HomeMy WebLinkAboutContracts & Agreements_51-2026AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of AWIA Emergency Response Plan 5-Year Update
("Agreement") is made and entered in this 21" day of April, 2026 ("Effective Date"), by and
between the City of Redlands, a municipal corporation ("City") and Carollo Engineers Inc., a
Delaware corporation. ("Consultant"). City and Consultant are sometimes individually referred to
herein as a "Party" and, together, as the "Parties." In consideration of the mutual promises
contained herein, City and Consultant agree as follows:
ARTICLE 1 — ENGAGEMENT OF CONSULTANT
1.1 City hereby engages Consultant to provide AWIA Emergency Response Plan 5-Year
Update services for City (the "Services").
1.2 The Services shall be performed by Consultant in a professional manner, and Consultant
represents that it has the skill and the professional expertise necessary to provide the
Services to City at a level of competency presently maintained by other practicing
professional consultants in the industry providing like and similar types of Services.
ARTICLE 2 — SERVICES OF CONSULTANT
2.1 The Services that Consultant shall perform are more particularly described in Exhibit "A,"
titled "Scope of Services," which is attached hereto and incorporated herein by this
reference.
2.2 Consultant shall comply with applicable federal, state and local laws and regulations in the
performance of this Agreement including, but not limited to, any applicable State
prevailing wage laws.
ARTICLE 3 —RESPONSIBILITIES OF CITY
3.1 City designates Monica Heredia Municipal Utilities & Engineering Department Director,
as City's representative with respect to performance of the Services, and such person shall
have the authority to transmit instructions, receive information, interpret and define City's
policies and decisions with respect to performance of the Services.
3.2 City shall furnish Consultant available studies, reports and other data pertinent to
Consultant's services; obtain or authorize Consultant to obtain or provide additional reports
and data as required; furnish to Consultant services of others required for the performance
of Consultant's services hereunder, and Consultant shall be entitled to use and reasonably
rely upon all such information and services provided by City or others in performing
Consultant's services under this Agreement.
3.3 Documents, including drawings and specifications, prepared by Consultant pursuant to this
Agreement are not intended or represented to be suitable for reuse by City or others for this
project or on any other project. Any reuse of completed documents or use of partially
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completed documents without written verification or concurrence by Consultant for the
specific purpose intended will be at City's sole risk and without liability or legal exposure
to Consultant.
3.4 City shall arrange for access to and make all provisions for Consultant to enter upon public
and private property as required for Consultant to perform the Scope of Services hereunder.
ARTICLE 4—PERFORMANCE OF SERVICES
4.1 The term of this Agreement shall be for a period of one (1) year commencing as of the
Effective Date, unless terminated earlier as provided herein.
4.2 If Consultant's Services include deliverable electronic visual presentation materials, such
materials shall be delivered in a form, and made available to City, consistent with City
Council -adopted policy for the same. It shall be the obligation of Consultant to obtain a
copy of such policy from City staff.
4.3 Consultant is not responsible for damage or delay in performance caused by events beyond
the reasonable control of Consultant. In the event Consultant's services are suspended,
delayed or interrupted for the convenience of City or delays occur beyond the reasonable
control of Consultant, an equitable adjustment in Consultant's time of performance and cost
of Consultant's personnel and subcontractors may be made.
ARTICLE 5 — PAYMENTS TO CONSULTANT
5.1 Compensation: Total compensation for Consultant's performance of the Services shall be
in the amount of thirty-nine thousand nine hundred and seventy-nine dollars ($39,979).
City shall pay Consultant in accordance with Exhibit `B," titled "Fee Schedule," which is
attached hereto and incorporated herein by this reference.
5.2 Consultant shall submit monthly invoices to City describing the Services performed during
the preceding month. Consultant's invoices shall include a brief description of the Services
performed, the dates the Services were performed, the number of hours spent and by whom,
and a description of reimbursable expenses related to the Services. City shall pay
Consultant no later than thirty (30) days after receipt and approval by City of Consultant's
invoice.
