NPS-StructuralEngineering2024-RFQwAttach.pdf

NON-PROJECT SPECIFIC

REQUEST FOR QUALIFICATIONS

STRUCTURAL ENGINEER CONSULTANT

PROJECT NUMBER: 7503620

MAY 2024

TABLE OF CONTENTS

I. ADVERTISEMENT FOR STRUCTURAL ENGINEER ….……………………………………………….. Page 3

II. PROJECT INFORMATION AND REQUIREMENTS

PROJECT INFORMATION ……………………………………………………………………………........ Page 4 STRUCTURAL ENGINEER REQUIREMENTS …….………………….…………................................ Page 4 REGULATORY REQUIREMENTS ………………………………………………………………………... Page 4 AGREEMENT AND CONTRACT REQUIREMENTS ……………………………………………………. Page 4

III. RESPONDING TO THIS REQUEST FOR QUALIFICATIONS

FORMAT ……………………………………………………………………………………………………… Page 5 RESPONSE ITEMS ……………………………………………………………………………………........ Page 6 SELECTION SCHEDULE ………………………………………………………………………………….. Page 7 SELECTION OF STRUCTURAL ENGINEER ……………………………………………………………. Page 7 NEGOTIATION AND AWARD OF CONTRACT …………………………………………………………. Page 7 DELIVERING RFQ RESPONSES TO UCLA CAPITAL PROGRAMS ………………………………… Page 8

ATTACHMENTS (Appropriate attachments may be reproduced as necessary for submittal)

ATTACHMENT A SELECTION CRITERIA ……………………………………………………….. Page 10

ATTACHMENT B STATEMENT OF QUALIFICATIONS…………………………………………. Page 11 ATTACHMENT C CONSULTANT EXPERIENCE FORM ……………………………………….. Page 13 ATTACHMENT D SUBMITTAL AND INSURANCE DECLARATION …………………………... Page 14

ATTACHMENT E REGENTS OF THE UNIVERSITY OF CALIFORNIA GUIDELINES FOR

INSURANCE REQUIREMENTS ON PROFESSIONAL SERVICE

AGREEMENT...…………………………………………………………………..

ATTACHMENT F STANDARD PROFESSIONAL SERVICE AGREEMENT.………………….. Page 20

UCLA Request for Qualifications

Structural Engineer Services Non-Project Specific Project No. 7503620

I. ADVERTISEMENT FOR STRUCTURAL ENGINEER SERVICES

The University of California, Los Angeles requests a written response to this Request for Qualifications (RFQ) to select consultants to provide Structural Engineering (SE) services for various non-specific UCLA projects. Project scopes may range from SE assessments to concept design work, and peer reviews for projects in full design. The selected consultant will perform work under a Professional Services Agreement (PSA) with the University, with authorizations for specific SE engineering assignments from projects managed by UCLA Facilities Management. The tasks would be executed as necessary over the term of the agreement, which may be up to four years.

The scope of services will vary according to the specific requirements of each assigned task, with appropriate fees negotiated in accordance with UCLA policy at the time of each authorization. Aggregate fees are anticipated in the range of $500,000 to $1,000,000 over the term of the PSA. However, the selection of any consultant for this project does not guarantee that fees of that value will be expended.

The selected consultant will demonstrate a proven ability to analyze existing structural systems and prepare concept SE solutions and SE feasibility studies for renovation and new construction work. The consultant should have the ability to work flexibly with varying levels of information and scope definition.

Familiarity with the California Building Code (CBC), UC Seismic Policy and the full range of project types undertaken by UCLA including; new construction, renovations, healthcare, housing, classrooms, laboratories, dining facilities, and other project types is required and previous experience in public university higher education settings is preferred.

The University will select two Structural Engineering firms to consult for non-project specific assignments with the University. Each Structural Engineering consultant selected will perform work under a Professional Services Agreement (PSA) negotiated with the University, with authorizations for specific assignments from UCLA Facilities Management. The scope of services may vary according to the specific requirements of each assigned task, with appropriate fees negotiated under UCLA policy at the time of each authorization.

This selection may not cover services for all structural engineering services performed by the University.

There may be separate selections for large projects through project-specific advertisements and selection processes. There may also be instances of small projects that other firms will perform if they require special knowledge, skills, equipment, or availability of personnel.

The complete RFQ packet will be available at:

http://www.capitalprograms.ucla.edu/Contracts/RFQProjects on Friday, May 3, 2024, responses to the RFQ are due by or before 10:00 a.m. on Friday, May 24, 2024. A screening committee will determine a shortlist of firms; further steps in the selection process will be at the selection committee's discretion.

Every effort will ensure that all persons have equal access to contracts and other business opportunities with the University within limits imposed by law or University policy. Each Candidate Firm may be required to show evidence of its equal employment opportunity policy.

