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HomeMy WebLinkAbout09 APPROVE AMENDMENT NO. 1 TO CONSULTANT SERVICES AGREEMENT WITH TY LIN INTERNATIONALDocusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 MEETING DATE TO FROM Agenda Item 9 Initial AGENDA REPORT Reviewed: City Manager Finance Director DECEMBER 2, 2025 ALDO E. SCHINDLER, CITY MANAGER MICHAEL GRISSO, DIRECTOR OF PUBLIC WORKS SUBJECT: APPROVE AMENDMENT NO. 1 TO CONSULTANT SERVICES AGREEMENT WITH TY LIN INTERNATIONAL SUMMARY: Staff is recommending that the City Council approve Amendment No. 1 to the Consultant Services Agreement with TY Lin International to provide design modifications of the Armstrong Avenue Pedestrian Bridge Project (CIP No. 70257). The City will be exploring design alternatives in effort to reduce construction costs. RECOMMENDATION: It is recommended that the City Council approve Amendment No. 1 to Consultant Services Agreement with TY Lin International to provide design modifications of the Armstrong Avenue Pedestrian Bridge Project, in an amount not to exceed $320,000.00, which includes a 15% contingency, and authorize the City Manager to execute the Agreement on behalf of the City. FISCAL IMPACT: The proposed Amendment No. 1 to Consultant Services Agreement with TY Lin International includes a not -to -exceed total compensation amount of $320,000.00, which includes a 15% contingency. Sufficient funds have been appropriated in the Fiscal Year 2025-2026 Capital Improvement Program Budget. CORRELATION TO THE STRATEGIC PLAN: The Armstrong Avenue Pedestrian Bridge Project contributes to the fulfillment of the City's Strategy Plan Goal A: Economic and Neighborhood Development. Specifically, the project implementation of Strategy 1, which among other items, is to develop critical phases of Tustin Legacy. The Armstrong Avenue Pedestrian Bridge also contributes to the implementation of Strategy 8, which creates linkages between the community through a variety of means, such as bike lanes and greenbelts. Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 City Council Agenda Report Amendment to Consultant Services Agreement December 2, 2025 Page 2 BACKGROUND AND DISCUSSION: On October 25, 2022, Public Works approved a Consultant Services Agreement with TY Lin International in the amount of $1,155,630 to provide design services for the Armstrong Avenue Pedestrian Bridge. The project will be located north of the intersection at Armstrong Avenue and Airship Avenue, where the settlement mounds have been constructed. This project's scope of work included terraced planters, pedestrian railing, architectural concrete pavement, ambient lighting, area landscaping, and irrigation. The project will provide a vital link within the Tustin Legacy area, connecting both existing and future developments through open space, utilizing alternative transportation. The Armstrong Pedestrian Bridge project was formally bid on September 30, 2025, with eight (8) responsive construction bids received, ranging from $13,700,300 to $21,189,976, with the lowest responsive bidder being 25% higher than the engineer's estimate. On November 18, 2025, staff recommended and the City Council approved the rejection of all project bids and directed staff to evaluate opportunities to modify the design to better align with the project budget. At the request of staff, TY Lin submitted an authorization request for additional engineering services, which forms the basis of Amendment No. 1. Additional budget is required to provide modifications of the Armstrong Avenue Pedestrian Bridge Project, after receiving responsive contractor bids over the engineer's estimate. Amendment No. 1 will add engineering services to provide design modifications in effort to reduce construction costs. Staff is recommending that the City Council approve Amendment No. 1 to the Consultant Services Agreement with TY Lin International for design services for the Armstrong Avenue Pedestrian Bridge Project. ►nil . ) C--`r Michael Grisso Director of Public Works Attachment: 1. Proposed Amendment No. 1 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 ATTACHMENT 1 Proposed Amendment No. 1 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 AMENDMENT NO. 1 CONSULTANT SERVICES AGREEMENT This AMENDMENT NO. 1 TO CONSULTANT SERVICES AGREEMENT ("Amendment No. 1") is made and entered into by and between the CITY OF TUSTIN, a municipal corporation ("City") and T.Y. LIN INTERNATIONAL, a California Corporation ("Consultant"), pursuant to the Consultant Services Agreement. WHEREAS, City and Consultant entered into a Consultant Services Agreement on October 25, 2022, to furnish the necessary engineering services for the Armstrong Avenue Pedestrian Bridge; and WHEREAS, City requested to conduct additional necessary engineering services for the Armstrong Avenue Pedestrian Bridge; and WHEREAS, T.Y. LIN INTERNATIONAL submitted authorization requests dated November 19, 2025 for additional necessary engineering services related to the Armstrong Avenue Pedestrian Bridge Project; and THEREFORE, it is agreed that the Original Agreement be amended as follows to reflect the modifications requested by T.Y. LIN INTERNATIONAL and authorized by the City of Tustin: 1. Modification of Compensation. Section 4 entitled "Compensation" is amended to provide design modifications of the Armstrong Avenue Pedestrian Bridge Project and prior outside of scope changes as identified in Exhibit "A" of this Amendment No. 1 additional compensation in the amount not to exceed $273,800. 2. General Requirements. All other terms and provisions contained in the Original Agreement shall remain in effect and shall not be altered by this Amendment. 1 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 IN WITNESS WHEREOF the parties have executed this Amendment No. 1 as of the date stated below. Dated: "City" City of Tustin, a municipal corporation Aldo Schindler City Manager 11 /20/25 Dated: "Consultant" T.Y. LIN INTERNATIONAL IN 2 CSigned by: Com. Ftf,�wlaytA 2EA213EA795045F... Dan Fitzwilliam Associate Vice President Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 EXHIBIT "A" AMENDMENT #1 PROPOSAL Attached hereto are 1. T.Y. LIN INTERNATIONAL design modifications of the Armstrong Avenue Pedestrian Bridge Project and prior outside of scope changes Proposal dated November 19, 2025. Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 Armstrong Avenue Pedestrian Bridge Date: (11/19/2025) Project Scope A. Description The City of Tustin has engaged TYLin to perform a redesign of the Armstrong Avenue Pedestrian in order to bring the anticipated construction cost down below $5 Million for the bridge only with the all in bridge cost not exceeding $6.5 Million B. Scope of Work Task 100: Project Management Project Coordination The design team will organize virtual meetings with City of Tustin staff to provide progress updates, coordinate between technical disciplines, and facilitate overall project communication. Four (4) Project Development Team (PDT) meetings are assumed. Deliverables: Meeting notices, agendas, and minutes. Project Administration Monitor progress of work and prepare monthly invoices and progress reports to include work accomplished during the reporting period; work planned for the next reporting period; information/decisions required to maintain the Project schedule; problems and recommendations to resolve issues; and budget status. Deliverables: Monthly invoices and progress reports Task 200: Conceptual Modifications Modification Alternatives Visualizations The design team will prepare visualizations of proposed modifications for City staff to use to determine which modifications should move forward. Modifications will include: • Simplify railing • Simplify lighting and electrical • Simplified column shapes • Eliminate planters • Eliminate the ribs on the bottom to make simpler forming • Eliminate the planters and walls under the bridge • Eliminate the end monuments • Simplify or eliminate deck treatment Deliverables: Renderings, Sketches, or Details as needed to convey design modification alternatives. 'IYIAn Page 11 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 Armstrong Avenue Pedestrian Bridge Date: (11/19/2025) Estimate of Construction Cost Savings The design team will prepare anticipated construction cost savings associated with each of the alternatives for the items described above. Deliverables: Anticipated Construction Cost Reductions and Estimated Overall Bridge Construction Cost Task 300 : 65% Design Draft Plans, Specs, and Estimate The design team will prepare Plans, Specifications, and Estimates incorporating the modifications approved for implementation by the City of Tustin in Task 200. Deliverables: Draft Plans, Draft Specifications, and Draft Engineers Estimate of Probable Construction Cost Client Note: Revised Geotechnical Report will not be generated, no savings on the foundations will be captured. Coordination with Park Design to tie into new bridge end details is by others. Task 400 : 95% Design Independent Design Check An independent team of engineers will independently check the revised bridge design for compliance with AASHTO and California standards. Deliverables: Independent Check Comment Resolution Log Final Plans, Specs, and Estimate The design team will prepare Final Plans, Specifications, and Estimates incorporating comments received from the City of Tustin on the 65% Design and comments from the independent check team. Deliverables: Final Plans, Final Specifications, and Final Engineers Estimate of Probable Construction Cost Task 500 : Signature Submittal Signature Submittal The design team will prepare Signed Plans, Specifications, and Estimates incorporating comments received from the City of Tustin on the 95% Design that are ready for listing for construction. Deliverables: Signed Plans, Signed Specifications, and Final Engineers Estimate of Probable Construction Cost 'IYI.in Page 12 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 Armstrong Avenue Pedestrian Bridge Date: (11/19/2025) Bid Support The design team will provide responses to bidders inquiries as needed in support of the City of Tustin. Deliverables: Responses to bidders Inquiries as needed C. Delivery Schedule Timelines listed below do not account for stoppages or approval time from Design team/Ownership. Please account for those in the project schedule. Commencement: Upon signed agreement on scope and fee Task 200 Dec 51" 2025 Task 300 Mar 2711 2026 Task 400 Jun 26th 2026 Task 500 Jul 28t" 2026 D. Consulting Fees The fee for the engineering services in the above -described scope of work will be provided on a Lump Sum basis, invoiced monthly by percentage complete of each task. The proposed fee for engineering services shall is an amendment in the amount of $273,800. This estimate represents the level of effort that is anticipated to satisfy the requested scope of the project, but the level of effort can be adjusted based on the client's needs. Included in "Exhibit B" below are items 1-4 which were the previously agreed upon out of scope work items totaling $74,547 which are still outstanding. These items will be invoiced immediately upon receipt of the executed contract. 'IYI.ln Page 13 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 Armstrong Avenue Pedestrian Bridge Date: (11/19/2025) EXHIBIT "B" Armstrong Avenue Pedestrian Bridge City of Tustin ENGINEERING SERVICES TASK PRIOR AMMENDMENTS DESCRIPTION 11/19/2025 TOTAL FEE 1 Bridge Location Change $32,147 2 Geotechnical Delays $10,560 3 Abutment Mound Landscape Barrier $17,740 4 Specifications Assistance $14,100 BASIC SERVICES 100 Project Management $18,165 200 Conceptual Modifications $16,791 300 65% Design $81,432 400 95% Design $49,775 500 Signature Submittal $33,003 ODCs $87 SUB TOTAL PROFESSIONAL FEES BASIC SERVICES I $273,800 GRAND TOTAL NOT TO EXCEED PROFESSIONAL FEES I $273,800 'rililn Page 14 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 EXHIBIT "B" ORIGINAL CONSULTANT SERVICES AGREEMENT (CSA) Attached hereto are CSA with T.Y. LIN INTERNATIONAL for Design Services Tasks for the Armstrong Avenue Pedestrian Bridge dated October 25, 2022. Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 DocuSign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FADD3 CONSULTANT SERVICES AGREEMENT THIS AGREEMENT FOR CONSULTANT SERVICES, is made and entered into this 25th day of October 2022, by and between the CITY OF TUSTIN, a municipal corporation, hereafter referred to as "City", and T.Y. LIN INTERNATIONAL, a California Corporation, hereinafter referred to as "Consultant". RECITALS WHEREAS, City requires the services of a consultant to furnish the necessary engineering services for the Armstrong Ave Pedestrian Bridge hereinafter referred to as "Project"; and WHEREAS, Consultant is qualified to provide the necessary services for the Project and desires to provide said services to City; and WHEREAS, City desires to retain the services of Consultant for said Project. NOW, THEREFORE, for the consideration and upon the terms and conditions hereinafter set forth, the parties agree as follows: AGREEMENT Section 1: Scope of Consultant's Services Consultant shall perform all work necessary to complete in a manner satisfactory to City, the services set forth in Exhibit "A" in accordance with the terms and conditions of this Agreement. Section 2: Order of Precedence In the event of a conflict between or among any of the documents comprising this Agreement, the following order of precedence shall govern the provision in question: 1. This Agreement 2. Consultant's Proposal (Exhibit "A") Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 DocuSign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FAD D3 Section 3: Time for Completion The time for completion of the work to be performed by Consultant is an essential condition of this Agreement. Consultant shall prosecute regularly and diligently the work of this Agreement according to reasonable schedules established by the City for various items described and as outlined within Consultant's proposal. Consultant shall not be accountable for delays in the progress of its work caused by any condition beyond its control and without the fault or negligence of Consultant. Section 4: Compensation A. The compensation to be paid under this Agreement shall be as set forth in Exhibit "A", which shall not exceed a total cost of $1,155,630. B. Consultant shall submit detailed invoices, based upon the actual work performed accompanied by backup documentation as requested by the City. C. Progress payments for work completed shall be paid by City as the work progresses, within thirty (30) days of the date of Consultant's invoice. D. Consultant shall provide City with a monthly itemization of all work performed, and the fees accrued thereon, in complete and sufficient detail to fully apprise City thereof. Section 5: Independent Contractor Consultant's relationship to City in the performance of this Agreement is that of an independent contractor. Consultant's personnel performing services under this Agreement shall at all times be under Consultant's exclusive direction and control and shall be employees of Consultant and not employees of City. Consultant shall pay all wages, salaries and other amounts due its employees in connection with this Agreement and shall be responsible for all reports and obligations respecting them, such as social security, income tax withholding, unemployment compensation, worker's compensation and similar matters. Section 6: Indemnification To the fullest extent permitted by law, Consultant shall defend (at Consultant's sole cost and expense with legal counsel reasonably acceptable to City), indemnify and hold the City, its officials, officers, employees, agents and volunteers, free and harmless from any and all claims, demands, 'orders, causes of action, costs, expenses, liabilities, losses, penalties, judgments, arbitration awards, settlements, damages or injuries of any kind, in law or in equity, including but not limited to property or persons, including wrongful death, (collectively "Claims") in any manner arising out of, pertaining to, related to, or incident to Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 DocuSign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FAD D3 any alleged acts, errors or omissions, or willful misconduct of Consultant, its officers, directors, employees, subconsultants, subcontractors, agents or invitees in connection with performance under this Agreement, or in any manner arising out of, pertaining to, related to, or incident to an alleged breach of this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys' fees and other related costs and expenses. Notwithstanding the foregoing, and only to the extent that the Services performed by Consultant are subject to California Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Consultant's indemnification. obligation or other liability hereunder. Notwithstanding the foregoing, such obligation to defend, hold harmless and indemnify the City, its officials, officers, employees, agents and volunteers, shall not apply to the extent that such Claims are caused by the sole negligence or willful misconduct of that indemnified party. Section 7: Insurance A. Consultant shall maintain in full force and effect during the term of this Agreement policies of commercial general liability and automobile liability insurance (each of which shall include property damage and bodily injury) and each with limits of at least $2,000,000 and $1,000,000, respectively, combined single limit coverage per occurrence. B. Consultant shall maintain in full force and effect during the term of this Agreement a policy of professional liability insurance coverage with limits of at least $2,000,000 combined single limit coverage per claim or per occurrence. If Consultant provides claims made professional liability insurance, Consultant shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement or to cover claims made within five (5) years of the completion of Consultant's service under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier, or with an equivalent carrier in the amount required by this Agreement for at least five (5) years after completion of Consultant's services under this Agreement. Consultant shall also provide evidence to the City of the purchase of the required tail insurance or continuation of the professional liability policy by executing the attached Letter Agreement on Consultant's letterhead. C. Consultant shall carry and pay for such workers' compensation insurance as is required to fully protect Consultant and its employees under California Worker's Compensation Insurance Law. The insurance company shall agree to waive all rights of subrogation against the City for losses paid under the policy, which losses arose from the work performed by the named insured. 