CC Resolution 13081 - Approving an Agreement with Ninyo & Moore Not to Exceed &177,428 Measure O - Police Operations Building (No. 23-RR) and Library Renovaitons (No. 23-SS) RESOLUTION NO. 13081
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CAMPBELL: 1) APPROVING AN
AGREEMENT WITH NINYO & MOORE TO PROVIDE MATERIALS TESTING AND INSPECTION
SERVIES FOR THE MEASURE O — POLICE OPERATIONS BUILDING (NO. 23-RR) AND
LIBRARY RENOVATIONS (23-SS) PROJECTS IN ACCORDANCE WITH THE POLICIES AND
PROCEDURES SPECIFIED IN CAMPBELL MUNICIPAL CODE SECTION 3.20.091; 2)
APPROVING THE COMBINED CONTRACT AMOUNT OF $177,428, PLUS AN ADDITIONAL
20% CONTINGENCY AMOUNT OF $35,485, FOR ANY SERVICE MODIFICATIONS REQUIRED
TO ACCOMMODATE EACH PROJECT'S CONSTRUCTION SCHEDULE; AND 3)
AUTHORIZING THE CITY MANAGER TO EXECUTE SAID AGREEMENT AS SPECIFIED IN
CAMPBELL MUNICIPAL CODE SECTION 3.20.100 •
WHEREAS, since 2018, substantial progress has been made on the development and
implementation of the City's two most significant Measure 0-funded projects: the Campbell Library
Renovations Project (No. 23-SS) and the Police Operations Building Project (No. 23-RR); and
WHEREAS, throughout the years, their respective project budgets were adjusted accordingly to
ensure that funds would be applied towards the anticipated costs/expenditures related to various
facets of their development and/or implementation — including their construction management and
testing and inspection fees; and
WHEREAS, in October 2022, Griffin Structures (Griffin) was hired as the City's construction
management firm for both Measure 0 projects to assist staff with preparations in the time leading up
to their construction and implement the necessary services upon the commencement of work at each
site; and
WHEREAS, in late 2023, while plans were underway to award each project's construction contract,
Griffin was authorized by staff to issue a Request for Proposals (RFP) to facilitate the process of
selecting and hiring a qualified firm to provide testing and special inspection services on behalf of
each project during its upcoming construction phase; and
WHEREAS, in accordance with the City's procedures specified in Campbell Municipal Code (CMC)
3.20.091 — Request for Proposals (RFP), Griffin contacted the following three firms in September
2023 to request a proposal (quote) for materials testing and special inspection services on behalf of
each Measure 0 project: BAGG Engineers (BAGG), Krazan, and Ninyo & Moore; and
WHEREAS, in response to Griffin's initial request, BAGG and Ninyo & Moore submitted proposals
for both the Library and Police projects, while Krazan submitted a proposal for the Library only; and
WHEREAS, after evaluating the remaining proposals, Griffin and staff ultimately selected Ninyo &
Moore based on their lower (and consistent) hourly rates, total contract amounts, and 2-hour
inspection minimums proposed for each project; and
WHEREAS, with construction of the Library project already underway, testing and inspection
services will be required to begin on December 1, 2023, therefore staff recommends that the City
Council approve a service agreement with Ninyo & Moore, in an amount not to exceed $177,428, to
provide materials testing and special inspection services for the Measure 0 — Police Operations
Building (No. 23-RR) and Library Renovations (No. 23-SS) projects; and
WHEREAS, staff is also requesting that the City Council authorize an additional 20% contingency
amount ($35,485) to address any service modifications needed to accommodate each project's
construction schedule; and
WHEREAS, with a combined amount of$610,000 in Measure 0 funds currently programmed in their
CIP budgets for testing and special inspection fees ($180,000 for the Library and $430,000 for PD),
sufficient funding is available to award the proposed contract and implement services throughout
their respective construction phases; and
WHEREAS, as a result of this action, a combined savings of up to $397,087 in Measure 0 funds will
be generated ($85,613 for Library and $311,474 for the Police Building), which can be re-allocated
to other costs and expenditures as needed for each project; and
WHEREAS, since testing and inspection services shall commence only after the contract has been
fully executed, staff is requesting City Council's authorization for the City Manager to execute said
agreement, as specified in Campbell Municipal Code Section 3.20.100.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Campbell hereby: 1)
approve an agreement with Ninyo & Moore to provide materials testing and inspection services for
the Measure 0 — Police Operations Building (No. 23-RR) and Library Renovations (No. 23-SS)
projects in accordance with the policies and procedures specified in Campbell Municipal Code
(CMC) 3.20.091; 2) approve the combined contract amount of$177,428, plus an additional 20%
contingency amount of$35,485, for any service modifications required to accommodate each
project's construction schedule; and 3) authorize City Manager to execute said agreement as
specified in Campbell Municipal Code Section 3.20.100.