Peter E. Hendrickson, AIA Associate Vice-Chancellor Design and Construction UCLA Capital Programs 1060 Veteran Avenue | Box 951365 Los Angeles, CA 90095-1365

For questions related to this RFQ, please contact:

Pi-Hsuan Kao UCLA Facilities Management - Design & Project Management Principal Architect T: 310-924-5310 E: pkao@fm.ucla.edu http://www.capitalprograms.ucla.edu/Contracts/RFQProjects

II. PROJECT INFORMATION AND REQUIREMENTS

A. PROJECT INFORMATION

The University of California, Los Angeles requests a written response to this Request for Qualifications (RFQ) to select consultants to provide Structural Engineering (SE) services for various non-specific UCLA projects. Project scopes may range from SE assessments to concept design work, including peer reviews for projects in full design. As studies and/or projects are identified, services will be required; however, no specific schedules are currently available. The scope of the studies and projects will vary in terms of size, cost, project type, and available information. Program and building types may also vary and include new construction, renovations, health care, housing, classrooms, laboratories, dining facilities, and many other project types. The extent of the services required is not set; each assignment involving SE engineering services will be requested and authorized separately under a professional services agreement (PSA) negotiated with the university.

The Aggregate fees are anticipated in the range of $500,000 to $1,000,000 over the term of the PSA. However, the selection of any consultant for this project does not guarantee that fees of that value will be expended.

The PSA may have a duration of up to four years. Authorizations executed under the PSA will have varying durations according to the needs of each study or project.

Project Location:

This is a Non-Project Specific contract with no specified location within the UCLA. For a complete copy of the campus map go to: https://map.ucla.edu/

B. STRUCTURAL ENGINEER REQUIREMENTS

The selected consultant will be asked to address this varying range of requests with appropriate engineering methodology to develop SE evaluations, concept designs or feasibility studies using varying levels of available information and scope definition. Evaluations of buildings and concept design work will need to consider the California Building Code (CBC) and the University of California’s Seismic Policy. Peer Reviews of concept design or building evaluations, or peer review of full design work may be part of this scope of work.

C. REGULATORY REQUIREMENTS

The design and construction of the University of California, Los Angeles building projects are required to conform to applicable federal and state building codes and standards, including the California Code of Regulations, Department of Public Health requirements (Title 22), the Department of Healthcare Access and Information (HCAi), Office of Statewide Health Planning and Development (OSHPD) requirements for (OSHPD 3 Clinics) and the Americans with Disabilities Act. The University is generally not subject to the building codes of local jurisdictions; however, the design and construction of utility connections and fire/life safety systems may require coordination with such jurisdictions. Refer to the Supplemental Requirements for the Executive Design Professional Agreement (Attachment F) for additional requirements. Design and construction documents must be reviewed and approved by HCAI/OSHPD, and the Division of the Campus Building Official.

D. AGREEMENT AND CONTRACT REQUIREMENTS

1. Contract - All consulting services to be provided by the selected Structural Engineer consultant shall be under the following Standard University Contract Document approved by the General Counsel to The Regents (Attachment F):

ATTACHMENT E INSURANCE AND CONTRACT DECLARATION

https://map.ucla.edu/

ATTACHMENT F REGENTS OF THE UNIVERSITY OF CALIFORNIA GUIDELINES

FOR INSURANCE REQUIREMENTS ON PROFESSIONAL

SERVICE AGREEMENT

ATTACHMENT G STANDARD PROFESSIONAL SERVICE AGREEMENT.

2. Certifications & Licenses - Consultants shall have the following licenses:

• Structural Engineer License in the State of California

3. Insurance Limits for Structural Engineer Services -

As part of the submittal process the University requires all interested firms to read, accept and submit the Insurance Declaration form, the last page of (Attachment D), as part of the submission.

In addition, the awarded (fill in the blank) Materials Testing and Inspection Consultant firm shall obtain and maintain the following insurance coverage: Comprehensive-Form or Commercial-Form General Liability Insurance, Business Automobile Liability Insurance, Professional Liability Insurance, and Workers' Compensation and provide the University, with a Certificate of Insurance confirming the required Insurance limits at the time of contracting.

• Exceptions to the attached PSA agreement will not be accepted.

Capital Programs Insurance Limits for Structural Engineer

General Liability Insurance Each Occurrence – Combined Single Limit for Bodily Injury & Property Damage

$1,000,000

Products-Completed Operations Aggregate $2,000,000 Personal & Advertising Injury $1,000,000 General Aggregate $2,000,000 Business Auto Liability – Each Accident – Combined Single Limit for Bodily Injury & Property Damage

$1,000,000 Workers Comp & Employers Liability As required by the Federal & State of

Calif. Law Professional Liability for Pre-Design Work Work completed under PSA Each Claim $2,000,000 General Aggregate $2,000,000

4. Forms and Endorsements -

The University requires consultants to comply with all necessary forms and endorsements in Attachment E. The Awarded Consultant shall submit copies of forms and endorsements during the award process for review and approval by the University at the time of contracting.

5. Equal Opportunity Employment

The Structural Engineer shall show evidence of a company's Equal Opportunity Employment policy and company compliance with applicable federal law pertaining to Equal Opportunity Employment.

