HomeMy WebLinkAboutAgreement_Live Oak.pdf1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 COUNTY OF FRESN Fresno, California 11/19/20 CONSUL TANT AGREEMENT TH IS AG REEM ENT for specialized professional Environmental ConsultjJ Servic~s, reinafter referred to as the "AGREEMENT," is made and entered into this ~ay of ~~ 2021, by and between the COUNTY OF FRESNO, a pol~ical subdivision of theStateCalifornia, hereinafter referred to as the "COUNTY"; and Live Oak Associates, Inc., a California Corporation, whose address is 39930 Sierra Way, Suite B, Oakhurst CA 93644, hereinafter referred to as the "CONSULTANT". WITNESS ETH WHEREAS, the COUNTY desires to retain the CONSUL TANT to provide on-call specialized professional environmental consulting services to assist COUNTY in complying with federal and state environmental laws, regulations and guidelines as necessary for road, bridge, landfill and capital improvement projects (hereinafter referred to as "PROJECT(S)" proposed by the COUNTY; and WHEREAS, said CONSULTANT has been selected in accordance with the COUNTY'S Ordinance Code Chapter 4.10 governing the selection of architects, engineers, and other professionals, and in accordance with Chapter 10 of the Local Assistance Procedures Manual (LAPM) issued by the California Department of Transportation (CAL TRANS), to provide the environmental consulting services necessary for the PROJECTS; and WHEREAS, the individual listed below Erin Haagenson, Senior Staff Analyst 2220 Tulare Street, 6th Floor, Fresno, CA 93721 559-600-9908 ehaagenson@fresnocountyca.gov is designated as the CONTRACT ADMINISTRATOR for the AGREEMENT on behalf of the COUNTY, and shall remain so unless the CONSULTANT is otherwise notified in writing by the COUNTY'S Director of Public Works and Planning or his/her designee (hereinafter referred to as "the DIRECTOR"); and 1
1 WHEREAS, the individual listed below 2 David Hartesveldt, President 3 39930 Sierra Way, Suite B 4 Oakhurst, CA 93644 5 (559) 642-4880 6 dhartesveldt@loainc.com 7 is designated as the CONSULTANT'S PROJECT MANAGER for the AGREEMENT, and 8 shall remain so unless the CONSUL TANT requests and the DIRECTOR approves, in g writing, a change of the CONSULTANT'S PROJECT MANAGER, for which approval will 10 not be unreasonably withheld; and 11 WHEREAS, said AGREEMENT is subject to 49 Code of Federal Regulations 12 (hereinafter referred to as "49 CFR"), Part 26 Participation by Disadvantaged Business 13 Enterprises in Department of Transportation Financial Assistance Programs, 14 Disadvantaged Business Enterprise programs established by other federal agencies and/or 15 the COUNTY'S Disadvantaged Business Enterprise Program (all of which hereinafter are 16 referred to as "DBE PROGRAM(S)"), 17 NOW, THEREFORE, in consideration of the promises and covenants set forth 18 herein, the above-named parties agree as follows: 19 I. GENERAL PROVISIONS 20 A. The COUNTY hereby contracts with the CONSULTANT as an independent 21 contractor to provide all environmental consultant services required for the PROJECT(S). 22 Said services are described generally in Article II and more specifically enumerated in 23 Article Ill herein. 24 B. The CONSULTANT'S services shall be performed as in a manner consistent 25 with professional skill and the orderly progress of the work, based on schedules for each 26 specific PROJECT as mutually agreed upon in advance by the COUNTY'S CONTRACT 27 ADMINISTRATOR and the CONSULTANT. 28 COUNTY OF FRESN Fresno, California 11/19/20 C. The CONSULTANT'S PROJECT team staff shall be as listed in Exhibit A, 2
1 attached hereto and incorporated herein. Any substitutions of personnel must be approved 2 in advance by the COUNTY'S CONTRACT ADMINISTRATOR, which approval shall not be 3 unreasonably withheld. The CONSUL TANT shall notify the COUNTY'S CONTRACT 4 ADMINISTRATOR of the names and classifications of employees assigned to each specific 5 PROJECT and shall not reassign such employees to other PROJECTS of the 6 CONSULTANT without notification to and prior approval by the COUNTY'S CONTRACT 7 ADMINISTRATOR. 