BE IT FURTHER RESOLVED should the City Council approve and award this contract: 1) staff
and Griffin will notify Ninyo & Moore when the contract has been fully executed and services may
commence on site according to their respective construction schedules, and 2) update the
individual expenditure plans accordingly for the Library and Police projects to reflect the actual
costs associated with this contract amount as part of the line item for `Testing & Special
Inspections Fees.'
PASSED AND ADOPTED this 21st day of November, 2023, by the following roll call vote:
AYES: Councilmembers: Lopez, Scozzola, Furtado, Landry, Bybee
NOES: Councilmembers: None
ABSENT: Councilmembers: None
APPROVED: (2
Anne Bybee, Mayor
ATTESTalhalm244
Andrea Sanders, gjty Clerk
CITY OF CAMPBELL
CONSULTANT SERVICES AGREEMENT
This Agreement is entered into at Campbell, California on the day of
2020, by and between the CITY OF CAMPBELL (herein after referred to as
"City") and Ninyo & Moore (hereinafter referred to as "Consultant").
WHEREAS, City desires to obtain consulting services for the purpose of providing
materials testing and special inspection services for the Measure 0 — Police Operations Building
(No. 23-RR) and Library Renovations (No. 23-SS) projects through the duration, and eventual
completion, of their respective construction schedules; and
WHEREAS, Consultant represents that it has the expertise, means, and ability to perform
said Materials Testing and Special Inspection Services;
NOW, THEREFORE, in consideration of each other's mutual promises, Consultant and
City agree as follows:
1. DUTIES OF CONSULTANT
1.1 Consultant agrees to perform services as set forth in Exhibit A - Scope of Services,
attached hereto and incorporated herein by reference, and which shall be interpreted together and
in harmony with this Agreement. In the event of any conflict between Exhibit A and this
Agreement, this Agreement shall govern, control, and take precedence.
1.2 Consultant's project manager will meet with the City's project coordinator prior to
commencement of the project to establish a clear understanding of the working relationships,
authorities, and management philosophy of City as it relates to this Agreement.
1.3 Consultant, working with the City, will gather available existing information
concerning the project, and shall review documents as necessary for compliance with the project's
objectives.
1.4 In performance of this Agreement by Consultant, time will be of the essence.
1.5 Notwithstanding Section 1.4, Consultant shall not be responsible for delay caused
by activities or factors beyond Consultant's reasonable control, including delays or by reason of
strikes, work slow-downs or stoppages, or acts of God.
1.6 Consultant agrees to perform this Agreement in accordance with the highest degree
of skill and expertise exercised by members of Consultant's profession working on similar projects
under similar circumstances.
1.7 Consultant shall cooperate in good faith with City in all aspects of the performance
of this Agreement.
1.8 In the course of the performance of this Agreement,Consultant shall act in the City's
best interest as it relates to the project.
1.9 The designated project manager for Consultant shall be Ransom Hennefer. The
Consultant's project manager shall have all the necessary authority to direct technical and
professional work within the scope of the Agreement and shall serve as the principal point of
contact with the City and the City's project coordinator. The authorized principal of Consultant
executing this Agreement for the Consultant shall have authority to make decisions regarding
changes in services,termination and other matters related to the performance of this agreement on
behalf of Consultant.
1.10 The Consultant(and its employees, agents, representatives, and subconsultants), in
the performance of this Agreement, shall act in an independent capacity and not as officers or
employees or agents of the City. The City shall not direct the work and means for accomplishment
of the services and work to be performed hereunder.The City,however,retains the right to require
that work performed by Consultant meet specific standards consistent with the requirements of
this Agreement without regard to the manner and means of accomplishment thereof.
Subcontractors shall assume all of the rights, obligations and liabilities, applicable to it as an
independent contractor hereunder. Consultant represents and warrants that it (i) is fully
experienced and properly qualified to perform the class of work and services provided for herein,
(ii) has the financial capability and shall finance its own operations required for the performance
of the work and services and (iii) is properly equipped and organized to perform the work and
services in a competent, timely and proper manner in accordance with the requirements of this
Agreement.