III. RESPONDING TO THIS REQUEST FOR QUALIFICATIONS

Please comply with the following requirements in preparing responses to this RFQ; responsiveness to these instructions will be considered an indication of the responsiveness of the prospective consultant:

A. FORMAT

All submittal materials shall be in 8 ½" x 11" format, preferably in portrait orientation. Materials may be submitted in PDF format either via file sharing method or PDF attachment, e-mailed to

Lmartinez@capnet.ucla.edu (note: Outlook sets a maximum limit of 20MB for every e-mail attachment).

Clearly label submittals with the UCLA project name and project number. A table of contents shall be included.

Tabbed dividers should separate and identify the response items described below in section III.B, numbered or titled as indicated.

Submittals should be limited to the sections and items identified in III.B below. Although they are not encouraged, any additional materials submitted at the discretion of the submitting firm, such as standard brochures, must be submitted separately from the main submittal and marked clearly. Failure to comply with this requirement may result in disqualifying the entire submittal.

B. RESPONSE ITEMS

The qualifications submittal should contain the following items:

Cover: Include the project name (UCLA Non-Project Specific – Structural Engineer), date (month/year), identify that the submittal is a statement of qualifications, and identify the firm submitting the response (with the contact information provided either on the cover, or letter of interest, or both).

Letter of Interest: Provide a concise, preferably one-page letter expressing the Candidate Firm’s interest in the project and appropriate qualifications. The letter of interest, cover, or both should provide contact information for the firm, including a contact e-mail address for the firm's principal.

Table of Contents: Include after the interest letter and before the first tab.

[Tab 1] Statement of Qualifications (SOQ) form (Attachment B) Complete and submit a Statement of Qualifications (SOQ) form (Attachment B). All listed projects should have been completed within the last ten (10) years. Provide the name of the client and contact information including their title, organization, location, telephone number, and e-mail address.

[Tab 2] Relevant Experience (maximum 16 pages total) Include project descriptions and illustrations of the five projects listed in Attachment B and other relevant projects at your discretion, but not more than 16 double-sided pages. Clearly label each project’s location and work dates, and identify the firms and/or personnel responsible in each case and their relationship to the team for this project. Standard "cut sheets" may not fully satisfy this requirement.

[Tab 3] Applicant's Qualifications Identify key staff that will be available to offer services within the terms of the professional services agreement, and describe their roles and length of time with the firm. Include brief descriptions of each staff member’s relevant qualifications and background. If resumes are included they should be concise.

Sub-Consultants' Qualifications:

The University anticipates that the work associated with any particular proposed project may require the Structural Engineer to obtain the services of specialty sub-consultants or to provide professional expertise from its staff for the following disciplines:

• Cost Estimating

(1) Identify potential sub-consultant(s) by discipline. (2) Indicate each consultant's address, phone number, and contact person. (3) Provide a resume for relevant principles for the proposed consulting firm(s). Where services are to be performed by the Structural Engineer's staff, comply with Key Staff and Resumes items. The University reserves the right to approve or reject all sub-consultants based upon consideration of their expertise and professional experience.

mailto:Lmartinez@capnet.ucla.edu

[Tab 4] Appendix-University Forms - The University requires the following forms:

Attachment C - Complete and submit the UC Consultant Experience form. The primary firm is responsible for gathering this information, not only from their firm but also from sub-consultant firms. Please submit in landscape format.

Attachment D - Complete and submit a Submittal of Qualifications Declaration form. This form comprises two parts, the Insurance Declaration, and the Submittal Declaration, and both are to be included in your submission.

C. SELECTION SCHEDULE

Following established UCLA procedures, a screening committee will review all submittals in response to the RFQ. The screening committee will base its review of the submitted proposals on the Selection Criteria form (Attachment A) and determine a shortlist of firms to refer to the selection committee.

The anticipated selection process schedule is as follows:

1. Friday, May 3, 2024: The complete request for qualifications (RFQ) packet will be available at www.capitalprograms.ucla.edu/Contracts/RFQProjects.

2. By or before 10:00 a.m. on Friday, May 24, 2024: RFQ submittals are due to UCLA Capital

Programs.

3. A screening committee will review these responses and recommend a minimum of three firms to the selection committee for further consideration, following the University of California procedures.

Interviews are currently anticipated to be scheduled for mid to late June 2024.

D. SELECTION OF STRUCTURAL ENGINEER

The selection committee will base their review of the Structural Engineer's submitted proposals and selection on the Selection Criteria form (Attachment A). UCLA will enter into negotiations with the selected Structural Engineer for the project. Pending successful negotiations, UCLA will first initiate the Standard Professional Service Agreement with the Structural Engineer. If negotiations are unsuccessful, UCLA reserves the right to negotiate with other interviewed applicants. Before executing the Consultant Agreement, the selected firm must submit a Certificate of Insurance confirming that the coverage required by UCLA for this project has been acquired.

The selection process will proceed as follows:

1. The University Screening Committee will evaluate each RFQ Submittal and will rank the prospective firms based on the criteria provided in the RFQ Qualifications Submittal (Attachment A). The Screening Committee’s highest-ranked firms will be recommended to the Selection Committee.

2. The Selection Committee will review the finalist submittals and the University will schedule interview(s) prior to making a final selection recommendation to the Responsible Administrator for review and approval.