5.3 Any notice or other communication required, or which may be given, pursuant to this
Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the date
of delivery in person; (ii) five (5) days after deposit in first class registered mail, with return
receipt requested; (iii) on the actual delivery date if deposited with an overnight courier; or
(iv) on the date sent by facsimile or electronic mail transmission (including PDF), if
confirmed with a copy sent contemporaneously by first class, certified, registered or
express mail; in each case properly posted and fully prepaid to the appropriate address set
forth below, or such other address as a Party may provide notice in accordance with this
section:
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CITY:
City Clerk
City of Redlands
35 Cajon Street
P.O. Box 3005 (mailing)
Redlands, CA 92373
jdonaldson@cityofredlands.org
Phone:(909) 798-7531
CONSULTANT:
Graham J.G. Juby, Senior Project Manager
Carollo Engineers Inc.
11801 Pierce St, Suite 200
Riverside, CA 92505
GJGJuby@carollo.com
Phone: (951) 776-3955
Fax: (951) 776-4207
ARTICLE 6 — INSURANCE AND INDEMNIFICATION
6.1 The following insurance coverage required by this Agreement shall be maintained by
Consultant for the duration of its performance of the Services. Consultant shall not perform
any Services unless and until the required insurance listed below is obtained by Consultant.
Consultant shall provide City with certificates of insurance and endorsements evidencing
such insurance prior to commencement of the Services. Insurance policies shall include a
provision prohibiting cancellation or modification of the policy except upon thirty (30)
days prior written notice to City.
A. Workers' Compensation and Employer's Liability insurance in the amount that meets
statutory requirements with an insurance carrier acceptable to City, or certification to
City that Consultant is self -insured or exempt from the workers' compensation laws of
the State of California. Consultant shall execute and provide City with Exhibit "C,"
titled "Workers' Compensation Insurance Certification," which is attached hereto and
incorporated herein by this reference, prior to performance of the Services.
B. Comprehensive General Liability insurance with carriers acceptable to City in the
minimum amount of One Million Dollars ($1,000,000) per occurrence and Two Million
Dollars ($2,000,000) aggregate, for public liability, property damage and personal
injury is required. City shall be named as an additional insured and such insurance shall
be primary and non-contributing to any insurance or self-insurance maintained by City.
C. Consultant shall secure and maintain professional liability insurance throughout the
term of this Agreement in the amount of One Million Dollars ($1,000,000) per claim
made.
D. Business Auto Liability coverage, with minimum limits of One Million Dollars
($1,000,000) per occurrence, combined single limit bodily injury liability and property
damage liability. This coverage shall include all Consultant owned vehicles used in
connection with Consultant's provision of the Services, hired and non -owned vehicles,
and employee non -ownership vehicles. City shall be named as an additional insured
and such insurance shall be primary and non-contributing to any insurance or self-
insurance maintained by City.
E. Consultant is expressly prohibited from assigning or subcontracting any of the Services
without the prior written consent of City. In the event of mutual agreement by the
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Parties to assign or subcontract a portion of the Services, Consultant shall add such
assignee or subcontractor as an additional insured to the insurance policies required
hereby and provide City with the insurance endorsements prior to any Services being
performed by the assignee or subcontractor.
6.2 Consultant shall defend, indemnify and hold harmless City and its elected and appointed
officials, employees and agents from and against any and all claims, losses or liability,
including attorneys' fees, arising from injury or death to persons or damage to property to
the extent caused by any negligent act or omission by, or the willful misconduct of,
Consultant, or its officers, employees and agents in performing the Services.
6.3 Neither party shall be responsible for economic, incidental and/or consequential damages
to the other party and/or any third party. Additionally, Consultant shall not be responsible
for acts and decisions of third parties, including other governmental agencies, other than
Consultant's subconsultants, that impact the Scope of Services completion and/or success.
ARTICLE 7 — CONFLICTS OF INTEREST
7.1 Consultant covenants and represents that it does not have any investment or interest in any
real property that may be the subject of this Agreement or any other source of income,
interest in real property or investment that would be affected in any manner or degree by
the performance of Consultant's Services. Consultant 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.
7.2 Consultant agrees it is not a designated employee within the meaning of the Political
Reform Act because Consultant:
A. Does not make a governmental decision whether to:
(i) approve a rate, rule or regulation, or adopt or enforce a City law;
(ii) issue, deny, suspend or revoke any City permit, license, application,
certification, approval, order or similar authorization or entitlement;
(iii) authorize City to enter into, modify or renew a contract;
(iv) grant City approval to a contract that requires City approval and to which
City is a party, or to the specifications for such a contract;
(v) grant City approval to a plan, design, report, study or similar item;
(vi) adopt, or grant City approval of, policies, standards or guidelines for City
or for any subdivision thereof.
