HomeMy WebLinkAboutItem No. 08 - Professional Services Agreement with Inland Foundation Engineering, Inc. for Geo8)Professional Services Agreement with Inland Foundation Engineering, Inc. for
Geotechnical Investigation Services of the New City Library Project (CIP Project
Z20003)
Approve and authorize the City Manager to execute a Professional Services Agreement
with Inland Foundation Engineering, Inc. in the amount of $18,000.00 for Geotechnical
Investigation Services of the New City Library Project in such final form as approved by the
City Attorney; and authorize the City Manager to approve change orders up to 10% of the
agreement in the amount of $1,800.00.
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REPORT TO CITY COUNCIL
To:Honorable Mayor and Members of the City Council
From:Jason Simpson, City Manager
Prepared by:Shannon Buckley, Assistant City Manager
Date:March 12, 2024
Subject:Professional Services Agreement with Inland Foundation Engineering, Inc.
for Geotechnical Investigation Services of the New City Library Project (CIP
Project Z20003)
Recommendation
Approve and authorize the City Manager to execute a Professional Services Agreement with
Inland Foundation Engineering, Inc. in the amount of $18,000.00 for Geotechnical Investigation
Services of the New City Library Project in such final form as approved by the City Attorney; and
authorize the City Manager to approve change orders up to 10% of the agreement in the amount
of $1,800.00.
Background
Staff has engaged the services of Inland Foundation Engineering, Inc. to provide geotechnical
investigation services on the new library building site. These services are needed to study and
evaluate the nature, distribution, and engineering properties of the geologic strata underlying the
site with respect to the proposed building development and to provide geotechnical
recommendations as necessary for construction.
Discussion
These services are standard geotechnical engineering services for the site development of the
project and will include the needed engineering construction documentation to effect the complete
site development. Key tasks are included in the following:
Geologic Documentation Review – The review will document pertinent geologic literature in the
construction files, including groundwater records, liquefaction, hazard maps, and earthquake fault
maps. The review will also include historical aerial photographs and a site reconnaissance to
document and map current surface conditions.
Lake Elsinore Library
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Subsurface Exploration – Four (4) geotechnical borings will be made at this site utilizing a truck-
mounted hollow-stem auger drill rig to evaluate the underlying geologic conditions. Borings at the
site will be drilled to target depths ranging from 15 to 50 feet below the ground surface, or to
practical refusal (i.e., bedrock), or, whichever occurs first.
Laboratory Testing – Laboratory testing will include, but may not necessarily be limited to:
•Unit Weight
•Moisture Content
•Sieve Analysis
•R-value
•Expansion Index
•Plastic Index
•Direct Shear Strength
•Consolidation
•Corrosivity
•Maximum Density and Optimum
Moisture Content
An engineering analysis and report will be prepared based on the subsurface exploration and
laboratory testing, with the development of conclusions and engineering recommendations for the
design and construction of the proposed library. These conclusions and recommendations will be
presented in a formal report, which will also include field and laboratory test data.
Fiscal Impact
The new City Library project (CIP Project Z20003) is included in the Fiscal Year 23/24 – 27/28
Capital Improvement Plan (CIP) budget. And is funded by a Riverside County Library Grant.
Attachments
Attachment 1 - Agreement Inland Foundation Engineering
Exhibit A - Proposal Lake Elsinore Library
I Page 1
AGREEMENT FOR CONTRACTOR SERVICES
Inland Foundation Engineering, Inc.
GeoTechnical Engineering Services
This Agreement for Contractor Services (the “Agreement”) is made and entered into as of
March 12, 2024, by and between the City of Lake Elsinore, a municipal corporation (‘‘City") and
Inland Foundation Engineering, Inc., a Licensed Contractor ("Contractor").
RECITALS
A. The City has determined that it requires the following contractor services:
GeoTechnical Engineering Services
B. Contractor has submitted to City a proposal, dated March 1, 2024, attached hereto
as Exhibit A (“Contractor’s Proposal”) and incorporated herein, to provide contractor services to
City pursuant to the terms of this Agreement.
C. Contractor possesses the skill, experience, ability, background, certification and
knowledge to perform the services described in this Agreement on the terms and conditions
described herein.
D. City desires to retain Contractor to perform the services as provided herein and
Contractor desires to provide such contractor services as set forth in this Agreement.
AGREEMENT
1.Scope of Services. Contractor shall perform the services described in Contractor’s
Proposal (Exhibit A). Contractor shall provide such services at the time, place, and in the manner
specified in Contractor’s Proposal, subject to the direction of the City through its staff that it may
provide from time to time.
2.Time of Performance.
a.Time of Essence. Time is of the essence in the performance of this
Agreement. The time for completion of the professional services to be performed by Contractor
is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently
the professional services contemplated pursuant to this Agreement according to the agreed upon
performance schedule in Contractor’s Proposal (Exhibit A).
b.Performance Schedule. Contractor shall commence the services pursuant
to this Agreement upon receipt of a written notice to proceed and shall perform all services within
the time period(s) established in the Contractor’s Proposal (Exhibit A). When requested by
Contractor, extensions to the time period(s) specified may be approved in writing by the City
Manager.
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c.Term. The term of this Agreement shall commence upon execution of this
Agreement and shall continue until the services and related work are completed in accordance
with the Contractor’s Proposal (Exhibit A).
3. Compensation. Compensation to be paid to Contractor shall be in accordance
with the fees set forth in Contractors’ Proposal (Exhibit A), which is attached hereto and
incorporated herein by reference. In no event shall Contractor’s compensation exceed eighteen
thousand dollars ($18,000.00) without additional written authorization from the City.
Notwithstanding any provision of Contractor’s Proposal to the contrary, out of pocket expenses
set forth in Exhibit A shall be reimbursed at cost without an inflator or administrative charge.
Payment by City under this Agreement shall not be deemed a waiver of defects, even if such
defects were known to the City at the time of payment.
4.Method of Payment. Contractor shall promptly submit billings to the City describing
the services and related work performed during the preceding month to the extent that such
services and related work were performed. Contractor’s bills shall be segregated by project task,
if applicable, such that the City receives a separate accounting for work done on each individual
task for which Contractor provides services. Contractor’s bills shall include a brief description of
the services performed, the date the services were performed, the number of hours spent and by
whom, and a description of any reimbursable expenditures. City shall pay Contractor no later
than forty-five (45) days after receipt of the monthly invoice by City staff.
5.Background Checks. At any time during the term of this Agreement, the City
reserves the right to make an independent investigation into the background of Contractor’s
personnel who perform work required by this Agreement, including but not limited to their
references, character, address history, past employment, education, social security number
validation, and criminal or police records, for the purpose of confirming that such personnel are
lawfully employed, qualified to provide the subject service or pose a risk to the safety of persons
or property in and around the vicinity of where the services will be rendered or City Hall. If the City
makes a reasonable determination that any of Contractor’s prospective or then current personnel
is deemed objectionable, then the City may notify Contractor of the same. Contractor shall not
use that personnel to perform work required by this Agreement, and if necessary, shall replace
him or her with a suitable worker.
6.Suspension or Termination.
a.The City may at any time, for any reason, with or without cause, suspend
or terminate this Agreement, or any portion hereof, by serving upon the Contractor at least ten
(10) days prior written notice. Upon receipt of such notice, the Contractor shall immediately cease
all work under this Agreement, unless the notice provides otherwise. If the City suspends or
terminates a portion of this Agreement such suspension or termination shall not make void or
invalidate the remainder of this Agreement.
b.In the event this Agreement is terminated pursuant to this Section, the City
shall pay to Contractor the actual value of the work performed up to the time of termination,
provided that the work performed is of value to the City. Upon termination of the Agreement
pursuant to this Section, the Contractor will submit an invoice to the City, pursuant to Section
entitled “Method of Payment” herein.