3. If the recommended list includes fewer than three firms, or if fewer than three firms submitted qualifications, then the referral must be accompanied by documentation showing the efforts used to generate submissions from additional firms. The Responsible Administrator will review and approve the recommended list or return the list to the Selection Committee with directions for further action.

http://www.capitalprograms.ucla.edu/Contracts/RFQProjects

E. NEGOTIATIONS AND AWARD CONTRACT

1. The University will negotiate a contract with the best ranked qualified firm for services at compensation that the University determines as fair and reasonable.

2. Negotiations shall begin within 14 days after the successful firm has been notified of its selection, unless the written notice provides that additional time is necessary to begin negotiations.

3. The University and firm shall work together to ensure the successful delivery of the requested services in a timely fashion.

4. In the event an impasse is reached in negotiations, the University may terminate negotiations and enter into negotiations with the next qualified firm, in the same manner as prescribed below.

a. Should the University be unable to negotiate a satisfactory contract with the firm considered to be the most qualified, at a price the University determines to be fair and reasonable, negotiations with that firm shall be formally terminated in writing by the University.

b. The University shall then undertake negotiations with the second most qualified firm. Failing accord with the second most qualified firm, the University shall terminate negotiations in writing.

The University shall then undertake negotiations with the third most qualified firm.

c. Should the University be unable to negotiate a satisfactory contract with any of the selected firms, the University shall select additional firms in order of their competence and qualification and continue negotiations in accordance with these instructions until an agreement is reached.

d. Upon the completion of negotiations, the University and the firm shall proceed to execute a contract. The University shall provide the firm the contract within 45 days after the conclusion of negotiations, unless the University notifies the firm that additional time is necessary to complete the contract.

e. If the selected firm fails to execute the contract within 14 days of receipt, the University may formally terminate the negotiations with that firm in writing and undertake negotiations with the second most qualified firm and so on as previously described above.

F. DELIVERING RFQ RESPONSES TO UCLA CAPITAL PROGRAMS

To be considered for this project, provide the RFQ submittal documents as outlined above in section III either via file sharing method or attachment in PDF format, e-mailed solely to Lmartinez@capnet.ucla.edu by or before 10:00 a.m. on Friday, May 24, 2024. Each RFQ submittal is vital to UCLA. Therefore, please allow sufficient time for the submittal transmission or transmission delay to ensure that UCLA receives all RFQs by or before 10:00 a.m. (PST) deadline. Any submittals received after the 10:00 a.m.

(PST) deadline will not be accepted by UCLA.

UCLA Capital Programs Attention: Liliana Martínez Lmartinez@capnet.ucla.edu

All material submitted becomes the property of UCLA and will not be returned to the submitting firms.

All information submitted for prequalification evaluation in response to Section 2, if applicable, and marked as “confidential” will be considered official information acquired in confidence, and the University of California will maintain its confidentiality unless: (1) the University determines that it is required to release the information to a third party pursuant to the requirements of the California Public Records Act; or (2) the University is required by court order to release the information to a third party pursuant to the requirements of the California Public Records Act.

In the event that the University receives a request pursuant to the California Public Records Act and the University determines that it is required to disclose information marked “confidential” by the provisions of the California Public Records Act, the University will notify the prospective firm of the pending disclosure at least 72 hours prior to such disclosure so that the prospective firm may seek a restraining order in advance of such disclosure.

The University shall err on the side of transparency and will generally treat information provided by the prospective firm that is not marked “confidential” as subject to disclosure pursuant to the California Public Records Act. Likewise, any decision by the University that any document is subject to disclosure pursuant to the California Public Records Act shall not prevent the University from making a subsequent determination that any document is not subject to disclosure pursuant to the California Public Records Act.

All other information submitted for evaluation will be considered official information acquired in confidence, and the University will maintain its confidentiality to the extent permitted by law.

ATTACHMENT A: SELECTION CRITERIA

Note: Not all items below will be weighted the same by the screening and selection committees.

1. Relevant Experience and Ability.

Evaluation of prospective structural engineers will include review of relevant experience. Experience with a range of structural types, program and building types, and structural analysis must be demonstrated.

Experience with public universities, and with the varied project types UCLA includes, is preferred. Familiarity and experience with the UC Seismic Policy is essential. Knowledge of soils issues, soils-structure interaction, ground motion forces and ability to communicate with geotechnical engineers and geophysicists is important.

2. Responsiveness to Project Requirements and Clients.

Evaluation of prospective structural engineers will include consideration of responsiveness to client needs and requirements on previous projects, and the quality of the relationships maintained throughout the duration of these efforts. Attentiveness to and compliance with RFQ instructions and other aspects of the selection process will be taken as an indication of responsiveness.

3. Qualifications of Proposed Personnel.

Evaluation of prospective structural engineers will include the particular experience, capabilities, and availability of specific personnel who will be available to provide structural engineering services.

4. Availability and Proximity.

Evaluation of prospective structural engineers will include their availability to take on this project in a timely manner, to provide prompt, responsive service from a convenient location, and to travel easily to UCLA.

5. Equal Opportunity Employment.

Evaluation of prospective structural engineers will include their Equal Opportunity Employment policy and compliance with applicable federal law pertaining to Equal Opportunity Employment. The University follows a policy of equal opportunity in University business contracting.