8 D. The CONSULTANT may retain, as subconsultants, specialists as the g CONSUL TANT requires to assist in completing the work. All subconsultants used by the 10 CONSUL TANT shall be approved in writing by the COUNTY'S CONTRACT 11 ADMINISTRATOR before they are retained by the CONSULTANT, which approval shall no 12 be unreasonably withheld. The subconsultants listed in Exhibit B, attached hereto and 13 incorporated herein, shall be considered as approved by the COUNTY'S CONTRACT 14 ADMINISTRATOR. Should the CONSUL TANT retain any subconsultants, the maximum 15 amount of compensation to be paid to the CONSULTANT under Article VI below shall not 16 be increased. Any additional compensation to be paid to the CONSULTANT for such 17 subconsultants' work shall be limited to administrative time as defined in the fee proposal. 18 Additional fees other than those defined in the fee proposal shall not be reimbursed. 19 E. The CONSULTANT and affiliated subconsultants shall not submit bids, or 20 sub-bids, for the contract construction phase of the PROJECT assigned to the 21 CONSULTANT. The CONSULTANT and its subconsultants, and all other service providers, 22 shall not provide any PROJECT-related services for, or receive any PROJECT-related 23 compensation from any construction contractor (hereinafter ref erred to as the 24 "CONTRACTOR"), subcontractor or service provider awarded a construction contract for all 25 or any portion of the PROJECT(S)forwhich the CONSULTANT provides services 26 hereunder. The CONSULTANT and its subconsultants, and all other service providers, 27 may provide services for, and receive compensation from a CONTRACTOR who has been 28 awarded a construction contract for all or any portion of the PROJECT(S) provided that any COUNTY OF FRESN Fresno, California 11/19/20 3
1 such services which are rendered, and any compensation which is received therefor, 2 relates to work outside the scope of the AGREEMENT and does not pose a conflict of 3 interest. 4 F. Any subcontract in excess of $25,000 entered into as a result of this 5 AGREEMENT, shall contain all the provisions stipulated in the AGREEMENT to be 6 applicable to subcontractors. 7 G. The CONSULTANT is responsible for being fully informed regarding the 8 requirements of 49 CFR, Part 26 and the California Department of Transportation's g (CAL TRANS) Disadvantaged Business Enterprise program developed pursuant to the 10 regulations, as detailed in Exhibit C, attached hereto and incorporated herein. 11 II. DESCRIPTION OF THE WORK COVERED BY THE AGREEMENT 12 A. The work to be performed by the CONSULTANT under the AGREEMENT 13 includes on-call professional services under Article Ill for various PROJECTS, including but 14 not limited to, technical services related to biological, cultural, visual, farmland, water 15 quality, hazardous waste, noise, revegetation plans, focused plant or animal surveys, 16 habitat assessment, wetland delineation, and other studies. 17 B. The CONSULTANT agrees to provide the professional services that are 18 necessary for each PROJECTwhen expressly authorized in writing by the COUNTY'S 19 CONTRACT ADMINISTRATOR. Such work by the CONSULTANT shall not begin until the 20 CONSUL TANT has received, from the COUNTY'S CONTRACT ADMINISTRATOR, a 21 written Notice to Proceed as to a specific Task Order, authorizing the necessary service, 22 agreed upon fee, and scope of work. 23 Ill. CONSULTANT'S SERVICES 24 The CONSULTANT shall submit proposals in response to requests issued by the 25 COUNTY'S CONTRACT ADMINISTRATOR on a project-by-project basis. The 26 CONSULTANT'S proposal at a minimum shall include, but not be limited to, staff 27 qualifications, proposed method and schedule for completing the task(s), completed federal 28 forms and a sealed cost proposal. The CONSULTANT agrees that each professional or COUNTY OF FRESN Fresno, California 11/19/20 4
1 other individual performing work on any such PROJECT(S) shall be adequately trained to 2 perform the work and shall possess the proper license, certification or registration as 3 required by law or by accepted standards of the applicable profession. The CONSULTANT 4 agrees to provide the professional services that are necessary to complete the following 5 tasks when expressly authorized in writing by the COUNTY'S CONTRACT 6 ADMINISTRATOR: 7 8 A. 1. Technical Reports: The CONSULTANT shall ascertain the requirements for Technical Reports g through communications with the COUNTY'S CONTRACT ADMINISTRATOR and 10 CAL TRANS and a review of existing information on the PROJECT(S). 