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7.Plans, Studies, Documents.
a.Ownership of Documents. All plans, studies, documents and other writings
prepared by and for Contractor, its officers, employees and agents and subcontractors in the
course of implementing this Agreement, except working notepad internal documents, shall
become the property of the City upon payment to Contractor for such work, and the City shall
have the sole right to use such materials in its discretion without further compensation to
Contractor or to any other party. Contractor shall, at Contractor’s expense, provide such reports,
plans, studies, documents and other writings to City upon written request. City shall have sole
determination of the public’s rights to documents under the Public Records Act, and any third-
party requests of Contractor shall be immediately referred to City, without any other actions by
Contractor.
b.Licensing of Intellectual Property. This Agreement creates a nonexclusive
and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights,
designs, and other intellectual property embodied in plans, specifications, studies, drawings,
estimates, and other documents or works of authorship fixed in any tangible medium of
expression, including but not limited to, physical drawings or data magnetically or otherwise
recorded on computer diskettes, which are prepared or caused to be prepared by Contractor
under this Agreement ("Documents & Data"). Contractor shall require that all subcontractors
agree in writing that City is granted a nonexclusive and perpetual license for any Documents &
Data the subcontractor prepares under this Agreement. Contractor represents and warrants that
Contractor has the legal right to license any and all Documents & Data. Contractor makes no
such representation and warranty in regard to Documents & Data which were prepared by design
professionals other than Contractor or provided to Contractor by the City. City shall not be limited
in any way in its use of the Documents & Data at any time, provided that any such use not within
the purposes intended by this Agreement shall be at City’s sole risk.
c.Confidentiality. All ideas, memoranda, specifications, plans, procedures,
drawings, descriptions, computer program data, input record data, written information, and other
Documents & Data either created by or provided to Contractor in connection with the performance
of this Agreement shall be held confidential by Contractor. Such materials shall not, without the
prior written consent of City, be used by Contractor for any purposes other than the performance
of the services under this Agreement. Nor shall such materials be disclosed to any person or
entity not connected with the performance of the services under this Agreement. Nothing
furnished to Contractor which is otherwise known to Contractor or is generally known, or has
become known, to the related industry shall be deemed confidential. Contractor shall not use
City’s name or insignia, photographs relating to project for which Contractor’s services are
rendered, or any publicity pertaining to the Contractor’s services under this Agreement in any
magazine, trade paper, newspaper, television or radio production or other similar medium without
the prior written consent of City.
8. Contractor’s Books and Records.
a. Contractor shall maintain any and all ledgers, books of account, invoices,
vouchers, canceled checks, and other records or documents evidencing or relating to charges for
services, or expenditures and disbursements charged to City for a minimum period of three (3)
years, or for any longer period required by law, from the date of final payment to Contractor to
this Agreement.
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b. Contractor shall maintain all documents and records which demonstrate
performance under this Agreement for a minimum period of three (3) years, or for any longer
period required by law, from the date of termination or completion of this Agreement.
c.Any records or documents required to be maintained pursuant to this
Agreement shall be made available for inspection or audit, at any time during regular business
hours, upon written request by the City Manager, City Attorney, City Auditor or a designated
representative of these officers. Copies of such documents shall be provided to the City for
inspection at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually
agreed upon, the records shall be available at Contractor’s address indicated for receipt of notices
in this Agreement.
d.Where City has reason to believe that such records or documents may be
lost or discarded due to dissolution, disbandment or termination of Contractor’s business, City
may, by written request by any of the above-named officers, require that custody of the records
be given to the City and that the records and documents be maintained in City Hall. Access to
such records and documents shall be granted to any party authorized by Contractor, Contractor’s
representatives, or Contractor’s successor-in-interest.
9.Independent Contractor.
a.Contractor is and shall at all times remain as to the City a wholly
independent contractor pursuant to California Labor Code Section 3353. The personnel
performing the services under this Agreement on behalf of Contractor shall at all times be under
Contractor’s exclusive direction and control. Neither City nor any of its officers, employees, or
agents shall have control over the conduct of Contractor or any of Contractor’s officers,
employees, or agents, except as set forth in this Agreement. Contractor shall not at any time or
in any manner represent that it or any of its officers, employees, or agents are in any manner
officers, employees, or agents of the City. Contractor shall not incur or have the power to incur
any debt, obligation, or liability whatsoever against City, or bind City in any manner.
b.Notwithstanding any other federal, state and local laws, codes, ordinances
and regulations to the contrary and except for the fees paid to Contractor as provided in the
Agreement, Contractor and any of its employees, agents, and subcontractors providing service
under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any
claims to, any compensation, benefit, or any incident of employment by City, including but not
limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution
to be paid by City for employer contribution and/or employee contributions for PERS benefits.
10.PERS Eligibility Indemnification. In the event that Contractor or any employee,
agent, or subcontractor of Contractor providing services under this Agreement claims or is
determined by a court of competent jurisdiction or the California Public Employees Retirement
System (PERS) to be eligible for enrollment in PERS as an employee of the City, Contractor shall
indemnify, defend, and hold harmless City for the payment of any employee and/or employer
contributions for PERS benefits on behalf of Contractor or its employees, agents, or
subcontractors, as well as for the payment of any penalties and interest on such contributions,
which would otherwise be the responsibility of City.
11.Interests of Contractor. Contractor (including principals, associates and
professional employees) covenants and represents that it does not now have any investment or
interest in real property and shall not acquire any interest, direct or indirect, in the area covered
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by this Agreement or any other source of income, interest in real property or investment which
would be affected in any manner or degree by the performance of Contractor’s services
hereunder. Contractor further covenants and represents that in the performance of its duties
hereunder no person having any such interest shall perform any services under this Agreement.
Contractor is not a designated employee within the meaning of the Political Reform Act
because Contractor:
a.will conduct research and arrive at conclusions with respect to his/her
rendition of information, advice, recommendation or counsel independent of the control and
direction of the City or of any City official, other than normal agreement monitoring; and
b.possesses no authority with respect to any City decision beyond rendition
of information, advice, recommendation or counsel. (FPPC Reg. 18700(a)(2).)
12.Professional Ability of Contractor. City has relied upon the professional training
and ability of Contractor to perform the services hereunder as a material inducement to enter into
this Agreement. Contractor shall therefore provide properly skilled professional and technical
personnel to perform all services under this Agreement. All work performed by Contractor under
this Agreement shall be in accordance with applicable legal requirements and shall meet the
standard of quality ordinarily to be expected of competent professionals in Contractor’s field of
expertise.
13.Compliance with Laws.
a. Contractor shall comply with all local, state and federal laws and
regulations applicable to the services required hereunder, including any rule, regulation or bylaw
governing the conduct or performance of Contractor and/or its employees, officers, or board
members.
b. Contractor represents that it has obtained and will maintain at all times
during the term of this Agreement all professional and/or business licenses, certifications and/or
permits necessary for performing the services described in this Agreement, including a City
business license.
14. Licenses. Contractor represents and warrants to City that it has the licenses,
permits, qualifications, insurance and approvals of whatsoever nature which are legally required
of Contractor to practice its profession. Contractor represents and warrants to City that Contractor
shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this
Agreement, any licenses, permits, insurance and approvals which are legally required of
Contractor to practice its profession. Contractor shall maintain a City of Lake Elsinore business
license.
15. Indemnity. Contractor shall indemnify, defend, and hold harmless the City and its
officials, officers, employees, agents, and volunteers from and against any and all losses, liability,
claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily
injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law
or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts
or omissions of Contractor or its employees, subcontractors, or agents, by acts for which they
could be held strictly liable, or by the quality or character of their work. The foregoing obligation
of Contractor shall not apply when (1) the injury, loss of life, damage to property, or violation of
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law arises from the sole negligence or willful misconduct of the City or its officers, employees,
agents, or volunteers and (2) the actions of Contractor or its employees, subcontractor, or agents
have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is
understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend
as set forth in Section 2778 of the California Civil Code. Acceptance by City of insurance
certificates and endorsements required under this Agreement does not relieve Contractor from
liability under this indemnification and hold harmless clause. This indemnification and hold
harmless clause shall apply to any damages or claims for damages whether or not such insurance
policies shall have been determined to apply. By execution of this Agreement, Contractor
acknowledges and agrees to the provisions of this Section and that it is a material element of
consideration.