ATTACHMENT B: STATEMENT OF QUALIFICATIONS

1. Firm Name: __________________________________________________________

2. Business Address: _____________________________________________________

3. Year Firm Established: _________ Telephone: ______________________________

Fax: __________________________ Email: ________________________________

4. Type of Organization (Check one):

a. Sole Proprietorship ( ) b. Partnership ( ) c. Corporation ( ) d. Joint Venture ( )

5. Principals (P) and Associates (A) (Check "P" or "A" for each) who would work on this project:

NAME P A DEGREE OR

CERTIFICATE

INSTITUTION

a.

b.

c.

d.

e.

f.

g.

6. The current and past five-year average number of staff employed in the applicant's office where key staff for the proposed project(s) are located.

Current 5-year

a. Principal Engineers ______ ______

b. Staff Engineers ______ ______

c. Other Professional Staff ______ ______

d. Technical support ______ ______

f. Clerical ______ ______

g. Administrative ______ ______

7. List five (5) significant projects constructed within the past ten (10) years that (a.) demonstrate the detailed description of consultant’s activities and (b.) provide the total value of consulting services rendered.

PROJECT OWNER & CONTACT YEAR VALUE OF

SERVICES

i.

ii.

iii.

iv.

v.

8. References:

a. _____________________________________________________________________

b. _____________________________________________________________________

c. _____________________________________________________________________

By (name and signature): _________________________________Date: _____________

Non-Project Specific Project No. 7503620

CONSULTANT EXPERIENCE FORM - ATTACHMENT C

UNIVERSITY OF CALIFORNIA CONSULTANT EXPERIENCE FORM

Complete this form if your firm has worked on a UC Campus in the last 5 years, or check this box to confirm that this is not applicable.

Have not worked at a UC Campus in the last 5 years.

Firm's Role e.g. Architect, Geotechnical Consultant, etc.

Active UC projects ‐ campus/project (list all for your firm)

Cl ai m s* o r l iti ga tio n

(Y es o r N o)

All UC projects within last 5 years ‐ campus/project (list all for each firm)

Cl ai m s* o r

Li tig at io n?

(Y es or

N o)

All other projects with any claims* ‐ active & past 5 years (list all for each firm)

The information provided on this experience form was prepared by the office of the prime consultant listed above, who verifies under penalty of perjury that all information set forth on this form, to the best of my knowledge, is complete and accurate as of the date of submission of the Statement of Qualifications.

Attach additional pages if necessary for any category

Signature

* Claims includes all Claims includes all pending, unresolved claims of professional negligence or breach of contract for professional services against your firm or any owner or principal of your firm.

Name

Title Date

** If yes, explain

Project No.7503620

SUBMITTAL OF QUALIFICATIONS DECLARATION - ATTACHMENT D

Company Name:

Address:

City:

State:

Zip Code:

Authorized Representative:

Title:

Email:

Telephone:

INSURER - As part of the submittal process the University requires all interested firms to must read, and review with their insurer(s) or licensed insurance broker(s), the information below to ensure they can meet the required limits and submit the Insurance Declaration form, the last page of Attachment D, as part of the submission. The awarded consultant firm shall provide the University, with a Certificate of Insurance confirming the required Insurance limits at the time of contracting.

Each prospective firm must answer all of the following questions and provide all requested information.

Is the firm able to obtain insurance in the following minimum limit and coverages? Yes ☐ No ☐

General Liability* Insurance

Each Occurrence – Combined Single Limit for Bodily Injury & Property Damage

$1,000,000

Products-Completed Operations Aggregate $2,000,000

Personal & Advertising Injury $1,000,000

General Aggregate $2,000,000

Business Auto Liability*– Each Accident – Combined Single Limit for Bodily Injury & Property Damage

$1,000,000

Workers Comp & Employers Liability** - Each Employee, Each Accident, Each Policy

As required by the Federal & State of Calif. Law

Professional Liability* for Pre-Design Work Work completed under PSA

Each Claim $2,000,000

General Aggregate $2,000,000

*This insurance must be (i) issued by companies with a Best rating of A- or better, and a financial classification of VIII or better (or an equivalent rating by Standard & Poor or Moody's) or (ii) guaranteed, under terms consented to by the University (such consent to not be unreasonably withheld), by companies with a Best rating of A- or better, and a financial classification of VIII or better (or an equivalent rating by Standard & Poor or Moody's). Further, the deductible, or retained limit, for each coverage shall not be more than $100,000.

**This insurance must be issued by companies (i) that have a Best rating of B+ or better, and a financial classification of VIII or better (or an equivalent rating by Standard & Poor or Moody's); or (ii) that are acceptable to the University.

ADDITIONAL INSURANCE REQUIREMENTS – Has the prospective firm reviewed the following sections in detail? Yes ☐ No ☐

a. Standard Professional Service Agreement (PSA) – Section V.B.f of Indemnification and Insurance

INSURANCE DECLARATION

Provide this declaration to your insurance carrier and/or licensed insurance broker for completion and have your carrier and/or licensed insurance broker return the completed declaration to you. The prospective firm must submit this declaration as part of the submission to the university. Do not have your representative submit this declaration directly to the university.