1.11 This Agreement contains provisions that permit mutually acceptable changes in the
scope, character or complexity of the work if such changes become desirable or necessary as the
work progresses.Adjustments to the basis of payment and to the time for performance of the work,
if any, shall be established by a written contract amendment(approved and executed by the City)
to accommodate the changes in work.
2. DUTIES OF CITY
2.1 City shall furnish to Consultant all available and pertinent data and information
requested by Consultant to facilitate the preparation of the documents called for in this Agreement.
Consultant shall be entitled to reasonably rely on all such information.
2.2 City shall provide contract administration services. City shall notify Consultant of
required administrative procedures and shall name representatives, if any, authorized to act in its
behalf.
2.3 City shall review documents submitted by Consultant and shall render decisions
pertaining thereto as promptly as reasonably possible.
3. COMPENSATION
3.1 For the full performance of the services described herein by Consultant, City agrees
to compensate Consultant for all services and direct costs associated with the performance of the
project in an amount not to exceed $177,428.00 as follows:
a. Once each month, Consultant shall submit for payment by City, an itemized invoice for
services performed during the previous billing period. The invoice shall describe the services
rendered and the title of the item of work and shall list labor hours by personnel classification.
Said invoice shall be based on all labor and direct expense charges made for work performed on
the project. Labor charges shall be in accordance with the fee schedule found in Exhibit A of this
Agreement. City shall pay Consultant for services rendered and approved by the City within 30
days from the date the itemized invoice is received by the City, subject to the maximum not to
exceed amount specified above and the City's right to object.
b. Direct costs are those outside costs incurred on or directly for the project, and
substantiated with invoices for the charges. Direct expenses include printing, reproduction, and
delivery charges.
3.2 If Consultant incurs other costs which are not specifically covered by the terms of
this Agreement,but which are necessary for performance of Consultant's duties, City may approve
payment for said costs if authorized in writing by the City in advance.
3.3 City may order changes in the scope or character of services in writing, including
decreasing the amount of Consultant's services. In the event that the work is decreased, Consultant
is entitled to full compensation for all services performed and expenses incurred prior to receipt of
notice of change. Under no conditions shall Consultant make any changes to the work, either as
additions or deductions, without the prior written order of the City. In the event, that the City
determines that a change to the work or services from that specified in this Agreement is required,
the contract time and/or actual costs reimbursable by the City for the project may be adjusted by
contract amendment or change order to accommodate the changed work. The maximum not to
exceed total amount specified in this Article 3 (Compensation) shall not be exceeded, unless
authorized by written contract amendment or change order, approved and executed by the City.
Consultant shall obtain prior written approval for a revised fee schedule from the City before
exceeding such fee schedule.
3.4 In no event,will the Consultant be reimbursed for any costs or expenses at any rates
that exceed the rates for set forth in the fee schedule found in Exhibit A.
4. SUBCONSULTANTS
4.1 Consultant may not subcontract any services required under this Agreement without
the prior written consent of the City.
4.2 Consultant shall be responsible to City for the performance of any and all
subconsultants who perform work under this contract, and any acts of negligence or misconduct
on their part. Consultant is solely responsible for all payments due to subconsultants.
5. OWNERSHIP OF DOCUMENTS AND MATERIALS
All original drawings, documents, papers,data, materials,photographs, negatives and other
work products prepared by the Consultant and/or its subconsultants in the performance of the
services encompassed in this Agreement(whether in printed or electronic format)("project-related
documents and materials) shall be the property of the City and may be used on this project without
the consent of the Consultant or its subcontractors. City acknowledges that such drawings,
documents, and other items are instruments of professional services intended for use only on the
subject project. Consultant agrees that all copyrights which arise from creation of the Project-
related documents and materials pursuant to this Agreement shall be vested in the City and waives
and relinquishes all claims to copyright or other intellectual property rights in favor of the City.
Upon the completion or termination of this Agreement for any reason,the City shall be entitled to
receive,and Consultant shall promptly provide to the City upon request,all finished and unfinished
project-related documents and materials, produced or gathered by or on behalf of Consultant that
are in Consultant's possession,custody or control. Consultant may retain copies of said documents
and materials for its files. In the event of termination, any dispute regarding compensation or
damages shall not hinder, prevent, or otherwise impact the City's right to promptly receive and
use such documents and materials which are the sole and exclusive property of the City.