16.Insurance Requirements.
a. Insurance. Contractor, at Contractor’s own cost and expense, shall
procure and maintain, for the duration of the contract, unless modified by the City’s Risk Manager,
the following insurance policies.
i.Workers’ Compensation Coverage. Contractor shall maintain
Workers’ Compensation Insurance and Employer’s Liability Insurance for his/her
employees in accordance with the laws of the State of California. In addition, Contractor
shall require each subcontractor to similarly maintain Workers’ Compensation Insurance
and Employer’s Liability Insurance in accordance with the laws of the State of California
for all of the subcontractor’s employees. Any notice of cancellation or non-renewal of all
Workers’ Compensation policies must be received by the City at least thirty (30) days prior
to such change. The insurer shall agree to waive all rights of subrogation against City, its
officers, agents, employees and volunteers for losses arising from work performed by
Contractor for City. In the event that Contractor is exempt from Worker’s Compensation
Insurance and Employer’s Liability Insurance for his/her employees in accordance with
the laws of the State of California, Contractor shall submit to the City a Certificate of
Exemption from Workers Compensation Insurance in a form approved by the City
Attorney.
ii.General Liability Coverage. Contractor shall maintain commercial
general liability insurance in an amount not less than one million dollars ($1,000,000) per
occurrence for bodily injury, personal injury and property damage. If a commercial general
liability insurance form or other form with a general aggregate limit is used, either the
general aggregate limit shall apply separately to the work to be performed under this
Agreement or the general aggregate limit shall be at least twice the required occurrence
limit. Required commercial general liability coverage shall be at least as broad as
Insurance Services Office Commercial General Liability occurrence form CG 0001 (ed.
11/88) or Insurance Services Office form number GL 0002 (ed. 1/73) covering
comprehensive General Liability and Insurance Services Office form number GL 0404
covering Broad Form Comprehensive General Liability. No endorsement may be attached
limiting the coverage.
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iii.Automobile Liability Coverage. Contractor shall maintain
automobile liability insurance covering bodily injury and property damage for all activities
of the Contractor arising out of or in connection with the work to be performed under this
Agreement, including coverage for owned, hired and non-owned vehicles, in an amount
of not less than one million dollars ($1,000,000) combined single limit for each occurrence.
Automobile liability coverage must be at least as broad as Insurance Services Office
Automobile Liability form CA 0001 (ed. 12/90) Code 1 (“any auto”). No endorsement may
be attached limiting the coverage.
iv.Professional Liability Coverage. Contractor shall maintain
professional errors and omissions liability insurance appropriate for Contractor’s
profession for protection against claims alleging negligent acts, errors or omissions which
may arise from Contractor’s services under this Agreement, whether such services are
provided by the Contractor or by its employees, subcontractors, or sub consultants. The
amount of this insurance shall not be less than one million dollars ($1,000,000) on a
claims-made annual aggregate basis, or a combined single limit per occurrence basis.
b. Endorsements. Each general liability and automobile liability insurance
policy shall be with insurers possessing a Best’s rating of no less than A:VII and shall be endorsed
with the following specific language:
i.Notwithstanding any inconsistent statement in any required
insurance policies or any subsequent endorsements attached thereto, the protection
offered by all policies, except for Workers’ Compensation, shall bear an endorsement
whereby it is provided that, the City and its officers, employees, servants, volunteers and
agents and independent contractors, including without limitation, the City Manager and
City Attorney, are named as additional insureds. Additional insureds shall be entitled to
the full benefit of all insurance policies in the same manner and to the same extent as any
other insureds and there shall be no limitation to the benefits conferred upon them other
than policy limits to coverages.
ii.This policy shall be considered primary insurance as respects the
City, its elected or appointed officers, officials, employees, agents and volunteers.
Any insurance maintained by the City, including any self-insured retention the City may
have, shall be considered excess insurance only and shall not contribute with it.
iii.This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with respect to the limits of
liability of the insuring company.
iv.The insurer waives all rights of subrogation against the City, its
elected or appointed officers, officials, employees or agents.
v.Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to the City, its elected or appointed officers, officials,
employees, agents or volunteers.
vi.The insurance provided by this Policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits except after thirty (30) days written
notice has been received by the City.
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c.Deductibles and Self-Insured Retentions. Any deductibles or self-insured
retentions must be declared to and approved by the City. At the City’s option, Contractor shall
demonstrate financial capability for payment of such deductibles or self-insured retentions.
d.Certificates of Insurance. Contractor shall provide certificates of insurance
with original endorsements to City as evidence of the insurance coverage required herein.
Certificates of such insurance shall be filed with the City on or before commencement of
performance of this Agreement. Current certification of insurance shall be kept on file with the
City at all times during the term of this Agreement.
17.Notices. Any notice required to be given under this Agreement shall be in writing
and either served personally or sent prepaid, first class mail. Any such notice shall be addressed
to the other party at the address set forth below. Notice shall be deemed communicated within
48 hours from the time of mailing if mailed as provided in this section.
If to City: City of Lake Elsinore
Attn: City Manager
130 South Main Street
Lake Elsinore, CA 92530
With a copy to: City of Lake Elsinore
Attn: City Clerk
130 South Main Street
Lake Elsinore, CA 92530
If to Contractor: GeoTechnical Engineering Services
Attn: Allen D. Evans
1310 South Santa Fe Ave. PO Box 937
San Jacinto, CA 92581
18.Assignment and Subcontracting. The parties recognize that a substantial
inducement to City for entering into this Agreement is the professional reputation, experience and
competence of Contractor and the subcontractors listed in Exhibit B. Contractor shall be fully
responsible to City for all acts or omissions of any subcontractors. Assignments of any or all
rights, duties or obligations of the Contractor under this Agreement will be permitted only with the
express consent of the City. Contractor shall not subcontract any portion of the work to be
performed under this Agreement except as provided in Exhibit B without the written authorization
of the City. If City consents to such subcontract, Contractor shall be fully responsible to City for
all acts or omissions of those subcontractors. Nothing in this Agreement shall create any
contractual relationship between City and any subcontractor nor shall it create any obligation on
the part of the City to pay or to see to the payment of any monies due to any such subcontractor
other than as otherwise is required by law.
19. Waiver. Waiver of a breach or default under this Agreement shall not constitute a
continuing waiver of a subsequent breach of the same or any other provision under this
Agreement.
20.Litigation Expenses and Attorneys’ Fees. If either party to this Agreement
commences any legal action against the other party arising out of this Agreement, the prevailing
party shall be entitled to recover its reasonable litigation expenses, including court costs, expert
witness fees, discovery expenses, and attorneys’ fees.
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21. Mediation. The parties agree to make a good faith attempt to resolve any disputes
arising out of this Agreement through mediation prior to commencing litigation. The parties shall
mutually agree upon the mediator and share the costs of mediation equally. If the parties are
unable to agree upon a mediator, the dispute shall be submitted to JAMS or its successor in
interest. JAMS shall provide the parties with the names of five qualified mediators. Each party
shall have the option to strike two of the five mediators selected by JAMS and thereafter the
mediator remaining shall hear the dispute. If the dispute remains unresolved after mediation,
either party may commence litigation.
22.Prohibited Interests. Contractor maintains and warrants that it has not employed
nor retained any company or person, other than a bona fide employee working solely for
Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid
nor has it agreed to pay any company or person, other than a bona fide employee working solely
for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration
contingent upon or resulting from the award or making of this Agreement. For breach or violation
of this warranty, City shall have the right to rescind this Agreement without liability. For the term
of this Agreement, no member, officer or employee of City, during the term of his or her service
with City, shall have any direct interest in this Agreement, or obtain any present or anticipated
material benefit arising therefrom.
23.Equal Opportunity Employment. Contractor represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee or
applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex
or age. Such non-discrimination shall include, but not be limited to, all activities related to initial
employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or
termination.
24.Prevailing Wages. Contractor is aware of the requirements of California Labor
Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8,
Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage
rates and the performance of other requirements on "public works" and "maintenance" projects.