3 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 DocuSign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FADD3 D. Other applicable insurance requirements are: (1) Name the City, its officials and employees as additional insured on the commercial general liability and automobile liability insurance policies. (2) The insurance shall be issued by a company authorized by the Insurance Department of the State of California and rated A, VII (seven) or better (if an admitted carrier) or A-, X (ten) or better (if offered by a surplus line broker), by the latest edition of Best's Key Rating Guide, except that the City will accept workers' compensation insurance rated B-, VII (seven) or better, or from the State Compensation fund. (3) The insurance shall not be cancelled, except after thirty (30) days written prior notice to the City; and (4) The commercial general liability and automobile liability insurance shall each be primary as respects the City, and any other insurance maintained by the City shall be in excess of this insurance and not contribute to it. E. Upon execution of this Agreement, Consultant shall provide to City certificates of insurance and insurer endorsements evidencing the required insurance. Insurer endorsements (or a copy of the policy binder if applicable) shall be provided as evidence of meeting the requirements of Subsections (1)(3) and (4) of Section 7D above and the waiver of subrogation requirement in Section 7C above. If self - insured for worker's compensation, Consultant shall submit to City a copy of its certification of self-insurance issued by the Department of Industrial Relations. Section 8: Termination of Agreement A. City and Consultant shall each have the right to terminate any or all of the services covered by this Agreement at any time or any reason by giving ten (10) business days written advance notice to the other party. B. Upon termination of this Agreement, Consultant shall be paid for services rendered by the effective date of the termination. C. Upon termination of this Agreement or completion of the Project, all documents relating to the Project shall become the sole property of City. Should City terminate this Agreement pursuant to subparagraph A. of this Section, Consultant shall within ten (10) business days of receipt of notice of termination, provide City with all documents within Consultant's possession relating to this Agreement and the Project, including but not limited to all completed documents and all drafts of uncompleted documents. Section 9: Notice Any notice allowed or required to be given shall be effective upon personal delivery thereof, or upon depositing thereof in the United States Postal Service, certified mail, upon receipt requested, postage prepaid, addressed as follows: 4 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 DocuSign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FADD3 To City: City of Tustin Attn.: Douglas S. Stack, 300 Centennial Way Tustin, CA 92780-3715 Director of Public Works/City Engineer To Consultant: T.Y. Lin International Attn: Dan Fitzwilliam, Associate Vice President 20 Pacifica, Suite 350 Irvine, CA 92618 Section 10: Miscellaneous Provisions A. Consultant shall proceed immediately and diligently to perform the services provided for in this Agreement upon receipt of notice from City to proceed therewith. B. No part of this Agreement may be assigned by Consultant without the prior written approval of City. C. This Agreement shall extend to and be binding upon and inure to the benefit of heirs, executors, administrators, successors and assigns of the respective parties hereto. D. Consultant shall perform all services required under this Agreement using that degree of care and skill ordinarily exercised under similar conditions in similar localities, and shall be responsible for all errors and omissions for services performed by Consultant under the terms of this Agreement. E. Consultant certifies that there shall be no discrimination against any employee who is employed in the work covered by this Agreement, or against any application for such employment, because of race, religion, color, sex, or national origin including but not limited to, the following: employment, upgrading, demotion or transfer, recruitment, or recruitment advertising, lay-off or termination, rate of pay or other forms of compensation, and selection for training, including apprenticeship. F. This Agreement shall be interpreted in accordance with California Law. The parties agree that the Orange County Superior Court is the exclusive venue for any lawsuits by either party regarding this Agreement. 5 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 DocuSign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FADD3 IN WITNESS WHEREOF, this Agreement was executed by the parties on the date and year first above written. DS DS "CITY" h. CITY OF TUSTIN Docu Signed by: E5. War 184882D9986F47A... Matthew S. West Title City Manager "CONSULTANT" T.Y. LIN INTERNATIONAL EvDocuSigned by: ' I AAA, Fif � Wlltut� 2EA213EA795045F... Dan Fitzwilliam Title Associate Vice President 0 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 uocusign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FAD D3 CONSULTANT'S PROPOSAL Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 uocu6ign tnveiope iu: 9-818E2B-3BB4-458B-BCAD-72D5AF5FADD3 'I'l. tin City of Tustin — Armstrong Avenue Pedestrian Overcrossing August 25, 2022 Consultant Compensation Task 1 - Bridge Engineering Services Fee Proposal Summary Bridge Engineering Services will be provided for a lump sum fee of $1,155,630 as shown in the estimate of level of effort in Exhibit A. Invoices will be submitted monthly based on the estimated percentage of services completed through the end of each billing period. SCHEDULE Notice to Proceed: Early Works Grading Package: 60% Package: 90% Package: IFC Package: November 1, 2022 February 1, 2023 April 14, 2023 August 11, 2023 October 31, 2023 Task 2 - Construction Services Construction Services will be provided on a time -and -materials basis in accordance with the rates shown in the estimate of level of effort in Exhibit B. The billing rates shown below are valid until December 31st, 2022. After this date, the rates contained therein will be increased by 5% per year. Based on the information available to -date we estimate that the fee for Construction Services will not exceed $990,640. Construction Services will not be performed above the contract amount until TYLin has received direction in writing authorizing the additional work and budget necessary to perform that work. TYLin will provide periodic updates and projections to the owner throughout the project to help anticipate changes to the estimated budget. Construction Services BillinLy Rates Project Manager $300.00 Structures Representative $230.00 Inspector - PT (PW) $170.00 Labor Compliance Officer $165.00 Office Administrator $90.00 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 DocuSign Envelope ID: 9F818E2l3-3684-458B-BCAD-72D5AF5FAD D3 EXHIBIT A - SCOPE OF SERVICES \' - - - - --- --- - - -- ---- ---,— TUSTIN GA E� LECY Scope of Services TYLI will provide engineering services for the design of a new pedestrian bridge across Armstrong Ave, just south of Warner Ave. Attached as Exhibit B is a fee estimate for design services. Following is a summary of the items of work that we are anticipating based on our conversations. PS&E Scope of Work 1.0 Management TYLI will prepare monthly progress reports for the work recently completed and planned for the upcoming period. The reports will provide a snapshot of the schedule along with the percent complete for the ongoing scope of work. 1.1 Data Gathering TYLI will interface with the subconsultants hired by the city on the bridge design team as well as the other related engineering and city teams to gather the relevant data for use in designing the bridge. 