11 2. The CONSULTANT shall prepare and submit technical reports to the 12 COUNTY'S CONTRACT ADMINISTRATOR for each assigned PROJECT. Technical 13 reports shall be prepared in accordance with the appropriate format required by local, state 14 and federal laws, regulations and guidelines. 15 3. The CONSULTANT shall ascertain any requirements, unforeseen criteria, or 16 issues for the PROJECT(S) that may be unknown to the COUNTY'S CONTRACT 17 ADMINISTRATOR and communicate these requirements, criteria, or issues to the 18 COUNTY'S CONTRACT ADMINISTRATOR. 19 4. The CONSULTANT shall prepare each environmental technical report for 20 federally funded PROJECT(S) in accordance with the latest provisions of the Standard 21 Environmental Reference published by CAL TRANS and/or all other applicable local, state 22 and federal regulations and guidance to the full extent that any provisions thereof related or 23 have applicability to such PROJECT(S). The required technical reports forthe PROJECTS 24 will be determined by the Preliminary Environmental Study form for CAL TRANS Local 25 Assistance, the COUNTY'S California Environmental Quality Act (CEQA) process or 26 Federal cross cutter forms for State Revolving Fund projects. 27 5. The CONSULTANT shall assist the COUNTY in determining all permits that 28 may be required for the PROJECT and shall prepare all necessary permits for the COUNTY OF FRESN Fresno, California 11/19/20 5
1 COUNTY submittal to outside agencies. 2 6. When requested by the COUNTY'S CONTRACT ADMINISTRATOR, the 3 CONSULTANT shall attend meetings with the COUNTY, federal, state and/or local 4 representatives to discuss and review the technical report. The CONSULTANT shall 5 prepare brief minutes of meetings attended and promptly submit the minutes to the 6 COUNTY'S CONTRACT ADMINISTRATOR within seven (7) days. 7 7. The CONSULTANT shall submit each technical report to the COUNTY'S 8 CONTRACT ADMINISTRATOR for transmittal to other appropriate agencies for their g review and approval. The CONSULTANT shall revise and resubmit each technical report 1 o as necessary until approved by all appropriate agencies. Standard submittal shall be two 11 (2) reproducible copies and one ( 1) electronic copy of each technical report. The 12 CONSUL TANT shall verify compatible format and quantity prior to final delivery. 13 8. The CONSULTANT shall prepare technical studies and estimates on 8 ½" by 14 11" pages, provide hard copy and electronic format as standard submittal; and prepare 15 documents in Microsoft Word 2010 version or later, Microsoft Excel 2010 version or later, 16 or Adobe 9.0 or later, ARC GIS or other mutually agreed upon format. Such submittals 17 shall be sent via email and furnished on compact disc (CD). The CONSULTANT shall verif 18 compatible format and quantity prior to final delivery. 19 20 B. 1. CEQA Documents: The CONSUL TANT shall prepare CEQA documents, including but not limited 21 to an Initial Study, Mitigated Negative Declaration, Negative Declaration and Environmental 22 Impact Report, to complete CEQA review in accordance with CEQA Guidelines. The CEQ 23 phase includes, but is not limited to, data compilation and review, impact assessment and 24 determination, documentation preparation, development of mitigation measures, response 25 to comments, as well as project management and public meeting attendance. 26 2. The CONSULTANT shall ascertain any requirements, unforeseen criteria, or 27 issues for the PROJECT(S) that may be unknown to the COUNTY'S CONTRACT 28 ADMINISTRATOR and communicate these requirements, criteria, or issues to the COUNTY OF FRESN Fresno, California 11/19/20 6