Contractor agrees to fully comply with all applicable federal and state labor laws (including,
without limitation, if applicable, the Prevailing Wage Laws). It is agreed by the parties that, in
connection with the Work or Services provided pursuant to this Agreement, Contractor shall bear
all risks of payment or non-payment of prevailing wages under California law, and Contractor
hereby agrees to defend, indemnify, and hold the City, and its officials, officers, employees,
agents, and volunteers, free and harmless from any claim or liability arising out of any failure or
alleged failure to comply with the Prevailing Wage Laws. The foregoing indemnity shall survive
termination of this Agreement.
25. Severability. If any term or portion of this Agreement is held to be invalid, illegal,
or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
26.Controlling Law Venue. This Agreement and all matters relating to it shall be
governed by the laws of the State of California and any action brought relating to this Agreement
shall be held exclusively in a state court in the County of Riverside.
27.Authority to Enter Agreement. Contractor has all requisite power and authority to
conduct its business and to execute, deliver, and perform the Agreement. Each party warrants
that the individuals who have signed this Agreement have the legal power, right, and authority to
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make this Agreement and to bind each respective party. The City Manager is authorized to enter
into an amendment or otherwise take action on behalf of the City to make the following
modifications to the Agreement: (a) a name change; (b) grant extensions of time; (c) non-
monetary changes in the scope of services; and/or (d) suspend or terminate the Agreement.
28. Counterparts. This Agreement may be executed in several counterparts, each of
which shall constitute one and the same instrument and shall become binding upon the parties
when at least one copy hereof shall have been signed by both parties hereto. In approving this
Agreement, it shall not be necessary to produce or account for more than one such counterpart.
29.Entire Agreement; Incorporation; Conflict. This Agreement contains the entire
understanding between the parties relating to the obligations described herein. All prior or
contemporaneous understandings, agreements, representations and statements, oral or written,
are superseded in total by this Agreement and shall be of no further force or effect. Contractor’s
Proposal is incorporated only for the description of the scope of services and/or the schedule of
performance and no other terms and conditions from such proposal shall apply to this Agreement
unless specifically agreed to in writing. In the event of conflict, this Agreement shall take
precedence over those contained in the Contractor’s Proposal.
30. Amendments. This Agreement may be modified or amended only by a written
document executed by both Contractor and City and approved as to form by the City Attorney.
[Signatures on next page]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the
date first written above.
“CITY”
CITY OF LAKE ELSINORE, a municipal
corporation
City Manager
ATTEST:
City Clerk
APPROVED AS TO FORM:
City Attorney
Assistant City Manager
“CONTRACTOR”
Inland Foundation Engineering, Inc., a
California corporation
By: Allen D. Evans, P.E., G.E
Its: Principal
Attachments: Exhibit A – Contractor’s Proposal
Exhibit B – List of Subcontractors
EXHIBIT A
EXHIBIT A
CONTRACTOR’S PROPOSAL
[ATTACHED]
EXHIBIT B
EXHIBIT B
LIST OF SUBCONTRACTORS
[ATTACHED]
IFE Inland Foundation Engineering, Inc.
inlandfoundation.com
1310 South Santa Fe Ave. PO Box 937 San Jacinto, CA 92581 ꓲ (951) 654-1555
77622 Country Club Dr. Suite Q, Palm Desert, CA 92211 ꓲ (760) 200-2400
March 1, 2024
City of Lake Elsinore
130 S. Main Street
Lake Elsinore, California 92530
Attention: Gus Papagolos
Subject: Proposal for Geotechnical Investigation
Proposed Library
Located South of W Summer Ave and West of North Main Street
City of Lake Elsinore, California
Dear Mr. Papagolos:
Inland Foundation Engineering, Inc. (IFE) is pleased to submit this proposal to perform a
geotechnical investigation for the subject project. This proposal has been prepared based
on your email request and our experience with similar projects.
PROJECT UNDERSTANDING
We understand that the proposed project area will consist of four undeveloped parcels
of land, totaling approximately one acre, to be developed as a library. Based on the
emailed information, the proposed library will consist of a single story structure with an
area of approximately 10,000 square feet. We anticipate that the project will also
include landscaping, and asphalt concrete parking areas with interior drive aisles.
For the purposes of this proposal, we assume that the proposed building will be
supported with conventional spread footings and slab -on-grade floor.
The purpose of this study is to evaluate the nature, distribution, and engineering
properties of the geologic strata underlying the site with respect to the proposed
development and to provide geotechnical recommendations as necessary. The location
of the site is shown on the figure below.
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Proposal – Geotechnical Investigation
Lake Elsinore Library, February 2024 2 of 6 Inland Foundation Engineering, Inc.
Figure 1. USGS Lake Elsinore 7.5’ Quadrangle and Aerial Image
ANTICIPATED SUBSURFACE CONDITIONS
According to the USGS Preliminary Geologic Map of the Lake Elsinore 7.5’ Quadrangle
(Morton and Weber 2003) the site is underlain by younger (Holocene) alluvial fan
deposits described as unconsolidated gravel, sand and silt (map symbol Qyf).
Following is a portion of the referenced geologic map showing the mapped geologic
units in the vicinity of the project location.
Figure 2. USGS Lake Elsinore 7.5’ Quadrangle (Morton and Weber 2003)
Young alluvial-fan deposits, Unit 1 (early Holocene)
SUBJECT SITE
SUBJECT SITE
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Proposal – Geotechnical Investigation
Lake Elsinore Library, February 2024 3 of 6 Inland Foundation Engineering, Inc.
Based on the Riverside County GIS hazard maps, the project site is located in a
mapped “Very High” liquefaction potential zone and a “Susceptible” subsidence area.
The figure below depicts the project location on the liquefaction hazard map.
Figure 3. Riverside County GIS Liquefaction Hazard Map
PROJECT APPROACH AND PROPOSED SCOPE OF SERVICE
Our firm has conducted a significant amount of geotechnical exploration within the
proposed project area. These projects include the Lake Elsinore City Hall Addition,
located approximately 1,200 feet to the south, as well as several other geotechnical
investigations in the nearby site vicinity. Based on our geotechnical knowledge of the
site vicinity we have prepared the following scope of work outlined below.
GEOLOGIC LITERATURE REVIEW – We will review pertinent geologic literature in our files
and as available from public agencies, including groundwater records, liquefaction
hazard maps, and earthquake fault maps. The review will also include review of
historical aerial photographs and a site reconnaissance to document and map current
surface conditions.
SUBSURFACE EXPLORATION – We propose to drill four (4) geotechnical borings at this site
utilizing a truck mounted hollow-stem auger drill rig to evaluate the underlying geologic
conditions. Borings at the site will be drilled to target depths ranging from 15 to 50 feet
below ground surface, or to practical refusal, whichever occurs first. Prior to
exploration, we will mark proposed boring locations and contact Underground Service
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Proposal – Geotechnical Investigation
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Alert to mark known utilities. City personnel should also identify locations of all known
underground utilities, sprinklers, etc.
A staff geologist will log the materials encountered during drilling. Representative
relatively undisturbed samples will be obtained within the borings by driving a
thin-walled steel penetration sampler with successive 30-inch drops of a 140-pound
hammer. The number of blows required to achieve each six inches of penetration will
be recorded on the boring logs. The sampler types to be used include a California-
modified sampler with brass sample rings and a Standard Penetration Test sampler
(SPT). Representative relatively undisturbed drive samples and bulk samples will be
transported to our laboratory for further observations and testing. The borings will be
backfilled with native soil cuttings. It is assumed that excess soil cuttings may be
spread on the site.
LABORATORY TESTING – We anticipate that laboratory testing will include, but may not
necessarily be limited to:
▪ Unit Weight ▪ Plastic Index
▪ Moisture Content ▪ Direct Shear Strength
▪ Sieve Analysis
▪ Consolidation
▪ R-value
▪ Corrosivity
▪ Expansion Index
▪ Maximum Density and Optimum
Moisture Content
ENGINEERING ANALYSIS AND REPORT PREPARATION – On the basis of the subsurface
exploration and laboratory testing, we will develop preliminary conclusions and
engineering recommendations for the design and construction of the proposed library.
