be near filly developed for this off-line trial.
6) Revise the software (or other hardware) based on the off-line trial runs.
7) Repeat steps 5 and 6 as necessary.
Naztec will provide ongoing reports giving explanations and showing screen shots of progress
made. Also, our local affiliate, Western Pacific Signal, will be sent updates so that periodically
they may demonstrate the progress directly to the City and DKS.
Deliverable: Status reports of the GUI devel~~pment, algorithm development, off-line trial runs,
and screen shots.
Task 4: Field Implementation
Once the of-line trials are completed and deemed acceptable, we will set up the system and
implement real-time control with the Generation 1.5 system. The software will be loaded onto
the City's server and field implementation will begin. All training and documentation will be
presented at this time. Any publishable algorithms will be handed over so that white papers and
reports can be generated by the City and DKS.
Deliverable: Generation 1.5 software ready for field implementation, system documentation,
and informal training.
Mr. Ray Chong, P.E.
City of Cupertino
Generation 1.5 System
March 27, 2000
Page 4
Task 5: Traffic Engineering Assistance
DKS will provide traffic engineering assistance and support to the City and Naztec during all
tasks of the Project. Some of the traffic engineering support may include, but not be limited to,
evaluating the software algorithms, particip;Ming in the field simulations, reviewing software
submittals, providing technical assistance o~1 field issues, and attendance at meetings. This
assistance will cover all tasks through acceptance of the Generation 1.5 system by the City.
Deliverable: Status reports of progress of t,~Ce development and implementation of the overall
Generation 1.5 system.
FEE
Our fee to perform the services described ab~~ve is $285,000. The table below lists our team's
fee per task. This includes all administrative ~tnd support costs.
Task Description Fee
1 Data Gathering and Field Evaluation $20,000
2 Traffic Simulation $40,000
3 Develop Generation 1.5 Software $145,000
4 Field Implementation $30,000
5 Traffic Engineering Assistance $50,000
TOTAL: $285,000
An overall Project Schedule is attached for reference. Once we have received a Notice to
Proceed, we will work with the City to revise the schedule if needed. This will include
appropriate submittals and deadlines, including any items that will need to be coordinated by the
City.
We thank you for the opportunity to assist the City in this project. If you have any questions,
please do not hesitate to call me.
Sincerely,
DKS Associates
A California Corporation
~~
Kevin G. Aguigui, P.E.
Senior Transportation Systems Engineer
c:Vny documents~cupertino\q]_Sfnlscope.doc
City of Cupertino
Generation 1.5 System
Project Schedule
Year 2000 Year 20 01
Task Description Mar A r M a Jun J ul A u S e Oct Nov Dec Jan F eb Mar A r Ma Jun J ul Au Se
1 Data Gathering and Field Evaluation
2 Traffic Simulation
3 Develop Generation 1.5 Software
4 Field Implementation
5 Traffic Engineering Assistance
= Project Milestone
INSURANCE FORMS INSTRUCTIONS
FOR ITEMS 3, 4, 5 AND 6, THE FORMS PF:OVIDED BY THE CITY OF CUPERTINO
MUST BE USED. FORMS OTHER THAN T:EIESE WILL NOT BE ACCEPTED.
ALL DOCUMENTS MUST BE ORIGINALS -SUBMIT IN TRIPLICATE
I . Insurance Agreement -Must be signed by Co~itractor.
2. Certificate of Insurance to the City of Cupertino -must be completed by the insurance
agent or must provide a certificate on the company's form. They must contain the same
information.
3. Endorsement of Primary Insurance -must be signed by the insurance agent for general
liability and automobile liability only.
4. Additional insured endorsement -must be si€;ned by the insurance agent for general liability
and automobile liability only.
5. Comprehensive general liability/commercial general liability endorsement of aggregate limits
of insurance per project - must be signed by the insurance agent for general liability only.
6. Waiver of subrogation endorsement worker'; compensation insurance -must be signed by
the insurance agent for worker's compensation only.
7. Notice of policy cancellation endorsement -must be signed by the insurance agent or must
be on the company's certificate of insurance form. for all insurances.
~.
CITY OF
CUPEi~TINO INSURANCE AGREEMENT
A. Contractor is aware of the provisions of Sec~:ion 3700 of the Labor Code, which requires
every employer to be insured against liability for worker's compensation or undertake self-
insurance in accordance with the provisions of that Code, and will comply with such provisions
before commencing the performance of the work of this Contract.
B. Contractor and all subcontractors will carry worker's compensation insurance for the
protection of its employees during the progress of the work. The insurer shall waive its rights of
subrogation against the City, the City's officers, agents and employees and shall issue an
endorsement to the policy evidencing same.
C. Contractor shall carry at all times, on all operations hereunder, commercial or
comprehensive general liability insurance, automobile liability .insurance. and builder's all risk
insurance. All insurance coverage shall be in amounts required by the City and shall be
evidenced by the issuance of a certificate in a form prescribed by the City and shall be
underwritten by insurance companies satisfactory to the City for all operations, sub-contract
work, contractual obligations, product or completed operations, all owned vehicles and non-
owned vehicles. Said insurance coverage obtai~ied by the Contractor, excepting worker's
compensation coverage, shall name the City, its ~:ngineer, and each of its directors, officers,
agents and employees, as determined by the City, as additional insureds on said policies.
Insurers must be licensed to do business in the State of California. The Insurers must also have
an "A" policyholder's rating and a financial ratin€; of at least Class VII in accordance with the,
current Best's Guide Rating.
D. Before Contractor performs any work at, or prepares or delivers materials to, the site of
construction, Contractor shall furnish certificat~:s of insurance evidencing the foregoing
insurance coverages and such certificates shall provide the name and policy number of each
carrier and policy and that the insurance is in force and will not be canceled or modified without
thirty (30) days written notice to the City. Contractor shall maintain all of the foregoing
insurance coverages in force until the work under this Contract is fully completed. The
requirement for carrying the foregoing insurance shall not derogate from the provisions for
indemnification of the City by Contractor under this Contract and for the duration of the
warranty period. Notwithstanding nor diminishing; the obligations of Contractor with respect to
'the foregoing, Contractor shall maintain in full force and effect during the life of this Contract,
the following insurance in amounts not less than the amounts specified and issued by a company
admitted in California and having a Best's Guide Rating of A, Class VII or better.
Worker's Compensation Liability In accordance with the Worker's Compensation
Act of'the State of California - $1,000,000 per
occun•ence.
Public Liability -either commercial general Combined single limit of $1.0 million per
liability or comprehensive general liability; occurrence; $2.0 million in the aggregate.
including provisions for contractual liability,
personal injury, independent contractors and
property damage coverages.
Automobile Liability -comprehensive covering Combined single limit of $1.0 million per
owned, non-owned and hired automobiles. occurrence.
Consultants only: Errors and Omissions liability. $1.0 million per occurrence.
.~, ~~ ~.
(Contractor's Name)
By:_ ,~~'vr~- i~Ekc~
Dated: ~~~ .~ ~ 20 ~