1 COUNTY'S CONTRACT ADMINISTRATOR. 2 3. The CONSUL TANT shall assist the COUNTY in determining all permits that 3 may be required forthe PROJECT and shall prepare all necessary permits forthe 4 COUNTY submittal to outside agencies. 5 C. Design Plans, Technical Specifications and Construction Estimate for 6 Revegetation and Landscaping Projects: 7 1. The CONSUL TANT shall ascertain the requirements the PROJECT(S) 8 through meetings with COUNTY'S CONTRACT ADMINISTRATOR and a review of an g existing schematic layout of PROJECT(S). 10 2. The CONSULTANT shall ascertain any requirements, unforeseen criteria, or 11 issues forthe PROJECT(S) that may be unknown to the COUNTY'S CONTRACT 12 ADMINISTRATOR and communicate these requirements, criteria, or issues to the 13 COUNTY'S CONTRACT ADMINISTRATOR. 14 15 3. 4. The CONSULTANT shall provide surveying, if needed, for the PROJECT(S). The CONSUL TANT shall design the PROJECT(S) to conform to 16 requirements of the reviewing agencies having jurisdiction over the PROJ ECT(S ). 17 5. The CONSUL TANT shall design the PROJECT(S) to include mitigation 18 measures included in the environmental document. 19 6. The CONSULTANT shall monitor and keep the COUNTY'S CONTRACT 20 ADMINISTRATOR informed regarding the impact of design issues on the PROJECT 21 budget. Upon the written request of the COUNTY'S CONTRACT ADMINISTRATOR, the 22 CONSULTANT shall incorporate into the design, such reasonable design and operational 23 changes as the COUNTY'S CONTRACT ADMINISTRATOR deems appropriate as a result 24 of the COUNTY'S review processes and impact on each PROJECT budget or estimate. 25 7. The CONSULTANT shall assist the COUNTY in determining all permits that 26 may be required for the PROJECT and shall prepare all necessary permits for the 27 COUNTY submittal to outside agencies. 28 IV. OBLIGATIONS OF COUNTY COUNTY OF FRESN Fresno, California 11/19/20 7
1 2 The COUNTY will: A. Issue Task Orders on a project-by-project basis. Task Orders will, at a 3 minimum, include a scope of work, location, and schedule for the PROJECT. 4 5 B. C. Compensate the CONSUL TANT as provided in the AGREEMENT. Provide a COUNTY'S CONTRACT ADMINISTRATOR to serve as a 6 representative of the COUNTY who will coordinate and communicate with the 7 CONSULTANT, to the extent appropriate, to facilitate the CONSULTANT'S performance of 8 its obligations in accordance with the provisions of the AGREEMENT. 9 10 D. E. Provide basic plan sheet layouts as required. Examine documents submitted to the COUNTY by the CONSULTANT and 11 timely render decisions pertaining thereto. 12 13 F. G. Provide aerial photographs as required. Provide copies of any available existing as-built plans and right-of-way 14 drawings from the COUNTY'S files. 15 H. Provide mailing lists and labels for notification of property owners upon the 16 CONSULTANT'S request. 17 I. Provide preliminary engineering survey data on existing structures and 18 topographic mapping in AutoCAD Civil 3D, version 2013 or later, format to the 19 CONSUL TANT, if available. 20 J. Prepare all legal descriptions and drawings required for right-of-way 21 acquisition and/or temporary construction permits. 22 K. Provide limited assistance to CONSULTANT as may be appropriate in 23 connection with CONSULTANT'S processing of required permits. 24 L. Give reasonably prompt consideration to all matters submitted for approval by 25 the CONSULTANT to the end that there will be no substantial delays in the 26 CONSULTANT'S program of work. An approval, authorization or request to the 27 CONSULTANT given by the COUNTY will be binding upon the COUNTY under the terms 28 of the AGREEMENT only if it is made in writing and signed on behalf of the COUNTY by COUNTY OF FRESN Fresno, California 11119120 8
1 the COUNTY'S CONTRACT ADMINISTRATOR. 2 V. TERM OF AGREEMENT/ PERFORMANCE PERIOD 3 A. The term of this AGREEMENT shall be for a period of three (3) years, 4 commencing upon execution by the COUNTY, through and including the third anniversary s of the execution date. This AGREEMENT may be extended for two additional one-year 6 periods, upon written approval of the DIRECTOR and the CONSUL TANT prior to the 7 expiration of the AGREEMENT. The DIRECTOR or his designee is authorized to execute 8 such written approval on behalf of COUNTY based on CONSULTANT'S satisfactory g performance. The CONSULTANT shall commence work promptly after receipt of a notice 10 to proceed issued by the COUNTY'S CONTRACT ADMINISTRATOR. 11 B. The CONSULTANT is advised and hereby acknowledges its understanding 12 that any recommendation for award is not binding on the COUNTY until the AGREEMENT 13 is fully executed following its approval by the COUNTY'S Board of Supervisors. 