These conclusions and recommendations will be presented in a formal report, which will
also include field and laboratory test data. The report will address the following:
▪ Allowable bearing pressure
▪ Active, passive and at-rest earth pressure
▪ Coefficient of friction
▪ 2022 California Building Code (CBC) seismic design parameters (default)
▪ Liquefaction hazard analysis
▪ Groundwater
▪ Expansive soil
▪ Collapsible soil
▪ Concrete slabs-on-grade and flatwork
▪ Asphalt concrete pavement
▪ Corrosion (pH, chlorides, resistivity and sulfates)
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Lake Elsinore Library, February 2024 5 of 6 Inland Foundation Engineering, Inc.
▪ General site grading and earthwork
o Over-excavation
o Fill placement and compaction
o Temporary excavations and shoring
The report will include exploratory boring logs, laboratory test results, and a site plan
showing the boring locations.
PROPOSED FEE
Our services will be invoiced on a time and materials basis per our current standard fee
schedule rates. Based on the scope of service recommended above and assumptions
made, our estimated fee for the geotechnical investigation is $18,000.
LIMITATIONS
Our services will be performed in accordance with the standard of practice exercised by
other geotechnical engineers practicing in the same geographic area. No warranty,
express or implied, is made.
If additional permitting or unanticipated field conditions are encountered that require a
significant modification to the recommended scope of service or that require a
substantial increase to the estimated fee, we will not proceed with the modified scope or
increased amount without obtaining your written authorization. The proposed scope of
services does not include the evaluation or identification of the potential presence of
hazardous materials on the site.
We will contact Underground Service Alert (USA) to delineate public utilities within the
sites prior to performing drilling operations; however, we will not be responsible for
damage to any subsurface lines, structures, vegetation, or other sensitive sites that are
not accurately marked by USA or shown accurately on plans provided to us or shown to
us prior to our field exploration.
The Client is responsible for arranging access to the site to perform the field exploration.
Some disturbance to the ground surface may occur as a result of the subsurface
exploration. Although we will be careful to limit the extent of such occurrences, they
cannot be avoided and this proposal does not include any costs to re-grade, re-
vegetate, landscape or otherwise repair disturbed areas.
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Proposal – Geotechnical Investigation
Lake Elsinore Library, February 2024 6 of 6 Inland Foundation Engineering, Inc.
AGREEMENT AND AUTHORIZATION
To authorize our services, please sign the attached Agreement for Professional
Services and return to our office. A fully executed copy of the agreement will be
returned to you.
We appreciate the opportunity to submit this proposal and look forward to working with
you on this project. If you have any questions concerning this proposal, please contact
our office.
Respectfully,
INLAND FOUNDATION ENGINEERING, INC.
Allen D. Evans, P.E., G.E.
Principal
Christopher Hogan Rangel, PG
Project Geologist
IFE Inland Foundation Engineering, Inc.
inlandfoundation.com
1310 South Santa Fe Ave. PO Box 937 San Jacinto, CA 92581 ꓲ (951) 654-1555
77622 Country Club Dr. Suite Q, Palm Desert, CA 92211 ꓲ (760) 200-2400
AGREEMENT FOR GEOTECHNICAL ENGINEERING SERVICES
THIS AGREEMENT, effective as of this ___1___ day of March 2024 is by and between
City of Lake Elsinore (“Client”) and Inland Foundation Engineering, Inc. (“Consultant”).
Client’s Name City of Lake Elsinore Office
Mailing Address 130 S. Main Street Direct
Lake Elsinore, California 92530 E-mail gpapagolos@verizon.net
Project No.
Attention Gus Papagolos
Billing Address
Work Description Geotechnical Investigation
Project Proposed Library
Location South of W Summer Ave and West of North Main Street, Lake Elsinore, Ca
Legal Description of Property
Assessor Parcel No.
Present Record Owner
Owner’s Mailing Address
Contractor’s Name
IFE Inland Foundation Engineering, Inc.
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Agreement – Geotechnical Services
City of Lake Elsinore, March 2024 2 of 9 Inland Foundation Engineering, Inc.
THIS AGREEMENT consists of the following documents which are incorporated herein by reference:
• General Conditions for Geotechnical Engineering Services; and
• Any documents specifically listed below or incorporated by reference in the listed documents
(Exhibit A).
Consultant agrees to perform the Services set forth in this Agreement and in accordance with its terms,
including all attachments incorporated herein by reference. This Agreement may not be modified or altered,
except in writing as specifically described in this Agreement.
CLIENT CONSULTANT REPRESENTATIVE
Signature
Print Name Gus Papagolos Allen D. Evans, P.E.
Title R.C.E. 38104/G.E. 2060
Company City of Lake Elsinore Inland Foundation Engineering, Inc.
Address 130 S. Main Street P.O. Box 937
Lake Elsinore, California 92530 San Jacinto, California 92581-0937
Date
IFE Inland Foundation Engineering, Inc.
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Agreement – Geotechnical Services
City of Lake Elsinore, March 2024 3 of 9 Inland Foundation Engineering, Inc.
GENERAL CONDITIONS FOR
GEOTECHNICAL ENGINEERING SERVICES
1. DEFINITIONS
1.1. Agreement. This contract, including all appendixes, addenda, and any documents incorporated by reference.
1.2. Any Claim. This term, when used in a provision indicating client’s obligation to waive claims against consultant or to hold
consultant harmless from any claim arising from certain specified events, means “any claim in contract, tort, or statute alleging
negligence, errors, omissions, strict liability, statutory liability, breach of contract, negligent misrepresentation, or other acts giving rise
to liability”.
1.3. Certify, Certification. Wherever these or derivative words are used in the agreement, or in any document developed or arising
out of this agreement or services furnished by consultant thereunder, they shall mean consultant’s furnishing an opinion of conditions
based upon testing, analysis, or observation consultant has performed. Consultant’s certification of a condition’s existence does not
guarantee such condition exists, nor does it relieve other party of responsibilities or obligations such party has accepted by contract or
custom.
1.4. Consultant. The firm of Inland Foundation Engineering, Inc., including it affiliates, agents, and all principals, officers, and
employees thereof, and their heirs and assigns.
1.5. Contract Documents. Plans, specifications, and agreements between Client and Contractors, including addenda, amendments,
supplementary instructions, and change orders.
1.6. Contractor. The contractor or contractors retained to construct the Project for which Consultant is providing Services under this
Agreement.
1.7. Day(s). Calendar day(s) unless otherwise stated.
1.8. Hazardous Materials. The term Hazardous Materials means any toxic substances, chemicals, radioactivity, pollutants or other
materials, in whatever form or state, known or suspected to impair or jeopardize human health and safety or the environment in any
way whatsoever. Hazardous Materials include, but are not limited to, those substances defined, designated or listed in any federal,
state or local law, regulation or ordinance concerning hazardous wastes, toxic substances or pollution.
1.9. He, Him, His. A reference to a person or business entity with no gender intended. As appropriate, based on who is involved,
“he” implies he (male), she (female), or it (other than a human being), etc.
1.10. Services. The Services provided by Consultant as set forth in this Agreement, the SCOPE OF SERVICES and any written
amendment to this Agreement.
2. SCOPE OF SERVICES
Consultant’s included Services are set forth in the attached SCOPE OF SERVICES.
2.1. Changes in Scope. If Consultant provides Client with a writing confirming a change in the SCOPE OF SERVICES, it will become an
amendment to this Agreement unless Client objects in writing within 5 business days after receipt. All Services performed by Consultant
on the Project are subject to the terms and limitations of this Agreement. If Services are performed, but the parties do not reach
agreement concerning modifications to the SCOPE OF SERVICES or compensation, then the terms and limitations of this Agreement apply
to such Services, except for the payment terms. The parties agree to resolve disputes concerning modifications to scope or
compensation pursuant to Section 19, “Disputes.”
2.2. Licenses. Consultant will procure and maintain business and professional licenses and registrations necessary to provide its
Services.
2.3. Excluded Services. Consultant’s Services under this Agreement include only those Services specified in the SCOPE OF
SERVICES.
2.3.1. General. Client expressly waives any claim against Consultant resulting from its failure to perform recommended
additional Services that Client has not authorized Consultant to perform, and any claim that Consultant failed to perform services that
Client instructs Consultant not to perform.