The undersigned declares under penalty of perjury that the below named insurer is currently willing to provide the insurance limits listed above and within section II.D.2 and 3 of this RFQ Qualification submittal

(Name of Prospective Firm) and that this Declaration was executed in

, in the State of , (Name of City if within a City, otherwise

(State) on .

(Date)

(Signature)

(Name &Title)

(Insurer Name)

(Street Address)

(City, State & Zip Code)

(Telephone) (Facsimile)

(Mobile) (Email)

SUBMITTAL DECLARATION

I, __________________, hereby declare that I am the_______________ of _____________________ (Print Name) (Title) (Company) submitting this Qualification Submittal; that I am duly authorized to sign this Qualification Submittal on behalf of the above-named company. I certify that all information regarding contract and insurance requirements have been read and understood that exceptions to the attached PSA agreement will not be accepted. All information set forth in this Qualification Submittal and all attachments hereto are, to the best of my knowledge, true, accurate, and complete as of its submission date.

I declare, under penalty of perjury, that the foregoing is true and correct and that this Declaration was executed in:

, in the State of , (Name of City if within a City, otherwise Name of County) (State) on .

University of California, Los Angeles

PSA: 160404 Professional Services Agreement - 1

PROFESSIONAL SERVICES AGREEMENT

between

THE REGENTS OF THE UNIVERSITY OF CALIFORNIA

and

{TBD}

This AGREEMENT is made on the _________ day of __________ in the year ______ between The Regents of the University of California, a California corporation, hereinafter called "University" and {TBD} hereinafter called "Consultant," to furnish certain services upon the following terms and conditions:

I. CONSULTANT SERVICES AND RESPONSIBILITIES

A. Consultant shall furnish the following services:

1. Act as a consultant to the University of California, Los Angeles, to perform {SCOPE OF SERVICES}, as required and authorized by University. Under this Agreement, Consultant may perform pre-design services but in no event does this Agreement authorize the preparation of any design documents, including Schematic Design.

University will authorize Consultant to perform specific services by the issuance of a Written Authorization(s) on the form contained in the Exhibits. Each Written Authorization will state the specific services to be performed, the schedule for their completion, and the method of compensation in accordance with Paragraph IV.

2. Furnish drawings, documents, reports, surveys, renderings, exhibits, models, prints, and photographs, and other materials as required and as authorized by University.

3. {NOTE: THIS PARAGRAPH USED ONLY IF APPLICABLE TO SCOPE;

OTHERWISE MARKED “NOT USED”}Perform inspection services as described, pursuant to Written Authorization.

B. {NOTE: THIS PARAGRAPH USED ONLY IF CONSULTANT MAY ALSO ACT AS

PROJECT’S DESIGN PROFESSIONAL; OTHERWISE MARKED “NOT

USED”}Consultant hereby represents to University that:

1. Consultant acknowledges that it has been selected to perform services for the Project including services as Design Professional under the Executive Design Professional Agreement (EDPA) in the Exhibits;

2. Consultant acknowledges that University has deferred negotiations on a fee for Basic Services and rate schedule for Additional Services described in the EDPA; and

3. Consultant has read and understood the EDPA in the Exhibits and agrees to all of its terms and provisions.

C. {NOTE: THIS PARAGRAPH USED ONLY IF CONSULTANT MAY ALSO ACT AS

PROJECT’S DESIGN PROFESSIONAL; OTHERWISE MARKED “NOT USED”}If University requires Consultant's services as Design Professional for the Project, Consultant agrees to the following:

1. Consultant will not request any modifications to those terms and provisions to the EDPA and will execute the EDPA in the form in the Exhibits; and

2. Consultant will negotiate in good faith both a fee to perform the Basic Services and a rate schedule to perform Additional Services based on its then current rate structure consistent with its normal practice and consistent with University guidelines for fees and rates for similar projects. SAMPLE

O

NLY

PSA: 160404 Professional Services Agreement - 2

II. TERM

A. Order Period. The period of time for issuance of written Authorizations to Perform Services (hereinafter "Order Period") shall be from {TBD} to {TBD}.

B. Period of Performance. The period of performance under the Agreement shall be as specified in any written Authorizations to Perform Services, or subsequent revisions thereto, issued during the Order Period. However, the period of performance shall not commence prior to the date of execution of any such written Authorization.

C. University-Initiated Termination.

1. If University determines that Consultant has failed to perform in accordance with the terms and conditions of this Agreement, University may terminate all or part of the Agreement for cause. This termination shall become effective if Consultant does not cure its failure to perform within 10 days (or more, if authorized in writing by University) after receipt of a notice of intention to terminate from University specifying the failure in performance. If a termination for cause does occur, University shall have the right to withhold monies otherwise payable to Consultant until the services under this Agreement are completed. If University incurs additional costs, expenses, or other damages due to the failure of Consultant to properly perform pursuant to the Agreement, these costs, expenses, or other damages shall be deducted from the amounts withheld. Should the amounts withheld exceed the amounts deducted, the balance will be paid to Consultant upon completion of the services to be provided under this Agreement. If the costs, expenses, or other damages incurred by University exceed the amounts withheld, Consultant shall be liable to University for the difference.