1.2 60% Design TYLI will develop the concept plans that were created in the previous phase of work into a package of unchecked details for submittal to the city. The package will consist of engineering design drawings of the proposed bridge, a list of special provisions expected to be needed for the bridge, a preliminary quantity take -off, and a preliminary estimate of probable construction cost for the bridge. 1.3 90% Design TYLI will continue to develop the bridge design by performing an in-house independent check of the 60% design. The special provisions will be compiled into a complete package. During this phase of design TYLI will respond to city comments related to the 60% package and reconcile the design with the independent check team. The 90% submittal package will consist of revised design drawings of the proposed bridge, a package of special provisions expected to be needed for the bridge, an updated and checked quantity take -off, and an updated estimate of probably construction cost for the bridge. 1.4 Issue for Tender Package In this phase, TYLI will perform a detailed QA/QC of the bridge package. The drawings will be updated to incorporate comments that were generated by the updated plan set or other items within the 60% package. The package will be formatted to include a bid item list for use by the city in soliciting bids for construction of the bridge. 1.4 Bid Support Services TYLI will assist the city in reviewing and responding to RFI's from contractors during the bidding process. TYLIN INTERNATIONAL Page 1 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 UocuSign Envelope ID: 9F818E2B-3B64-458B-BCAD-72D5AF5FAD D3 EXHIBIT A - SCOPE OF SERVICES_TU TI N --- LEGACY 2.0 Construction Support Services Construction support services are not included in the current scope of this contract. At the start of the construction phase, scope and fee for the construction phase of work should be negotiated. Information to be Furnished by Others It is anticipated that the following information will be provided by others prior to the start of work: 1. Site plans with topography and survey 2. Adjacent areas uses, available landscaping concepts 3. Geotechnical report for the bridge 4. Foundation report for the bridge 5. Any utility plans or information if relevant 6. Details for the connection to power for the bridge lighting Work not Included Only items of work detailed in the scope of services above are included in this proposal. Items of work not considered in this proposal include, but are not limited to, the following items: 1. Surveying, Geotechnical, Utility engineering 2. Environmental studies and mitigation plans 3. Bridge Type Selection Report 4. Permit applications Thank you very much for considering our firm for these services. We look forward to working with you and the rest of the design team on this unique development. Schedule NTP 11/1/2022 Early Works Grading Package 2/1/2023 60% Package 4/14/2023 90% Package 8/31/2023 IFC Package 10/31/2023 Fee Proposal The design services will be provided for a lump -sum, fixed -fee of $1,155,630. An estimate of our required effort for each task has been included as Exhibit "B". Charges for design services will be billed monthly based on the percentage of work complete. TYLININTERNATIONAL Page 2 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 UocuSign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FADD3 EXHIBIT A - SCOPE OF SERVICES -- --- TUSTIN - - - - LEGACY Design fees are based on Engineering tasks beginning in November 2022 and ending in October 2023. Fees will be adjusted by 5%/year effective January 1 of each year after these date TYLIN INTERNATIONAL Page 3 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 DocuSign Envelope ID: 9F818E2B-3664-4586-BCAD-72D5AF5FAD D3 Tustin Legacy Pedestrian Bridges City of Tustin Consultant: TYLin Activity: Bridge Engineering Design Phase: Pedestrian Bridge Design Services Task: Armstrong Ave POC Exhibit B Phase �Descrlptlon Estimated Labor Hours Labor Totals nncipa uperv. esign esign Bridge Bridge Engineer Senior Admin Technician Technician Engineer Engineer II Architect Assistant III I Hours Amount 1.0 JPS&E Package Preparation 242 921 2018 248 96 416 1080 5021 $1, 119,930 Total Hours: Billing Rate: Subtotal - Labor: 242 921 2018 248 96 416 1080 5021 $305.00 $280.00 $240.00 $215.00 $65.00 $185.00 $155.00 1 $73,810 $257,880 $484,320 $53,320 $6,240 $76,960 $167,400 $1,119,930 Subtotal -OTHER DIRECT COSTS: $0 Subtotal - SUBCONSULTANT SERVICES: 1 $36,700 TOTAL Pedestrian Bridge Design Services $1,166,630 1.0 Management Management/Project Controls 120 210 24 354 $96,960 1.1 Coordination / meetings Data Gathering 100 100 200 24 424 $108,060 Geotechical data review Civil and drainage data review 2 2 4 4 B 8 4 14 18 $3,650 $4,390 Utility data review Review bridge for compliance with ADA re 'ls 4 4 8 4 4 16 8 $3,780 $1,980 Determine final bridge alignment and profile Early Works Grading Package 2 4 2 8 4 8 8 22 14 $5,370 $3.000 Prelim bridge furniture (railings, lighting, accents) Determine construction materials /finishes 2 4 4 16 16 16 26 $3,440 $6,130 1.2 60% Design Architectural model 80 80 $17,200 Analysis model Seismic Analysis 4 16 110 110 114 126 $27,520 $30,880 Structural Calculations List of Special Provisions 2 16 16 110 126 18 $30,880 $5,090 Preliminary quantities takeoff Preliminary cost estimate 30 30 30 30 $7,200 $7,200 1.3 60% Drawings(50 sheets) 90% Design 50 80 10 160 360 660 $119,250 Architectural products and specs Structural Details Development 16 110 60 16 60 142 $12,900 $34,320 Final Design Caclulations Independent Design Check 40 150 110 540 150 690 $37,600 $171,600 Special Provisions Updated Quantities 4 32 30 36 30 $10,180 $7.200 Updated Cost Estimate 90% Drawings 60 sheets 30 30 90 6 160 540 30 826 $7,200 $143.690 1.4 Issue For Tender Package QA/QC of complete package 16 80 8 104 $24,200 Reconcile city/checker