B. Does not serve in a staff capacity with City and in that capacity, participate in
making a governmental decision or otherwise perform the same or substantially the
same duties for City that would otherwise be performed by an individual holding a
position specified in City's Conflict of Interest Code under Government Code
section 87302.
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7.3 In the event City determines that Consultant must disclose its financial interests, Consultant
shall complete and file a Fair Political Practices Commission Form 700, Statement of
Economic Interests, with the City Clerk's office pursuant to the written instructions
provided by the City Clerk.
ARTICLE 8 — GENERAL CONSIDERATIONS
8.1 In the event any action is commenced to enforce or interpret any of the terms or conditions
of this Agreement the prevailing Party shall, in addition to any costs and other relief, be
entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in-
house counsel by a Party.
8.2 Consultant shall not assign any of the Services, except with the prior written approval of
City and in strict compliance with the terms and conditions of this Agreement. Any
assignment or attempted assignment without such prior written consent may, in the sole
discretion of City, result in City's immediate termination of this Agreement.
8.3 Consultant is for all purposes under this Agreement an independent contractor and shall
perform the Services as an independent contractor. Neither City nor any its agents shall
have control over the conduct of Consultant or Consultant's employees, except as herein
set forth. Consultant shall supply all necessary tools and instrumentalities required to
perform the Services. Assigned personnel employed by Consultant are for its account only,
and in no event shall Consultant or personnel retained by it be deemed to have been
employed by City or engaged by City for the account of, or on behalf of City. Consultant
shall have no authority, express or implied, to act on behalf of City in any capacity
whatsoever as an agent, nor shall Consultant have any authority, express or implied, to bind
City to any obligation.
8.4 This Agreement may be terminated by City, in its sole discretion, by providing not less
than five (5) days prior written notice to Consultant of City's intent to terminate. If this
Agreement is terminated by City, an adjustment to Consultant's compensation shall be
made, but (1) no amount shall be allowed for anticipated profit or unperformed Services,
and (2) any payment due Consultant at the time of termination may be adjusted to the extent
of any additional costs to City occasioned by any default by Consultant. Upon receipt of a
termination notice, Consultant shall immediately discontinue its provision of the Services
and, within five (5) days of the date of the termination notice, deliver or otherwise make
available to City, copies (in both hard copy and electronic form, where applicable) of
project related data, design calculations, drawings, specifications, reports, estimates,
summaries and such other information and materials as may have been accumulated by
Consultant in performing the Services. Consultant shall be compensated on a pro-rata basis
for Services completed up to the date of termination.
8.5 Consultant shall maintain books, ledgers, invoices, accounts and other records and
documents evidencing costs and expenses related to the Services for a period of three (3)
years, or for any longer period required by law, from the date of final payment to Consultant
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pursuant to this Agreement. Such books shall be available at reasonable times for
examination by City at the office of Consultant.
8.6 This Agreement, including the Exhibits incorporated herein by reference, represents the
entire agreement and understanding between the Parties as to the matters contained herein,
and any prior negotiations, written proposals or verbal agreements relating to such matters
are superseded by this Agreement. Except as otherwise provided for herein, any
amendment to this Agreement shall be in writing, approved by City and signed by City and
Consultant.
8.7 This Agreement shall be governed by and construed in accordance with the laws of the
State of California, without regard to its conflicts of laws provisions. The Parties agree that
all actions or proceedings arising in connection with this Agreement shall be tried and
litigated only in the state courts located in San Bernardino County, California, and the
federal courts located in Riverside County, California.
8.8 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement
is declared invalid, void or unenforceable by a court of competent jurisdiction, the same
shall be deemed severable from the remainder of this Agreement and shall not affect,
impair or invalidate the remaining sentences, clauses, paragraphs or sections contained
herein, unless to do so would deprive a Party of a material benefit of its bargain under this
Agreement.
IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have
signed in confirmation of this Agreement.
CITY OF REDLANDS
By:
Charles M. Duggan Jr., tfty M Hager
ATTEST:
tine Donaldson, City Clerk
CAROLLO ENGINEERS INC.
By:
Graham J.G. Juby, Seni r Project
Manager
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EXHIBIT "A"
SCOPE OF SERVICES
AWIA Emergency Response Plan 5-Year Update
Task 1 —Project Management
Consultant to provide AWIA Emergency Response Plan 5-Year Update services. Consultant
will actively manage all components of the project, including budget and schedule
management, and tracking of all project deliverables. Consultant will provide monthly
progress reports and keep minutes for all kickoff and planning meetings.