2. University may terminate this Agreement for convenience at any time upon written notice to Consultant, in which case University will pay Consultant for all services performed and all expenses incurred under this Agreement up to and including the effective date of termination less any costs, expenses or other damages due to the failure of Consultant to properly perform pursuant to the Agreement. In ascertaining the services actually rendered up to the date of termination, consideration will be given to both completed Work and Work in progress, whether delivered to University or in the possession of Consultant, and to authorized Reimbursable Expenses. No other compensation will be payable for anticipated profit on unperformed services.

D. Consultant -Initiated Termination.

Consultant may terminate this Agreement for cause if University fails to cure a material default in performance within a period of 30 days, or such longer period as Consultant may allow, after receipt from Consultant of a written termination notice specifying the default in performance. In the event of termination for cause by Consultant, University will pay Consultant in accordance with subparagraph II.C.2.

III. GENERAL PROVISIONS

A. Independent Contractor. Consultant shall perform the services hereunder as an independent contractor and not as an agent or employee of University.

B. Consultant Hiring. Consultant shall not hire any officer or employee of University to perform any service covered by this Agreement. If the service is to be performed in connection with a federal contract or grant, Consultant shall not hire any employee of the United States government to perform any service covered by this Agreement.

C. Subconsultants. Consultant shall cooperate with other professionals employed by University in the production of other work related to its services. Subject to approval by University, Consultant shall contract for or employ, at its expense, such professional subconsultants as Consultant deems necessary for the completion of the services. Consultant may hire the

SAMPLE

PSA: 160404 Professional Services Agreement - 3 services of subconsultants with University approval in place of or in addition to those employed or retained by Consultant. Consultant is as responsible for the performance of its subconsultants as it would be if it had rendered these services itself. Nothing in the foregoing procedure shall create any contractual relationship between University and the professionals employed by Consultant under the terms and conditions of this Agreement. Consultant is solely responsible for payment of any subconsultants.

D. Legal and Regulatory Compliance. Consultant shall perform all services and prepare documents in compliance with the applicable requirements of laws, codes, rules, regulations, ordinances, and standards.

E. Copyright, Ownership and Use of Materials. Consultant hereby assigns to the University all right, title, and interest, including, but not limited to, copyright and all copyright rights, in all Materials created by Consultant in its performance under this Agreement and/or delivered to the University hereunder and shall execute any documents necessary to effectuate such assignment, with the exception that Consultant hereby grants to the University an irrevocable, fully-paid up, royalty-free license to use any document provided to the University including without limitation any document known as a "detail." Consultant warrants that it has the lawful right to grant the forgoing license to the University. In the event Consultant uses any individual who is not a full-time employee of Consultant or entity to perform any work required of it pursuant to this Agreement, Consultant shall require said individual or entity to sign an agreement containing identical wording as the foregoing with the exception that word “Consultant” is to be replaced with the individual's or entity's name. Materials constitute all written and other tangible expressions, including, but not limited to, drawings, documents, reports, surveys, renderings, exhibits, models, prints, photographs, etc. All Materials furnished by the Consultant hereunder shall be and shall remain the property of the University. In the event of Agreement termination by either party for any reason, as provided under this Agreement, the University will have the right to receive, and the Consultant shall promptly provide to the University, all drawings, documents, reports, surveys, renderings, exhibits, models, prints, photographs, and other materials prepared by the Consultant for the services under this Agreement. In the event of termination, and any dispute regarding the amount to be paid under this Agreement notwithstanding, the University retains the right to receive and use any such documents or materials. The foregoing provisions shall survive the term and termination of this Agreement.

F. Consultant's Accounting Records. Consultant's Accounting Records. All books and records relating to this Agreement shall be maintained in accordance with Generally Accepted Accounting Principles (GAAP) or International Financial Reporting Standards (IFRS).

University or University's authorized representative shall have access to and the right to audit and the right to copy all of Consultant's books and records. Consultant records shall include but not be limited to accounting records (hard copy, as well as computer readable data if it can be made available); contracts; payroll records; subconsultant agreements; vendor agreements; purchase orders; leases; original estimates; estimating work sheets;

correspondence; receipts; memoranda; and any other supporting evidence deemed necessary to substantiate charges under this agreement. All such books and records shall be preserved for a period of at least 3 years from the date of Final Payment under this Agreement.

G. Conflict of Interest. Consultant affirms that to the best of its knowledge there exists no actual or potential conflict between Consultant's family, business, or financial interests (including services provided to another client) and the services provided under this Agreement, and that in the event of a change in either the private interests or services under this Agreement, any questions regarding a possible conflict of interest that may arise as a result of this change shall be disclosed in writing to University. Consultant shall not be in a reporting relationship to a University employee who is a near relative, nor shall the near relative be in a decision-making position with respect to Consultant.