comments Finalize 21an set 70 sheets 16 35 32 60 8 80 180 48 363 $12,16D $67,420 Finalize calc set Finalize Special Provisions 2 40 40 110 150 42 $37,600 $11,810 Updated Quantities Updated Cost Estimate 20 20 20 20 $4,800 $4,800 IFT Submittal Finalize Renderings 2 8 16 40 26 40 $6,690 $8,600 1.4 Bid Support Services Meetings/ RFI's / bid evaluation 1 4 60 60 8 16 148 $35.1 Bo Total Hours: Billing Rate: Subtotal - Labor: 242 921 2018 248 96 416 1080 5021 $305.00 $280.00 $240.00 $215.00 $65.00 $185.00 $155.00 $73,810 $257,880 $484,320 $53,320 $6,240 $76,960 $167,400 $1,119,930 $16 0000 $17,500 $34,000 $1,700 $36,700 OTHER DIRECT COSTS Mileage 0 Miles @ $0.60 Lodging/Meals 0 Nights @ $250.00 Plan Reproduction 0 Prints @ $1.00 Photocopies 0 Copies @ $0.20 Postage & Freight 0 Each @ $25.00 Air travel Miles@ $0.15 Subtotal: Administrative Fee of 0.00 % Subtotal -OTHER DIRECT COSTS: TOTAL Pedestrian Bridge Design Services $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 1,155,630 Subconsultants Lighting Design Alliance Electrical Engineering Subtotal: Administrative Fee of 5.00% Subtotal - SUBCONSULTANT SERVICES: Armstrong Fee Proposal_r3.xls Page 1 of 1 Printed: 8/26/2022 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 uocusign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FADD3 Exhibit C - Construction Support Scope Scope of Work Armstrong Avenue Pedestrian Bridge CM August 15, 2022 The scope of these services consists of, but is not limited to, Construction Management and Inspection Services for the Tustin Armstrong Avenue Pedestrian Bridge Project and will include Pre -Construction, Construction, and Post - Construction Phases. The work to be performed by the TYLIN shall be based on the procedures, guidelines, standards, and the code contained in the Caltrans, City of Tustin, and other publications listed below: ♦ City of Tustin Quality Assurance Program ♦ Construction Manual, current edition ♦ CALOSHA Construction Safety Orders, ♦ Standard Specifications ♦ Standard Plans ♦ Greenbook 2016 Edition ♦ Bridge Construction Records and Procedures Manual ♦ Trenching and Shoring Manual TASK 1.0 PRE -CONSTRUCTION SERVICES Task 1.1 Constructability Review ♦ Falsework Manual ♦ Foundations Manual ♦ Prestress Manual ♦ Quality Assurance Inspection of Field Welding Manual, current edition ♦ Storm Water Quality Handbooks ♦ Sample Contractor's Water Quality SAPS ♦ Construction General Permit Perform a constructability review of the contract plans, specifications, and estimate. Review specifications for compatibility with plans and estimate, validate estimate for realistic prices, errors and/or omissions and review plans specifically checking staging, utility conflicts, adequate access for construction, whether construction details are complete and buildable, among other items. Task 1.2 Bidding Services Assist during bidding services to make recommendations of at least three regional bridge construction contractors, attend pre -bid meeting, review bids for accuracy and to verify low -bid results. Task 1.3 Pre -Construction Meeting Schedule and conduct a pre -construction meeting with approved contractor. Topics will include items such as agency expectations, labor compliance, Equal Employment Opportunity compliance, safety, environmental permits, SWPPP materials testing and compliance, Contractor submittals, encroachment permits, quality control and quality assurance expectations, and payment process. Task 1.4 Pre -Construction Photo Documentation Conduct pre -construction photo and video documentation of the existing conditions on the project site. TASK 2.0 CONSTRUCTION SERVICES Task 2.1 Perform Construction Management, Inspection, and Administration TYLIN will perform all construction management, inspection, and administration in accordance with the Plans and Specifications, Caltrans Standards, Standard Specifications for Public Works Construction, and the City of Tustin requirements as necessary for the project to assure contract compliance and Federal reimbursement as outlined in the LAPM and the Caltrans Construction Manual. The following is a brief description of some of the major aspects of this work: Task 2.1.1 Ensure Compliance to Safety Regulations, Building Codes, City Ordinances Verify Contractor's compliance to applicable Construction Safety Orders. Violations will be recorded and Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 uocubign Envelope ID: 9F818E2B-36B4-458B-BCAD-72D5AF5FAD D3 Exhibit C - Construction Support Scope Armstrong Avenue Pedestrian Bridge CM August 15, 2022 Contractor shall be requested to correct unsafe condition. A safety diary shall be written for each violation and maintained in the Construction Files. Task 2.1.2 Document Control Filing Set up and maintain the contract filing system in accordance with the Caltrans Construction Manual and Local Assistance Procedures Manual. Task 2.1.3 Project Permits Maintain a copy of all permits for the project in the construction trailer and in their daily workbook. Enforce special requirements of each if needed and ensure Contractor complies with all permit requirements. Task 2.1.4 Baseline Schedule and Schedule Updates Review the baseline CPM schedule submitted by the Contractor and work closely with the Contractor until it is acceptable. Review monthly Baseline Schedule updates and verify accuracy. Task 2.1.5 Daily Inspection Perform daily inspection of all Contractors' activities. Ensure compliance with contract documents. Evaluate, approve or reject the Contractor's and Sub -Contractor's work in accordance with the contract documents. Task 2.1.6 Daily Diaries Record all inspection observances on a daily diary form. This information will include but not be limited to job stamp, date, weather, item of work performed, hours of work performed, measurement of items installed, workers names and classifications, equipment numbers, subcontractor's personnel, conversations, conflicts and resolutions, and non-compliance (if necessary). Task 2.1.7 Photo Log Create a photo log of the project. Photos will include all pre-existing conditions, work- in -progress, disputed work and issues of contract non-compliance, work that has to be duplicated, replaced or removed, SWPPP violations, extra work and completed work. Task 2.1.8 Tracking Construction Materials Track Contractors' materials by certificate of compliance or Caltrans source inspection release tags and file all certifications appropriately. Task 2.1.9 Traffic Control Plans Administer the implementation of the project's Traffic Control Plans (TCP) and perform weekly review for conformance to approved plan. Review traffic control devices in day -time and at night-time to verify effectiveness. Task 2.1.10 Submittal Review Receive, stamp with date received, and track all Contractors', subcontractors', and independent party submittals, shop drawings, project data, and samples. A log will be set up identifying submittal name, responsible party, review party and whether date was met. Log will be used at weekly progress meetings. TYLIN shall coordinate directly with Design Engineer for review of submittals designated for designer. Submittals shall include but not be limited to: Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 uocusign Envelope ID: 9F818E2B-3BB4-458B-BCAD-72D5AF5FAD D3 Exhibit C - Construction Support Scope Armstrong Avenue Pedestrian Bridge CM August 15, 2022 ♦ Injury and Illness Prevention Plan (IIPP) ♦ Falsework Design ♦ Contractor's equipment list ♦ Pile Placement Plan ♦ SWPPP ♦ Welding Quality Control Plan ♦ Mix Designs (Portland Cement Concrete) ♦ Painting Quality Control Plan ♦ Notice of Materials to be used ♦ Prestressing Plan ♦ Notice of Materials to be tested ♦ Shoring Design ♦ Water Pollution Control Plan (WPCP) ♦ Traffic Management Plan ♦ Staging Plans ♦ Utility Coordination Plan ♦ CPM Schedule Task 2.1.11 Labor Compliance/Equal Employment Opportunity/Prevailing Wage/Disadvantaged Business Enterprise (DBE) Enforce the contract requirements as they pertain to Labor Compliance, Equal Employment Opportunity, Prevailing Wage, and Disadvantaged Business Enterprise (DBE) according to the Local Assistance Procedures Manual. Conduct spot check EEO interviews and maintain written evidence of apprentices employed on the project. Cross reference reports, interviews, payrolls, and wage rates in order to determine Contractor and Subcontractor compliance. Task 2.1.12 Weekly Statement of Working Days (WSWD) Create a Weekly Statement of Working Days (WS)ATD) spreadsheet and submit to the Contractor on a weekly basis. WSWD form shall be in Caltrans format and shall track working days, non- working days, holidays, inclement weather, working days in which no work was performed, time extensions, percent time complete, and percent work complete. Task 2.1.13 Weekly Construction Progress Meetings Conduct weekly coordination meetings with the Contractor, City personnel, Design Engineer, Subconsultants, applicable utility representatives, and others as necessary. Topics shall include upcoming work, schedule, utility coordination, issues of non-compliance, change orders, and tracking of Request for Information (RFI's) and submittals. Task 2.1.14 Request for Information (RFI) Receive, record, review, and respond to all Contractor's RFI's. Submit to third party for review if necessary. Task 2.1.15 Change Requests/Contract Change Orders (CCO)/Transmittal Letters Receive, record, and review all Contractors' Requests for Changes. All requests will be reviewed for merit and discussed with City Management. If change is warranted, Structures Representative shall create Contract Change Order and Transmittal Letter. Structures Representative will receive agency approval prior to submittal to Contractor. Track all extra work on separate daily diaries. Monthly progress payments shall reflect all CCO work performed in the previous month. Task 2.1.16 Coordinate Materials Testing and Inspection/Surveying Services Coordinate and monitor all materials testing services and construction surveying. Survey requests will be required by the Contractor 48 hours prior to need for staking. Materials testing reports will be reviewed and maintained in the project files. Task 2.1.17 Prepare Monthly Progress Estimates Prepare Monthly Progress Estimates to summarize payment to the Contractor for work performed. Prepare supporting documents for each item of work to be paid. A comprehensive Monthly Progress Estimate shall be submitted to the City for review, approval, and processing. Monthly Progress Estimates shall Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 uocubign Envelope ID: 9F818E213-3BB4-458B-BCAD-72D5AF5 FADD3 Exhibit C - Construction Support Scope Armstrong Avenue Pedestrian Bridge CM August 15, 2022 include Contract Change Order Work. Task 2.1.18 Water Pollution Control Program (WPCP) Compliance Inspect the project site and monitor Contractor's compliance with Best Management Practices (BMP's) in accordance with Caltrans Handbooks and Sample Contractor's Water Quality SAP's. Monitor the weather forecast during the storm season and ensure Contractor's compliance for pre -storm, storm event, and post storm requirements. Enforce proper handling and storage of non -visible pollutants. Task 2.1.19 Create and Ensure Compliance to Punchlists Create punchlists throughout the construction process after each item of work is complete. Punchlists shall include items that need to be corrected or amended. Meet with Contractor's personnel regularly to monitor completion of punchlist items. Completion of punchlist items shall be a topic at the Weekly Construction Progress Meetings. Task 2.1.20 Record Drawings Maintain a copy of `red -mark' plans in the trailer at all times to track changes to the contract plans, additions and deletions through CCO's, utilities that were incorrectly identified, and additional items that must be identified on the final record drawings. TASK 3.0 POST -CONSTRUCTION - PROJECT CLOSE-OUT TYL1N will perform all construction management and administration necessary for closing out the project to assure contract compliance and Federal reimbursement as outlined in Caltrans Local Assistance Procedures Manual. TYLIN will deliver all equipment manuals, special equipment, catalogs, and other material required by specifications. The following is a brief description of some of the major aspects of this work: Task 3.1 Final Walkthrough Administer and coordinate final inspections for the project. Participants in final inspection walk-throughs will include, at a minimum, the Contractor's Superintendent. Task 3.2 Correction and Completion of Work Coordinate the correction and completion of all work on the project. Task 3.3 Substantial Completion/Notice of Completion Assist the City in determining when the Project is substantially complete. Obtain evidence of certification of all lien releases, make recommendations for the release of retention, issue the notice of substantial completion, and process the notice of completion. Task 3.4 Item Close -Out Close out and balance all contract items. Item overruns and underruns