2.3.2. Biological Pollutants. Consultant’s SCOPE OF SERVICES specifically excludes the investigation, detection, prevention or
assessment of the presence of Biological Pollutants. The term “Biological Pollutants” includes, but is not limited to, molds, fungi, spores,
bacteria, viruses, and/or any of their byproducts. Consultant’s SCOPE OF SERVICES will not include any interpretations, recommendations,
findings, or conclusions pertaining to Biological Pollutants. Client agrees that Consultant has no liability for any claims alleging a failure
to investigate, detect, prevent, assess, or make recommendations for preventing, controlling, or abating Biological Pollutants.
Furthermore, Client agrees to defend, indemnify, and hold harmless Consultant from all claims by any third party concerning Biological
Pollutants, except for damages caused by Consultant’s sole negligence.
3. PAYMENTS TO CONSULTANT
3.1. Basic Services. Consultant’s Services are set forth in the attached SCOPE OF SERVICES AND SCHEDULE OF CHARGES for the
amount(s) set forth therein.
IFE Inland Foundation Engineering, Inc.
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3.2. Additional Services. Services performed under this Agreement, except those Services expressly identified in the attached
SCOPE OF SERVICES, will be provided on a time and materials basis unless otherwise specifically agreed to in writing by both parties.
3.3. Estimate of Fees. Consultant will, to the best of its ability, perform the Services and accomplish the objectives defined in this
Agreement within any written cost estimate provided by Consultant. Client recognizes that changes in scope and schedule, and
unforeseen circumstances can all influence the successful completion of Services within the estimated cost. The use of an estimate of
fees or of a “not to exceed” limitation is not a guarantee that the Services will be completed for that amount; rather, it indicates that
Consultant shall not incur fees and expenses in excess of the estimate or limitation amount without obtaining Client’s agreement to do
so.
3.4. Rates. Client will pay Consultant at the rates set forth in the SCHEDULE OF CHARGES.
3.4.1. Changes to Rates. Client and Consultant agree that the SCHEDULE OF CHARGES is subject to periodic review and
amendment, as appropriate to reflect Consultant’s then-current fee structure. Consultant will give Client at least 30 days advance notice
of any changes. Unless Client objects in writing to the proposed amended fee structure within 30 days of notification, the amended fee
structure will be incorporated into this Agreement and will then supersede any prior fee structure. If Client timely objects to the amended
fee structure, and Consultant and Client cannot agree upon a new fee structure within 30 days after notice, Consultant may terminate
this Agreement and be compensated as set forth under Section 18, “Termination.”
3.4.2. Prevailing Wages. Unless Client specifically informs Consultant in writing that prevailing wage regulations cover the
Project and the SCOPE OF SERVICES identifies it as covered by such regulations, Client will reimburse, defend, indemnify and hold
harmless Consultant from and against any liability resulting from a subsequent determination that prevailing wage regulations cover the
Project, including all costs, fines and attorneys’ fees.
3.5. Payment Timing; Late Charge. All invoices are due upon receipt. All amounts unpaid 30 days after the invoice date will include
a late payment charge from the date of the invoice, at the rate of 1-1/2% per month or the highest rate permitted by law.
4. STANDARD OF PERFORMANCE; DISCLAIMER OF WARRANTIES
4.1. Level of Service. Consultant offers different levels of geotechnical Consulting Services to suit the desires and needs of different
clients. Although the possibility of error can never be eliminated, more detailed and extensive Services yield more information and
reduce the probability of error, but at increased cost. Client must determine the level of Services adequate for its purposes. Client has
reviewed the SCOPE OF SERVICES and has determined that it does not need or want a greater level of Services than that being provided.
4.2. Standard of Care. Subject to the limitations inherent in the agreed SCOPE OF SERVICES as to the degree of care, the amount of
time and expenses to be incurred, and subject to any other limitations contained in this Agreement, Consultant may perform its
Services consistent with that level of care and skill ordinarily exercised by other professional Consultants practicing in the same locale
and under similar circumstances at the time the Services are performed.
4.3. No Warranty. No warranty, express or implied, is included or intended by this Agreement.
5. ESTIMATE OF CONSTRUCTION COSTS
Client acknowledges that construction and Project development are subject to many influences that are not subject to precise
forecasting and are outside of Consultant’s control. Client further acknowledges that actual costs incurred may vary substantially from
the estimates prepared by Consultant and that Consultant does not warrant or guaranty the accuracy of construction or development
cost estimates.
6. CONSTRUCTION PHASE SERVICES
If Consultant’s SCOPE OF SERVICES includes observation and/or testing during the course of construction, Consultant may:
6.1. Construction Observation.
6.1.1. Site Meetings & Observations. Consultant will strive to participate in job site meetings as requested by Client, and, unless
otherwise requested by Client, conduct observations at the site at times specified in the SCOPE OF SERVICES or, if not specified in the
SCOPE OF SERVICES, at intervals as Consultant deems appropriate to the various stages of construction to observe the geotechnical
conditions encountered by Contractor and the progress and quality of the geotechnical aspects of the Services. Based on information
obtained during such visits and on such observations, Consultant may inform Client of the progress of the geotechnical aspects of the
Services. Client understands that Consultant may not be on site continuously; and, unless expressly agreed otherwise, Consultant will
not observe all of the Services. Observation and presence, whether full-time or intermittently, does not confer “stop work” authority on
those performing the service. Also, given the inherent limitations of such inspections, they shall not be relied upon by any other party
as acceptance of the work, nor shall they relieve any other party from fulfillment of its customary and contractual responsibilities and
obligations.
6.1.2. Contractor’s Performance. Consultant does not, and cannot, warrant or guarantee that all of the geotechnical Services
performed by Contractor meets the requirements of Consultant’s geotechnical recommendations or the plans and specifications for
such geotechnical Services; nor can Consultant be responsible for Contractor’s failure to perform the Services in accordance with the
plans, specifications or the recommendations of Consultant.
IFE Inland Foundation Engineering, Inc.
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City of Lake Elsinore, March 2024 5 of 9 Inland Foundation Engineering, Inc.
6.1.3. Contractor’s Responsibilities. Consultant will not supervise, direct or have control over the Services nor will Consultant
have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected by
Contractor for the geotechnical aspects of the Project; for safety precautions and programs incident to the Services; nor for any failure
of Contractor to comply with Laws and Regulations applicable to Contractor furnishing and performing its Services.
6.1.4. Final Report. At the conclusion of Construction Phase Services, Consultant will provide Client with a written report
summarizing the tests and observations, if any, made by Consultant.
6.2. Review of Contractor’s Submittals. If included in the SCOPE OF SERVICES, Consultant will review and take appropriate action on
the Contractor’s submittals, such as shop drawings, product data, samples, and other required submittals. Consultant will review such
submittals solely for general conformance with Consultant’s design, and will not include review for the following, all of which will remain
the responsibility of the Contractor: accuracy or completeness of details, quantities or dimensions; construction means, methods,
sequences or procedures; coordination among trades; or construction safety.
6.3. Tests. Tests performed by Consultant on finished Services or Services in progress are taken intermittently and indicate the
general acceptability of the Services on a statistical basis. Consultant’s tests and observations of the Services are not a guarantee of
the quality of Services and do not relieve other parties from their responsibility to perform their Services in accordance with applicable
plans, specifications and requirements.
7. CLIENT’S RESPONSIBILITIES
In addition to payment for the Services performed under this Agreement, Client agrees to:
7.1. Cooperation. Assist and cooperate with Consultant in any manner necessary and within its ability to facilitate Consultant’s
performance under this Agreement.
7.2. Representative. Designate a representative with authority to receive all notices and information pertaining to this Agreement,
communicate Client’s policies and decisions, and assist as necessary in matters pertaining to the Project and this Agreement. Client’s
representative will be subject to change by written notice.
7.3. Rights of Entry. Provide access to and/or obtain permission for Consultant to enter upon all property, whether or not owned by
Client, as required to perform and complete the Services. Consultant will operate with reasonable care to minimize damage to the
Project Site(s). However, Client recognizes that Consultant’s operations and the use of investigative equipment may unavoidably alter
conditions or affect the environment at the existing Project Site(s). The cost of repairing such damage will be borne by Client and is not
included in the fee unless otherwise stated.