This task includes a 30 to 60-minute virtual kickoff meeting, and up to six (6) 30-min progress
meetings.
Task 2 Emergency Response Plan Updates
Consultant to provide AWIA Emergency Response Plan (ERP) 5-Year Update services. The
City's 2021 ERP will be utilized as a baseline for updates and revisions based on the
updated 2025 RRA and requirements outlined in AWIA for the 2025 recertification cycle.
This task will result in updates to the existing ERP document specific to any new asset -
threat pairs, or any changes in organizational structure since the prior ERP update. This
update will also consider how real -world incidents across the industry have redefined
emergency response actions, priorities, and structures to enable the 2026 ERP to meet the
needs of the City during emergencies.
The current ERP is robust and provides detailed response guidance based on core Incident
Command System (ICS) principles. The plan duplicates significant planning considerations
that have been long-established by Emergency Management personnel within the City of
Redlands Fire Department. The primary goal of this ERP update will be reducing duplication
in the Water ERP, and aligning response guidelines and procedures between the City's
general Emergency Management Plan and the Water ERP.
With new changes noted above, the ERP must still maintain alignment with the
following AWIA legislative requirements. Consultant will reduce duplication while
maintaining full compliance with the following:
• Strategies and resources to improve the resilience of the system, including
physical security and cybersecurity.
• Plans and procedures that can be implemented, and identification of equipment that
can be utilized, in the event of a malevolent act or natural hazard that threatens the
ability of the community water system to deliver safe drinking water.
• Actions, procedures, and equipment that can obviate or significantly lessen the impact
of a malevolent act or natural hazard on the public health and the safety and supply of
drinking water provided to communities and individuals.
• Strategies that can be used to aid in the detection of malevolent acts or natural
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hazards that threaten the security or resilience of the system.
Task 2.1 — Data Review and Coordination
Consultant will review the 2021 ERP in the context of the latest RRA update and identify any
current gaps in the plan. Identification of gaps will include coordination efforts, as needed,
with other stakeholders within the City to align the plan to other relevant groups and
emergency response documents. Based on previous scoping discussions with the City, it is
expected that the Fire Department (Emergency Management Group) will be a primary
stakeholder to engage in the drafting process. It is assumed that the team will hold two virtual
stakeholder discussions to help develop an ERP that accurately aligns with how the City's
water utility would respond in an emergency.
Task 2.2 Draft ERP Update
Consultant will take the gaps identified and information gathered in task 2.1 to update the
City's Water ERP. The Consultant team will plan for and facilitate a two-hour virtual
workshop with City staff to review changes to the ERP and discuss immediate feedback
provided by staff. This meeting will provide context for any further changes or modifications
to the ERP before finalization.
Task 2.3 - Final ERP
Consultant will incorporate comments and edits provided by the City into the ERP
And finalize for compliance purposes.
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EXHIBIT "B"
FEE SCHEDULE
1. Project Management
2. Emergency Response Plan Updates
i.
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$7,745
$32,234
Total $39,979
EXHIBIT "C"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation in one or more of the
following ways:
(a) By being insured against liability to pay compensation by one or more insurers duly authorized
to write compensation insurance in this State.
(b) By securing from the Director of Industrial Relations, a certificate of consent to self -insure,
either as an individual employer, or as one employer in a group of employers, which may be
given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to
self -insure and to pay any compensation that may become due to his or her employees.
CHECK ONE
_X I am aware of the provisions of Section 3700 of the Labor Code which requires every
employer to be insured against liability for Workers' Compensation or to undertake self-insurance
in accordance with the_ provisions of that Code, and I will comply with such provisions
before commencing the performance of the work and activities required or permitted
under this Agreement. (Labor Code §1861).
I affirm that at all times, in performing the work and activities required or permitted under
this Agreement, I shall not employ any person in any manner such that I become subject to the
workers' compensation laws of California. However, at any time, if I employ any person such that
I become subject to the workers' compensation laws of California, immediately I shall provide the
City with a certificate of consent to self -insure, or a certification of workers' compensation
insurance.
I certify under penalty of perjury under the laws of the State of California that the information and
representations made in this certificate are true and correct.
CAROLLO ENGINEERS, INC
By: Date: 4/17/2026
Graham J.G. Juby, Senior Project Manager
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