will be resolved with the Contractor. Contract Change Orders to adjust item prices will be created, if necessary. Task 3.5 Proposed Final Estimate Prepare the Proposed Final Estimate. This document shall be provided after resolution of any construction claims. Task 3.6 Record Drawings Prepare a set of original structure tracings with as -built corrections. As -Built plans for roadway items shall be in accordance with City standards. TASK 4.0 SURVEY SERVICES TYLIN's Subconsultant for survey services shall provide quality assurance surveying in accordance with the 4 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 130cu5lgn Envelope ID: 9F818E2B-3B64-458B-BCAD-72D5AF5FAD D3 Exhibit C - Construction Support Scope Armstrong Avenue Pedestrian Bridge CM August 15, 2022 Caltrans Department of Transportation, Surveys Manual, Chapter 12 and in accordance with what is identified in the specifications for the project. TASK 5.0 MATERIALS INSPECTION AND TESTING TYLIN's Subconsultant for materials testing and inspection services shall provide quality assurance inspection and testing of materials used in construction to verify Contractor's compliance with applicable standards, in accordance with the City of Tustin's Quality Assurance Plan (QAP), and Caltrans Construction Manual Chapter 3, "Control of Materials" and Chapter 6, "Sample Types and Frequencies." TASK 6.0 CIDH PILE QUALITY ASSURANCE TESTING AND INSPECTION TYLIN's Subconsultant for CIDH piles quality assurance testing and inspection services shall provide gamma - gamma logging and, if necessary, cross -hole sonic testing to determine if anomalies exist within each pile. TYLIN's Subconsultant will provide testing documentation to the Structures Representative to allow for acceptance or rejection of each pile. If required, TYLIN Subconsultant will re -test, at additional cost, piles that received corrective action. ASSUMPTIONS The foregoing scope of services includes the following specific assumptions: ■ Construction duration for structure is approximately 12 months. Construction start date assumed to be late 2023. ■ Construction Management and Inspection services are provide on a Time and Materials (T&M) basis. ■ Should the construction schedule require a lesser or greater amount of service than estimated in this proposal, the cost of services would vary accordingly. ■ There will be no delay in the contractor's operations during construction. If the contractor's operations are delayed, for whatever reason, TYLIN reserves the right to evaluate the impact of the delay on the inspection services provided. If additional costs may be incurred by TYLIN, due a delay of construction, a budget supplement will be required. ■ This scope of services is based on preliminary architectural drawings, not detailed construction plans. The addition of new elements to the conceptual drawings could require modifications to this scope and budget. TLIN reserves the right to revisit this proposal once contract plans and specifications are close to being completed. ■ On -site or nearby construction office or trailer for CM staff would be provided as part of the Contractor's bid items. Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 uocuz5ign Envelope IU: 9F818E2B-3BB4-458B-BCAD-72D5AF5FAD D3 KV A ■ ® l ���������■��� Const. mnmgt, insp., Admin. Correction and Completion ofWark Subtotals (H,u ��� TOTAL PROPOSED COST Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 Certificate Of Completion Envelope Id: 9F818E2B3BB4458BBCAD72D5AF5FADD3 Status: Completed Subject: Complete with DocuSign: T.Y. Lin International - CIP 70257 - CSA - 10-25-22.pdf, T.Y. Lin Inter... Source Envelope: Document Pages: 20 Signatures: 2 Envelope Originator: Certificate Pages: 5 Initials: 2 Jo Ann Kang Somers AutoNav: Enabled 300 Centennial Way Envelopeld Stamping: Enabled Tustin, CA 92780 Time Zone: (UTC-08:00) Pacific Time (US & Canada) jkangsomers@tustinca.org IP Address: 67.21.44.130 Record Tracking Status: Original Holder: Jo Ann Kang Somers Location: DocuSign 10/25/2022 10:05:45 AM jkangsomers@tustinca.org Signer Events Signature Timestamp Dan Fitzwilliam byl Sent: 10/25/2022 10:10:25 AM dan.fitzwilliam@tylin.com ED0.US1g­1 6A, fit, j t�.ixm Viewed: 10/25/2022 10:17:15 AM Vice President 2EA211EA795045F... Signed: 10/25/2022 10:17:43 AM Security Level: Email, Account Authentication (None) Signature Adoption: Pre -selected Style Using IP Address: 72,199,136.200 Electronic Record and Signature Disclosure: Accepted: 10/25/2022 10:17:15 AM ID:f6a9414a-aa14-4082-abf9-91a9c6035d68 Mark Khudadatov Sent: 10/25/2022 10:17:45 AM mkhudadatov@tustinca.org LD Viewed: 10/25/2022 10:34:14 AM Security Level: Email, Account Authentication Signed: 10/25/2022 10:36:46 AM (None) Signature Adoption: Pre -selected Style Using IP Address: 67.21.44.130 Electronic Record and Signature Disclosure: Accepted: 10/25/2022 10:34:14 AM ID: 92aefd 96-379d-4eac-9534-2 b9cfa2e58e 1 Ken Nishikawa r°S Sent: 10/25/2022 10:36:48 AM knishikawa@tustinca.org I �; Viewed: 10/25/2022 10:48:57 AM Security Level: Email, Account Authentication l� Signed: 10/25/2022 10:49:14 AM (None) Signature Adoption: Pre -selected Style Using IP Address: 67.21.44.130 Electronic Record and Signature Disclosure: Accepted: 10/25/2022 10:48:57 AM ID: f1fa981d-e387-409e-a73b-52beO7259d8f Matthew S. West oo6neAbY: Sent: 10/25/2022 10:49:16 AM mwest@tustinca.org E-1'1)648us' �`� @ 9 Resent: 11/17/2022 2:37:57 PM City Manager °2D99B6F47A Viewed: 11/17/2022 3:18:18 PM Security Level: Email, Account Authentication Signed: 11/17/2022 3:19:43 PM (None) Signature Adoption: Pre -selected Style Using IP Address: 67.21.44.130 Electronic Record and Signature Disclosure: Accepted: 11/17/2022 3:18:18 PM ID: 1141 bOf6-13a5-4455-a350-9a7e6741 b395 Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Mark Khudadatov Sent: 11/17/2022 3:19:45 PM mkhudadatov@tustinca.org COPIED Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 11/10/2022 9:19:11 AM ID: ef9bca97-6401-4c6f-9e10-b9f2ddd489ee Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 10/25/2022 10:10:25 AM Certified Delivered Security Checked 11/17/2022 3:18:18 PM Signing Complete Security Checked 11/17/2022 3:19:43 PM Completed Security Checked 11/17/2022 3:19:45 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Docusign Envelope ID: 97A90435-EAB8-4201-9E33-68F794BOF8F3 electronic Record and Signature Disclosure created on: 10/7/2019 4:09:27 PM Parties agreed to: Dan Fitzwilliam, Mark Khudadatov, Ken Nishikawa, Matthew S. 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