6. TERMINATION
Notwithstanding any other provision of this Agreement,City may terminate this Agreement
at any time, with or without cause, in its sole discretion, by giving notice in writing to Consultant
of such termination. In the event of such termination,Consultant shall have the right and obligation
to immediately assemble the work then in progress for the purpose of completing the work and
turning over all materials and documents to City. In the event of such termination, Consultant
shall be compensated for all work and services performed to the point of termination in accordance
with the payment provisions set forth in Section 3.1, unless the termination is for cause, in which
event Consultant need be compensated only to the extent required by law.
7. AUDIT AND INSPECTION
Consultant shall permit authorized representatives of City to inspect and audit all data and
records relating to its performance under this Agreement for a period of three years following
acceptance of the final study.
8. EQUAL EMPLOYMENT OPPORTUNITY
Consultant agrees to refrain from discriminatory employment practices on the basis of race,
religious creed, color, sex, national origin, handicap, sexual orientation, or ancestry of any
employee of, or applicant for employment with, such Consultant or subcontractor.
9. INSURANCE AND INDEMNIFICATION
.9.1 With respect to any design professional services provided by Consultant, the Consultant
agrees to indemnify, and hold harmless the CITY, its officers, and employees to.the fullest extent
allowed by law from any and all claims, actions, causes of action, damages, liabilities and losses,
that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the
Consultant, except for any claims, actions,causes of action, losses, damages or liabilities
proximately caused by the sole negligence or willful misconduct of CITY. CITY shall not be
liable for acts of Consultant in performing services described herein.Notwithstanding anything
in this paragraph to the contrary, any defense costs charged to the design professional under this
paragraph shall not exceed the design professional's proportionate percentage of fault, except:
a. That in the event one or more defendants is unable to pay its share of defense costs due to
bankruptcy or dissolution of the business, the design professional shall meet and confer with the
other parties regarding unpaid defense costs in good faith effort to agree on the allocation of those
costs amongst the parties; and
b. Where a project-specific general liability policy insures all project participants for general
liability exposures on a primary basis and also covers all design professionals for their legal
liability arising out of their professional services on a primary basis, then there shall be no
limitation on the design professional's duty to provide a defense and cover the City's cost of
defense.
With respect to all matters other than those covered by the foregoing paragraph, Consultant agrees
to indemnify, defend (with counsel reasonably satisfactory to the CITY) and hold harmless the
CITY, its officers, officials, directors, agents representatives, volunteers, and employees to the
fullest extent allowed by law from any and all claims, actions, causes of action, losses, damages,
liabilities and costs of every nature, including but not limited to all claims,actions,causes of action,
losses, damages, liabilities for property damage, bodily injury, or death, and all costs of defending
any claim, caused by or arising out of, or alleged to have been caused by or arise out of, in whole
or in part, Consultant's performance under this Agreement, except for any claims, actions, causes
of action, losses, damages, costs or liabilities proximately caused by the sole negligence or willful
misconduct of CITY. CITY shall not be liable for acts of Consultant in performing services
described herein.
In no event shall this section be construed to require indemnification by the Consultant to a greater
extent than permitted under the public policy of the State of California; and in the event that this
contract is subject to California Civil Code section 2782(b), the foregoing indemnity provisions
shall not apply to any liability for the active negligence of the City.
The defense and indemnity provisions obligations of this Agreement are undertaken in addition to,
and shall not in any way be limited by the insurance obligations contained in this Agreement. The
foregoing indemnity provisions are intended to fully allocate the parties' risk of liability to third-
parties; and there shall be no rights to indemnity or contribution, in law or equity or otherwise
between the parties that are not set forth in this section. Consultant waives all rights to subrogation
for any matters covered by the provisions of this section. Consultant's responsibility for such
defense and indemnity obligations as set forth in this section shall survive the termination or
completion of this Agreement for the full period of time allowed by law.
9.2 Consultant shall maintain insurance conforming to the following specifications to the
fullest amount allowed by law for a minimum of three (3) years following the termination or
completion of this Agreement:
A. Types of Coverage
The policies shall afford the following types of coverage:
1. Commercial General Liability;
2. Automotive;
3. Workers' Compensation and Employer Liability; and
4. Professional Liability and/or Errors and Omissions
B. Minimum Scope of Insurance
Coverage shall be at least as broad as:
1. For Commercial General Liability: Insurance Services Office (ISO) CGL
Form 00 01 11 85; and
2. For Automotive Liability: ISO CA 00 01 06 92 including symbol 1(any
auto); and
,3. For Workers' Compensation: insurance as required by the Labor Code of the
State of California and Employer's Liability insurance; and
4. For Professional Liability and/or Errors and Omissions: insurance covering
negligence committed by or on behalf of Consultant in rendering services
to City.