14 VI. ALLOWABLE COSTS AND PAYMENTS UNDER THIS AND OTHER RELATED ON-15 CALL ENVIRONMENTAL SERVICES CONSUL TANT AGREEMENTS 16 A. Maximum Cumulative Amount Available for Payment Under This 17 AGREEMENT and the Other Related Environmental Services Consultant Agreements: 18 1. COUNTY has or will enter into eight (8) separate agreements, including this 19 AGREEMENT, for performance of the Scope of Services identified in Article Ill 20 hereinabove. The other Agreements are to be entered into by COUNTY with the other 21 seven (7) consultant firms listed, together with CONSULTANT, on the list of environmental 22 consultant firms attached hereto as Attachment 1. The total amount payable by COUNTY 23 for all the Agreements combined shall not exceed a cumulative maximum total value of 24 Two Million Dollars ($2,000,000) ("NTE Sum"). 25 2. It is understood and agreed that there is no guarantee, either expressed or 26 implied, that this cumulative maximum total dollar amount of Two Million Dollars 27 ($2,000,000) will be authorized under the Environmental Services Consultant Agreements 28 through Task Orders. It is further understood and agreed that there is no guarantee, either COUNTY OF FRESN Fresno, California 11/19/20 9
1 expressed or implied, that any Task Order will be assigned to CONSULTANT or that 2 CONSULTANT will receive any payment whatsoever, under the terms of this 3 AGREEMENT. Each time a Task Order is awarded under any of the Agreements, the 4 COUNTY shall send written notification to CONSULTANT and each of the other ...__ 5 consultants that entered into the Agreements. Each such notice shall identify the 6 cumulative total of funds allocated under all Task Orders issued hereunder as of that date, 7 and the remaining unencumbered amount of the NTE Sum. CONSUL TANT acknowledges 8 and agrees that COUNTY shall not pay any amount under this AGREEMENT that would g exceed the NTE Sum, and CONSULTANT shall not enter into a Task Order that exceeds 10 the NTE Sum. 11 12 B. 1. Total Fee: Subject to and consistent with the provisions of the immediately preceding 13 Article VI, Section A, the Total Fee for the services required under this AGREEMENT, shall 14 not exceed the total sum of Two Million Dollars ($2,000,000) over the entire term of this 15 AGREEMENT. Compensation for the services rendered shall be computed at the hourly 16 and cost rates shown in Exhibit D, subject to any adjustments that may be approved in 17 accordance with Article VI, Section B, Paragraph 3. 18 2. The hourly and cost rates listed herein for services rendered by the 19 CONSULTANT and subconsultants shall remain in effect for the entire duration of the 20 AGREEMENT unless adjusted in accordance with the provisions of Article VI, Section B, 21 Paragraphs 3, 5, or 6. 22 3. The hourly rates paid for services performed by the CONSUL TANT and by 23 subconsultants of the CONSULTANT and the rates for expenses incidental to the 24 CONSULTANT'S and subconsultant's performance of services may be adjusted no more 25 than once annually for inflation, in accordance with the following provisions: the 26 CONSULTANT may request new labor rates and new rates for expenses incidental to the 27 CONSULTANT'S and subconsultant's performance of services subject to written approval 28 of the COUNTY'S CONTRACT ADMINISTRATOR in accordance with the provisions of this COUNTY OF FRESN Fresno, California 11/19120 10
1 Article VI, Section B, Paragraph 3. The CONSULTANT shall initiate the rate adjustment 2 process by submitting to the COUNTY'S CONTRACT ADMINISTRATOR a proposed 3 adjusted fee schedule. The proposed adjusted fee schedule shall include proposed hourly 4 rates for all categories of the CONSUL TANT and subconsultants wage classifications and 5 proposed rates for incidental expenses listed in Exhibit D. The proposed adjusted fee 6 schedule shall not take effect unless approved in writing by the COUNTY'S CONTRACT 7 ADMINISTRATOR. The CONSULTANT hereby acknowledges its understanding that 8 approval by the COUNTY'S CONTRACT ADMINISTRATOR of any upward adjustment in g the hourly and cost rates shall not provide a basis for any increase in the total fee of 10 $2,000,000, as set forth in Article VI, Section B, Paragraph 1. 