H. Successors and Assigns. If Consultant transacts business as an individual, upon Consultant's death or incapacitation, University will automatically terminate this Agreement

SAMPLE

PSA: 160404 Professional Services Agreement - 4 as of the date of such event. If so terminated, neither Consultant nor Consultant's estate shall have any further right to perform hereunder, and University shall pay Consultant or the estate the prorated unpaid compensation due under Article IV for any services rendered prior to this termination.

If there is more than one Consultant, and any one of them dies or becomes incapacitated, and the others continue to render the consulting services covered herein, University will make payments to those continuing as though there had been no death or incapacitation;

University will not be obliged to take any account of the person who died or became incapacitated or to make any payment to this person or this person's estate. These provisions shall apply in the event of progressive or simultaneous occasions of death or incapacitation among any group of persons named as Consultant herein; if death or incapacitation befalls the last member of this group before the services of this Agreement are fully performed, then the rights shall be as if there had been only one Consultant.

This Agreement shall be binding upon University and Consultant and their respective successors and assigns. Neither the performance of this Agreement nor any part thereof, nor any monies due or to become due hereunder, may be assigned by Consultant without the prior written consent and approval of University.

I. Information Furnished by University. If required for the performance of Consultant's services, University will furnish information, surveys, reports, as-builts, and other materials at University's expense.

J. Statistical Reporting. At the commencement of performance, Consultant shall complete and submit, and require each Subconsultant who performs services under this Agreement to complete and submit, a Self-Certification on the form contained in the Exhibits. At the completion of work and prior to final payment, Consultant shall complete and submit a Final Distribution of Contract Dollars under this Agreement on the form contained in the Exhibits.

K. Confidentiality. Consultant shall use his or her best efforts to keep confidential a) any information produced or created by Consultant under this Agreement including but not limited to test results, sampling results, data, plans and reports; b) any information provided by University and marked "Confidential Information"; or c) any oral information conveyed to Consultant by University and followed by a written communication within thirty (30) days that said information shall be considered Confidential Information. In the event that Consultant determines that it has a legal obligation to disclose such Confidential Information pursuant to a third party demand, Consultant shall notify the University in writing of its receipt of such demand and of Consultant's determination that it has a legal obligation to disclose Confidential Information. Consultant shall not disclose any such Confidential Information until at least ten (10) days from the date of receipt by University of Consultant's written notice.

This nondisclosure provision shall not apply to any of the following:

1. Information which Consultant can demonstrate by written records was known to him or her prior to the effective date of this Agreement;

2. Information that is currently in, or in the future enters, the public domain other than through a breach of this Agreement or through other acts or omissions of Consultant;

or

3. Information that is obtained lawfully from a third party.

L. Survival. The provisions of this Agreement which by their nature survive expiration or termination of the Agreement or Final Completion of any related Project or the performance of services under this Agreement, including any and all warranties, confidentialities, indemnities, payment obligations, and University’s right to audit Consultant’s books and records, shall remain in full force and effect after any expiration or termination of the Agreement or Final Completion of any related Project or the performance of services under this Agreement. SAMPLE

PSA: 160404 Professional Services Agreement - 5

M. UC Fair Wage. Consultant shall pay all persons providing services and/or any labor on site, including any University location, no less than UC Fair Wage (defined as $13 per hour as of 10/1/15, $14 per hour as of 10/1/16, and $15 per hour as of 10/1/17) and shall comply with all applicable federal, state and local working condition requirements.

N. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same Agreement.

The counterparts of this Agreement may be executed via a University approved digital signature process and shall have the same force and effect as the use of a manual signature.

University reserves the right to reject any digital signature that cannot be positively verified by the University system as an authentic digital signature.

IV. COMPENSATION

A. Compensation payable by University under this Agreement shall not exceed ${TBD}.

B. University will have the right to withhold payment from Consultant for any unsatisfactory service until such time service is performed satisfactorily.

C. University will compensate Consultant for the scope of services provided in accordance with this Agreement, computed as follows:

1. For each Written Authorization, a maximum payment shall be established that shall not be exceeded without the prior written approval of University.

2. All fees shall be in accordance with Consultant Rate Schedule contained in the Exhibits. Unless otherwise provided in Consultant Rate Schedule, rates shall not be changed except in accordance with Subparagraph VIII.A. Alternatively, a lump-sum fee may be negotiated.

3. Payments to Consultant shall be made monthly, subsequent to University's receipt of an invoice itemizing the fees and reimbursable expenses for each Written Authorization for the month invoiced.

4. Reimbursable expenses are actual expenditures made by Consultant and Consultant's employees and subconsultants in accordance with the Reimbursement Schedule contained in the Exhibits. Such reimbursable expenses will be paid in addition to the fees for services under this Agreement.

V. INDEMNIFICATION AND INSURANCE

A. INDEMNIFICATION

1. Consultant shall indemnify, defend, and hold harmless University and its Regents, officers, employees, agents, and representatives (collectively, "Indemnitee"), against all liability, demands, claims, costs, damages, injury including death, settlements, and expenses (including without limitation, interest and penalties) incurred by Indemnitee ("Losses") arising out of the performance of services or Consultants other obligations under this Agreement, but only in proportion to and to the extent such Losses are caused by or result from (1) the negligent acts or omissions of…