C. Minimum Limits of Insurance
Consultant shall maintain limits no less than: •
1. General Liability: $1,000,000 combined single limit per occurrence for
bodily,personal injury and property damage. If Commercial General Liability Insurance or
other form with a general aggregate limit is used, either the general aggregate limit shall
apply separately to this project/location or the general aggregate limit shall be twice the
required occurrence limit.
2. Automobile Liability: $1,000,000 combined single limit per accident for
bodily injury and property damage.
3. Workers' Compensation and Employer's Liability: Workers' Compensation
limits as required by the Labor Code of the State of California and Employer's Liability
limits of$1,000,000 per accident.
4. Professional Liability and/or Errors and Omissions: $1,000,000 per claim
and $2,000,000 in the annual aggregate.
The limits of insurance required in this Agreement may be satisfied by a combination of
primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain
or be endorsed to contain a provision that such coverage shall also apply on a primary and
non-contributory basis for the benefit of City (as agreed to in this Agreement) before the
City's own insurance or self-insurance shall be called upon to protect it as a named insured.
D. Deductible and Self-Insured Retention
Any deductibles or self-insured retention must be declared to and approved by the
City, and shall not reduce the limits of liability. At the option of the City, either: the insurer
shall reduce or eliminate such deductibles or self-insured retention as respects the City, its
agents, officers, attorneys, employees, officials and volunteers; or the Consultant shall
procure a bond guaranteeing payment of losses related to investigations, claim
administration, and defense expenses. Policies containing any self-insured retention
provision shall provide or be endorsed to provide that the self-insured retention may be
satisfied by either the named insured or the'City.
E. Other Insurance Provisions
The policies are to contain, or be endorsed to contain, the following provisions:
1. General Liability and Automobile Liability Coverage:
a. The City, its agents, officers, attorneys, employees, officials and
volunteers are to be covered as additional insureds as respects: liability arising out
of this Agreement performed by or on behalf of the Consultant, products and
completed operations of the Consultant, premises owned, occupied or used by the
Consultant, or automobiles owned, leased, hired or borrowed by the Consultant. It
is a requirement of this Agreement that any available insurance proceeds broader
than or in excess of the specified minimum insurance coverage requirements and/or
limits set forth in this Agreement shall be available to the City as an additional
insured. Furthermore, the requirements for coverage and limits shall be (1) the
minimum coverage limits specified in this Agreement, or (2) the broader coverage
and maximum limits of coverage of any insurance policy or proceeds available to
the named insured, whichever is affords greater coverage.
b. The Consultant's insurance coverage shall be primary insurance as
respects the City, its agents,officers,attorneys,employees, officials and volunteers.
Any insurance or self-insurance maintained by the City, its agents, officers,
attorneys, employees, officials and volunteers shall be excess of the Consultant's
insurance and shall not contribute with it.
c. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to the City, its agents, officers, attorneys, employees,
officials, and volunteers.
d. The Consultant's insurance shall apply separately to each insured
against whom claim is made or suit is brought except with respect to the limits of
the insurer's liability.
2. Workers' Compensation and Employer's Liability Coverage: The insurer
shall agree to waive all rights of subrogation against the City, its agents,
officers, attorneys, employees, officials, and volunteers for losses arising
from work performed by the Consultant for the City.
3. All Coverages: Any unintentional failure to comply with reporting
provisions of the policies shall not affect coverage provided to the City; and
unless otherwise approved by the City, each insurance policy required by
this clause shall be endorsed to state that coverage shall not be canceled by
either party,except after thirty(30)days prior written notice by regular mail
has been given to the City,or ten(10)days for cancellation for non-payment
of premium.
F. Suspension or Cancellation
If any of the coverages required by this Agreement should be suspended, voided,
cancelled or reduced in coverage during the term of this Agreement, Consultant shall immediately
notify City and replace such coverage with another policy meeting the requirements of this
Agreement.