7.4. Relevant Information. Supply Consultant with all information and documents in Client’s possession or knowledge which are
relevant to Consultant’s Services. Client warrants the accuracy of any information supplied by it to Consultant, and acknowledges that
Consultant is entitled to rely upon such information without verifying its accuracy. Prior to the commencement of any Services in
connection with a specific property, Client will notify Consultant of any known potential or possible health or safety hazard existing on or
near the Project Site, with particular reference to Hazardous Materials or conditions.
7.5. Subsurface Structures. Correctly designate on plans to be furnished to Consultant, the location of all subsurface structures,
such as pipes, tanks, cables and utilities within the property lines of the Project Site(s), and be responsible for any damage
inadvertently caused by Consultant to any such structure or utility not so designated. Consultant is not liable to Client for any losses,
damages or claims arising from damage to subterranean structures or utilities that were not correctly shown on plans furnished by
Client to Consultant.
8. CHANGED CONDITIONS
If Consultant discovers conditions or circumstances that it had not contemplated at the commencement of this Agreement (“Changed
Conditions”), Consultant will notify Client of the Changed Conditions. Client and Consultant agree to that they will then renegotiate in
good faith the terms and conditions of this Agreement. If Consultant and Client cannot agree upon amended terms and conditions
within 30 days after notice, Consultant may terminate this Agreement and be compensated as set forth in Section 18, “Termination.”
9. HAZARDOUS MATERIALS
Client understands that Consultant’s Services under this Agreement are limited to geotechnical engineering and that Consultant has no
responsibility to locate, identify, evaluate, treat or otherwise consider or deal with Hazardous Materials. Client is solely responsible for
notifying all appropriate federal, state, municipal or other governmental agencies, including the potentially affected public, of the
existence of any Hazardous Materials located on or in the Project site, or located during the performance of this Agreement. The
existence or discovery of Hazardous Materials constitutes a Changed Condition under this Agreement.
10. CERTIFICATIONS
Client agrees not to require that Consultant execute any certification with regard to Services performed or Services tested and/or
observed under this Agreement unless: 1) Consultant believes that it has performed sufficient Services to provide a sufficient basis to
issue the certification; 2) Consultant believes that the Services performed or Services tested and/or observed meet the criteria of the
IFE Inland Foundation Engineering, Inc.
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Agreement – Geotechnical Services
City of Lake Elsinore, March 2024 6 of 9 Inland Foundation Engineering, Inc.
certification; and 3) Consultant has reviewed and approved in writing the exact form of such certification prior to execution of this
Agreement. Any certification by Consultant is limited to an expression of professional opinion based upon the Services performed by
Consultant, and does not constitute a warranty or guaranty, either expressed or implied.
11. ALLOCATION OF RISK
11.1. Limitation of Liability. The total cumulative liability of Consultant, its subconsultants and subcontractors, and all of their
respective shareholders, directors, officers, employees and agents (collectively “Consultant Entities”), to Client arising from Services
under this Agreement, including attorney’s fees due under this Agreement, will not exceed the gross compensation received by
Consultant under this Agreement or $50,000, whichever is greater; provided, however, that such liability is further limited as described
below. This limitation applies to all lawsuits, claims or actions that allege errors or omissions in Consultant’s Services, whether alleged
to arise in tort, contract, warranty, or other legal theory. Upon Client’s written request, Consultant and Client may agree to increase the
limitation to a greater amount in exchange for a negotiated increase in Consultant’s fee, provided that they amend this Agreement in
writing as provided in Section 20.
11.2. Indemnification.
11.2.1. Indemnification of Client. Subject to the provisions and limitations of this Agreement, and to the extent of Consultant’s
insurance protection, Consultant agrees to indemnify, but not defend, and hold harmless Client, its shareholders, officers, directors,
employees, and agents from and against any and all claims, suits, liabilities, damages, expenses (including reasonable attorney’s fees),
or other losses (collectively “Losses”) to the extent caused by Consultant’s negligent performance, whether it be sole or in concert with
others, of its Services under this Agreement.
11.2.2. Indemnification of Consultant. Client will indemnify and hold harmless Consultant Entities from and against any and all
Losses to the extent caused by the negligence of Client, its employees, agents and contractors. In addition, except to the extent caused
by Consultant’s sole negligence, Client expressly agrees to defend, indemnify and hold harmles s Consultant Entities from and against
any and all Losses arising from or related to the existence, disposal, release, discharge, treatment or transportation of Hazardous
Materials, or the exposure of any person to Hazardous Materials, or the degradation of the environment due to the presence, discharge,
disposal, release of or exposure to Hazardous Material.
11.3. Consequential Damages. Neither Client nor Consultant will be liable to the other for any special, consequential, incidental or
penal losses or damages including but not limited to losses, damages or claims related to the unavailability of property or facilities,
shutdowns or service interruptions, loss of use, profits, revenue, or inventory, or for use charges, cost of capital, or claims of the other
party and/or its customers.
11.4. Continuing Agreement. The indemnity obligations and the limitations of liability established under this Agreement will survive
the expiration or termination of this Agreement. If Consultant provides Services to Client that the parties do not confirm through
execution of an amendment to this Agreement, the obligations of the parties to indemnify each other and the limitations on liability
established under this Agreement apply to such Services as if the parties had executed an amendment.
12. CORPORATE PROTECTION
It is intended by the parties to this Agreement that the Consultant’s (Inland Foundation Engineering, Inc.) services in connection with
the project shall not subject the Consultant’s affiliates, agents, principals, officers, individual employees thereof, and their heirs and
assigns to any personal legal exposure for the risks associated with this project. Therefore, and notwithstanding anything to the
contrary contained herein, the Client agrees that as the Client’s sole and exclusive remedy, any claim, demand or suit shall be directed
and/or asserted only against the Consultant (Inland Foundation Engineering, Inc.), a California Corporation, and not against any of the
Consultant’s employees, officers or directors.
13. THIRD PARTY BENEFICIARIES
Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against
either the Client or the Consultant. The Consultant’s services under this Agreement are being performed solely for the Client’s benefit,
and no other entity shall have any claim against the Consultant because of this Agreement or the performance or nonperformance of
services hereunder.
14. INSURANCE
14.1. Consultant’s Insurance. Consultant will obtain, if reasonably available, the following coverages:
14.1.1. Statutory Workers’ Compensation/Employer’s Liability Insurance;
14.1.2. Commercial General Liability Insurance with a combined single limit of $1,000,000;
14.1.3. Automobile Liability Insurance, including liability for all owned, hired and non-owned vehicles with minimum limits of
$1,000,000 for bodily injury per person, $1,000,000 property damage, and $1,000,000 combined single limit per occurrence; and,
14.1.4. Professional Liability Insurance in amounts of $1,000,000 per claim and annual aggregate.
IFE Inland Foundation Engineering, Inc.
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City of Lake Elsinore, March 2024 7 of 9 Inland Foundation Engineering, Inc.
14.2. Certificates of Insurance. Upon request, Consultant and Client will each provide the other with certificate(s) of insurance
evidencing the existence of the policies required herein.
15. OWNERSHIP AND USE OF DOCUMENTS
15.1. Client Documents. All documents provided by Client will remain the property of Client. Consultant will return all such
documents to Client upon request, but may retain file copies of such documents.
15.2. Consultant’s Documents. Unless otherwise agreed in writing, all documents and information prepared by Consultant or
obtained by Consultant from any third party in connection with the performance of Services, including, but not limited to, Consultant’s
reports, boring logs, maps, field data, field notes, drawings and specifications, laboratory test data and other similar documents
(collectively “Documents”) are the property of Consultant. Consultant has the right, in its sole discretion, to dispose of or retain the
Documents.
15.3. Use of Documents. All Documents prepared by Consultant are solely for use by Client and will not be provided by either party
to any other person or entity without Consultant’s prior written consent.
15.3.1. Use by Client. Client has the right to reuse the Documents for purposes reasonably connected with the Project for which
the Services are provided, including without limitation design and licensing requirements of the Project.