11 4. Expenses incidental to the CONSULTANT'S and subconsultant's 12 performance of services under Article Ill of the AGREEMENT shall be charged at the rates 13 listed in Exhibit D, subject to any adjustments that may be approved in accordance with 14 Article VI, Section B, Paragraphs 3, 5, or 6. Unless incorporated in an adjusted fee 15 schedule approved by the COUNTY'S CONTRACT ADMINISTRATOR in accordance with 16 Article VI, Section B, Paragraphs 3, 5, or 6, all other expenses incidental to the 17 CONSULTANT'S and subconsultant's performance of the services under Article Ill of the 18 AGREEMENT that are not listed in Exhibit D shall be borne by the CONSUL TANT. 19 5. In the event that, in accordance with Article I, Section D, the COUNTY'S 20 CONTRACT ADMINISTRATOR approves the CONSULTANT to retain additional 21 subconsultants not listed in Exhibit B, hourly rates paid for services performed by such 22 additional subconsultants of the CONSUL TANT and the rates for expenses incidental to 23 subconsultants performance of services may be adjusted no more than once annually for 24 inflation, in accordance with Article VI, Section B, Paragraph 3. The first annual adjustment 25 of hourly and incidental expense rates for such additional subconsultants shall not be 26 approved prior to one year after the COUNTY'S CONTRACT ADMINISTRATOR approval 27 of the retention of such additional subconsultant(s) by the CONSUL TANT. 28 COUNTY OF FRESN Fresno, California 11/19/20 6. Notwithstanding any other provisions in the AGREEMENT, the COUNTY'S 11
1 CONTRACT ADMINISTRATOR may, at any time, authorize in writing the revision of the 2 CONSULTANT'S or subconsultant's charge rates for incidental expenses to include 3 additional categories of such expenses if, in the opinion of the COUNTY'S CONTRACT 4 ADMINISTRATOR, such revision is necessary to facilitate the CONSULTANT'S 5 performance of the PROJECT(S). 6 7 C. 1. Payments: Progress payments will be made by the COUNTY upon receipt of the 8 CONSULTANT'S monthly invoices and approval by the COUNTY'S CONTRACT g ADMINISTRATOR thereof based on the COUNTY'S CONTRACT ADMINISTRATOR'S 10 evaluation of the completion of the respective components of the assigned PROJECT. 11 Invoices shall clearly identify the Phase and Task of the work, the date work performed, 12 and shall be submitted with the documentation identified in Article VI, Section C, Paragraph 13 5. Invoices shall be forwarded electronically to: PWPBusinessOffice@fresnocountyca.gov. 14 2. Upon receipt of a proper invoice, the COUNTY'S CONTRACT 15 ADMINISTRATOR will take a maximum of ten (10) working days to review, approve, and 16 submit it to the COUNTY Auditor Controller/Treasurer Tax Collector. Unsatisfactory or 17 inaccurate invoices will be returned to the CONSUL TANT for correction and resubmittal. 18 Payment, less retention, if applicable, will be issued to the CONSULTANT within forty (40) 19 calendar days of the date the Auditor Controller/Treasurer Tax Collector receives the 20 approved invoice. 21 3. The COUNTY is entitled to withhold a five percent (5%) retention from the 22 CONSULTANT'S earned compensation in accordance with the provisions of Article VII of 23 the AGREEMENT. 24 4. An unre~olved dispute over a possible error or omission may cause payment 25 of the CONSUL TANT fees in the disputed amount to be withheld by the COUNTY. 26 5. Concurrently with the invoices, the CONSULTANT shall certify (through 27 copies of issued checks, receipts, or other COUNTY pre-approved documentation) that 28 complete payment, less a five percent (5%) retention, except as otherwise specified in COUNTY OF FRESN Fresno, California 11/19/20 12
1 Article VII, has been made to all subconsultants as provided herein for all previous invoices 2 paid by the COUNTY. However, the parties do not intend that the foregoing create in any 3 subconsultants or sub-contractor a third-party beneficiary status or any third-party 4 beneficiary rights, and expressly disclaim any such status or rights. 5 6. Final invoices, and separate invoices for retentions, shall be submitted to the 6 COUNTY'S CONTRACT ADMINISTRATOR no later than thirty (30) days after the 7 PROJECT is completed. Payment for retentions, if any, shall not be made until all services 8 for the PROJECT are completed. 9 7. In the event the DIRECTOR reduces the scope of CONSULTANT'S work 10 under the AGREEMENT for a specific PROJECT (or discontinues a specific PROJECT), 11 whether due to a deficiency in the appropriation of anticipated funding or otherwise, the 12 CONSULTANT will be compensated on a pro rata basis for actual work completed and 13 accepted by the DIRECTOR in accordance with the terms of the AGREEMENT. 