G. Subcontractors
Consultant agrees that any and all contracts with subcontractors for performance of
any matter under this Agreement shall require the subcontractors to comply with the same
indemnity and insurance requirements set forth in this Agreement to the extent that they
apply to the scope of the subcontractors' work. Subcontractors are to be bound to contractor
and to City in the same manner and to the same extent as the Consultant is bound to City
under this Agreement. Subcontractors shall further agree to include these same provisions
with any sub-subcontractor.A copy of this Agreement will be furnished to the subcontractor
on request. The Consultant shall require all subcontractors to provide a valid certificate of
insurance and the required endorsements included in the Agreement prior to commencing
any work, and will provide proof of compliance to the City.
H. Acceptability of Insurers
Without limiting Consultant's indemnification provided hereunder, the policies of
insurance listed in Article 9.2 of this Agreement are to be issued by an issuer with a current
A.M. Best Rating of A:V and who is authorized to transact business in the State of
California, unless otherwise approved by the City.
I. Verification of Coverage
Consultant shall furnish the City with endorsements and certificates of insurance
evidencing coverage required by this clause. The certificates for each insurance policy are
to be signed by a person authorized by that insurer to bind coverage on its behalf. The
certificates are to be on forms acceptable to the City. Where required by statue, forms
approved by the Insurance Commissioner are to be submitted. All certificates are to be
received and approved by the City before work commences.
10. MISCELLANEOUS
10.1 This Agreement shall be binding on the heirs, executors, assigns and successors of
Consultant.
10.2 Neither party may assign this Agreement, or any portion hereof, without the prior
written consent of the other.
10.3 This Agreement shall not be construed to alter, affect, or waive any lien or stop
notice rights, which Consultant may have for the performance of services pursuant to this
Agreement.
10.4 Neither party's waiver of any term, condition or covenant, or breach of any term,
condition or covenant shall be construed as the waiver of any other term, condition or covenant or
waiver of the breach of any other term, condition or covenant.
10.5 This Agreement contains the entire Agreement between City and Consultant
relating to the project and the provision of services to the project. Any prior agreements, promises,
negotiations, or representations not expressly set forth in this Agreement are of no force or effect.
Subsequent modifications to this Agreement shall be in writing and signed by both City and
Consultant.
10.6 If any term, condition or covenant of this Agreement is held by a court of competent
jurisdiction to be invalid,void,or unenforceable,the remaining provisions of this Agreement shall
be valid and binding on City and Consultant.
10.7 This Agreement shall be governed and construed in accordance with the laws of the
State of California.
10.8 This Agreement may be executed in counterparts and will be binding as executed.
10.9 All changes or amendments to this Agreement must be in writing and approved by
all parties.
10.10 The term of this Agreement shall commence upon execution of the Agreement and
terminate TBD. Any extension of the Agreement shall be mutually agreed upon in writing and
shall require an amendment to the Agreement signed by both parties.
10.11 Consultant owes the City a duty of undivided loyalty in performing the work and
services under this Agreement, including, but not limited to, the obligation to refrain from having
economic interests and/or participating in activities that conflict with the City's interests in respect
to the work and/or services and project. The Consultant shall list current clients who may have a
financial interest in the outcome of this Agreement. The Consultant hereby certifies that it does
not now have, nor shall it acquire any financial or business interest that would conflict with the
performance of services under this agreement. Consultant shall not make or participate in making
or in any way attempt to use Consultant's position to influence a governmental decision in which
Consultant knows or has reason to know Consultant has a direct or indirect financial interest other
than the compensation promised by this Agreement. Consultant will immediately advise the City
if Consultant learns of a financial interest of Consultant's during the term of this Agreement.
10.12 This Agreement is entered into, and to be performed in Santa Clara County,
California, and any action arising out of or related to this Agreement shall be maintained in a court
of appropriate jurisdiction in Santa Clara County, California.
11. NOTICES
Notices required under this Agreement may be delivered by first class mail addressed to the
appropriate party at one of the following addresses:
CITY: City of Campbell
Attention: Todd Capurso,
Director of Public Works
70 North First Street
Campbell, CA 95008
CONSULTANT: Ninyo & Moore
Attention: Ruchil Shah
2149 O'Toole Avenue, Suite 30
San Jose, CA 95131
Having read and understood the foregoing Agreement, the undersigned parties agree to be bound
hereby:
CONSULTANT
By
Title
CITY OF CAMPBELL
By
Todd Capurso
Title: Director of Public Works, City of Campbell
Exhibit A—Ninyo & Moore Proposals and Library and PD Projects