15.3.2. Use by Consultant. Consultant retains the right of ownership with respect to any patentable concepts or copyrightable
materials arising from its Services and the right to use the Documents for any purpose.
15.4. Electronic Media. Consultant may agree at Client’s request to provide Documents and information in an electronic format.
Client recognizes that Documents or other information recorded on or transmitted as electronic media are subject to undetectable
alteration due to (among other causes) transmission, conversion, media degradation, software error, or human alteration. Accordingly,
all Documents and information provided by Consultant in electronic media are for informational purposes only and not as final
documentation. Unless otherwise defined in the Scope of Services, Consultant’s electronic Documents and media will conform to
Consultant’s standards. Consultant will provide any requested electronic Documents for a 30-day acceptance period, and Consultant
will correct any defects reported by Client to Consultant during this period. Consultant makes no warranties, either express or implied,
regarding the fitness or suitability of any electronic Documents or media.
15.5. Unauthorized Reuse. No party other than Client may rely, and Client will not represent to any other party that it may rely on
Documents without Consultant’s express prior written consent and receipt of additional compensation. Client will not permit disclosure,
mention, or communication of, or reference to the Documents in any offering circular, securities offering, loan application, real estate
sales documentation, or similar promotional material without Consultant’s express prior written consent. Client waives any and all
claims against Consultant resulting in any way from the unauthorized reuse or alteration of Documents by itself or anyone obtaining
them through Client. Client will defend, indemnify and hold harmless Consultant from and against any claim, action or proceeding
brought by any party claiming to rely upon information or opinions contained Documents provided to such person or entity, published,
disclosed or referred to without Consultant’s prior written consent.
15.6 Confidentiality. Consultant and Client each acknowledge that during the term of this agreement either may receive or have
access to certain information, observations and data (including, but not limited to, trade secrets, designs, ideas, products, research,
software, and financial data) concerning the business or affairs of the other party (“Confidential Information”). Consultant and Client
shall take all reasonably appropriate steps to safeguard Confidential Information and to protect it against disclosure, misuse, espionage,
loss and theft. Consultant and Client agree that they shall not disclose to any unauthorized person or use for their own purposes any
Confidential Information without the prior written consent of the other party, unless and to the extent that the Confidential Information
becomes generally known to and available for use by the public.
16. SAMPLES AND CUTTINGS
16.1. Sample Retention. If Consultant provides laboratory testing or analytic Services, Consultant will attempt to preserve such soil,
rock, water, or other samples as it deems necessary for the Project, but no longer than 30 days after issuance of any Documents that
include the data obtained from these samples. Client will promptly pay and be responsible for the removal and lawful disposal of all
contaminated samples, cuttings, Hazardous Materials, and other hazardous substances.
16.2. Monitoring Wells. Client will take custody of all monitoring wells and probes installed during any investigation by Consultant,
and will take any and all necessary steps for the proper maintenance, repair or closure of such wells or probes at Client’s expense.
17. RELATIONSHIP OF THE PARTIES
Consultant will perform Services under this Agreement as an independent contractor.
18. ASSIGNMENT AND SUBCONTRACTS
Neither party may assign this Agreement, in whole or in part, without the prior written consent of the other party, except for an
assignment of proceeds for financing purposes. Consultant may subcontract for the services of others without obtaining Client’s
consent if Consultant deems it necessary or desirable for others to perform certain Services.
IFE Inland Foundation Engineering, Inc.
_______________________________
Agreement – Geotechnical Services
City of Lake Elsinore, March 2024 8 of 9 Inland Foundation Engineering, Inc.
19. SUSPENSION AND DELAYS
19.1. Procedures. Client may, at any time by 10 days written notice suspend performance of all or any part of the Services by
Consultant. Consultant may terminate this Agreement if Client suspends Consultant’s Services for more than 60 days and Client will
pay Consultant as set forth under Section 18, “Termination.” If Client suspends Consultant’s Services, or if Client or others delay
Consultant’s Services, Client and Consultant agree to equitably adjust: (1) the time for completion of the Services; and (2) Consultant’s
compensation in accordance with Consultant’s then current SCHEDULE OF CHARGES for the additional labor, equipment, and other
charges associated with maintaining its workforce for Client’s benefit during the delay or suspension, or charges incurred by Consultant
for demobilization and subsequent remobilization.
19.2. Liability. Consultant is not liable to Client for any failure to perform or delay in performance due to circumstances beyond
Consultant’s control, including but not limited to pollution, contamination, or release of hazardous substances, strikes, lockouts, riots,
wars, fires, flood, explosion, “acts of God,” adverse weather conditions, acts of government, labor disputes, delays in transportation or
inability to obtain material and equipment in the open market.
20. TERMINATION
20.1. Termination for Convenience. Consultant and Client may terminate this Agreement for convenience upon 30 days written
notice delivered or mailed to the other party.
20.2. Termination for Cause. In the event of material breach of this Agreement, the party not breaching the Agreement may
terminate it upon 10 days written notice delivered or mailed to the other party. The termination notice shall state the basis for the
termination. The Agreement may not be terminated for cause if the breaching party cures the breach within the 10-day period.
20.3. Payment on Termination. Following termination other than for Consultant’s material breach of this Agreement, Client will pay
Consultant for Services performed prior to the termination notice date, and for any necessary Services and expenses incurred in
connection with the termination of the Project, including but not limited to, the costs of completing analysis, records and reports
necessary to document job status at the time of termination and costs associated with termination of subcontractor contracts in
accordance with Consultant’s then current SCHEDULE OF CHARGES.
21. DISPUTES
21.1. Mediation. All disputes between Consultant and Client are subject to mediation. Either party may demand mediation by serving
a written notice stating the essential nature of the dispute, amount of time or money claimed, and requiring that the matter be mediated
within 45 days of service of notice.
21.2. Precondition to Other Action. No action or suit may be commenced unless the mediation did not occur within 45 days after
service of notice; or the mediation occurred but did not resolve the dispute; or a statute of limitation would elapse if suit was not filed
prior to 45 days after service of notice.
21.3. Choice of Law; Venue. This Agreement will be construed in accordance with and governed by the laws of the state in which
the Project is located. Unless the parties agree otherwise, any mediation or other legal proceeding will occur in the state in which the
Project is located.
21.4. Statutes of Limitations. Any applicable statute of limitations will be deemed to commence running on the earlier of the date of
substantial completion of Consultant’s Services under this Agreement or the date on which claimant knew, or should have known, of
facts giving rise to its claims.
22. MISCELLANEOUS
22.1. Integration and Severability. This Agreement reflects the entire agreement of the parties with respect to its terms and
supersedes all prior agreements, whether written or oral. If any portion of this Agreement is void or voidable, such portion will be
deemed stricken and the Agreement reformed to as closely approximate the stricken portions as the law allows.
22.2. Modification of this Agreement. This Agreement may not be modified or altered, except by a written agreement signed by
authorized representatives of both parties and referring specifically to this Agreement.
22.3. Notices. Any and all notices, requests, instructions, or other communications given by either party to the other must be in
writing and either hand delivered to the recipient or delivered by first-class mail (postage prepaid) or express mail (billed to sender) at
the addresses given in this Agreement.
22.4. Headings. The headings used in this Agreement are for convenience only and are not a part of this Agreement.
22.5. Waiver. The waiver of any term, conditions or breach of this Agreement will not operate as a subsequent waiver of the same
term, condition, or breach.
IFE Inland Foundation Engineering, Inc.
_______________________________
Agreement – Geotechnical Services
City of Lake Elsinore, March 2024 9 of 9 Inland Foundation Engineering, Inc.
EXHIBIT A: CONSULTANT’S
SCOPE OF SERVICES AND SCHEDULE OF CHARGES
Consultant’s Proposal or other description of (1) Scope of Services, and (2) Schedule of Charges for
the Services covered by this Agreement is listed below.
Services Rendered: Geotechnical Investigation Proposed Library, South of W Summer Ave and West
of North Main Street, Lake Elsinore, California
Estimated Fee: $18,000
Deposit:
Note: Proposal dated March 1, 2024