14 VII. RETENTION FROM EARNED COMPENSATION 15 In addition to any amounts withheld under Article Ill, the CONSULTANT agrees that 16 the COUNTY, at the discretion of the COUNTY'S CONTRACT ADMINISTRATOR, may 17 withhold a five percent (5%) retention from the earned compensation of the CONSULTANT 18 If the COUNTY'S CONTRACT ADMINISTRATOR determines that retention will be withheld 19 for a PROJECT, the COUNTY'S CONTRACT ADMINISTRATOR will so state in writing 20 prior to commencement of the PROJECT by the CONSULTANT and will identify the 21 PROJECT-specific prerequisites (such as successful completion of a PROJECT phase, as 22 an exam pie) for the release of retentions. 23 VIII. TERMINATION 24 A. The AGREEMENT may be terminated without cause at any time by the 25 COUNTY upon thirty (30) calendar days' written notice. If the COUNTY terminates this 26 AGREEMENT, the CONSULTANT shall be compensated for services satisfactorily 27 completed to the date of termination based upon the compensation rates and subject to the 28 maximum amounts payable agreed to in Article VI, together with such additional services COUNTY OF FRESN Fresno: California 11/19/20 13
1 satisfactorily performed after termination which are expressly authorized by the COUNTY to 2 conclude the work performed to date of termination. 3 B. If the CONSULTANT purports to terminate the AGREEMENT, or otherwise · 4 refuses to perform pursuant to the AGREEMENT, for reasons other than material breach 5 by the COUNTY, the CONSUL TANT shall reimburse the COUNTY, up to a maximum of 6 $10,000 for the actual expense of issuing a Request For Proposal (RFP), engaging a new 7 consultant, and the new consultant's cost in becoming familiar with the previous 8 CONSULTANT'S work. The COUNTY'S entitlement to such reimbursement shall in no wa g be construed as a limitation on other damages that may be recoverable by the COUNTY as 10 a result of the CONSULTANT'S termination, in breach of its obligations hereunder. 11 C. The COUNTY may immediately suspend or terminate the AGREEMENT in 12 whole or in part, where in the determination of the COUNTY there is: 13 14 15 16 17 1. 2. 3. 4. D. An illegal or improper use of funds; A failure to comply with any term of the AGREEMENT; A substantially incorrect or incomplete report submitted to the COUNTY; Improperly performed service. In no event shall any payment by the COUNTY constitute a waiver by the 18 COUNTY of any breach of the AGREEMENT or any default which may then exist on the 19 part of the CONSULTANT, nor shall such payment impair or prejudice any remedy 20 available to the COUNTY with respect to the breach or default. The DIRECTOR shall have 21 the right to demand of the CONSUL TANT the repayment to the COUNTY of any funds 22 disbursed to the_ CONSUL TANT under the AGREEMENT, which, in the judgment of the 23 DIRECTOR and as determined in accordance with the procedures of Article XVI, were not 24 expended in accordance with the terms of the AGREEMENT. The CONSULTANT shall 25 promptly refund any such funds upon demand. 26 E. The terms of the AGREEMENT, and the services to be provided thereunder, 27 are contingent on the approval of funds by the appropriating government agency. Should 28 sufficient funds not be allocated, the services provided may be modified, or the COUNTY OF FRESN Fresno, California 11/19/20 14
1 AGREEMENT terminated at any time by giving the CONSULTANT thirty (30) days advance 2 written notice. In the event of termination on the basis of this Paragraph, the 3 CONSULTANT'S entitlement to payment, in accordance with the payment provisions set 4 forth hereinabove, shall apply only to work performed by the CONSULTANT prior to receipt 5 of written notification of such non-allocation of sufficient funding. 6 F. In the event of termination, CONSULTANT shall be compensated as provided 7 for in this AGREEMENT, except as provided in Article XII, Section C. Upon termination, the 8 COUNTY shall be entitled to all work, including but not limited to, reports, investigations, g appraisals, inventories, studies, analyses, drawings and data estimates performed to that 10 date, whether completed or not. 11 IX. FUNDING REQUIREMENTS C 12 A. It is mutually understood between the parties that the AGREEMENT may 13 have been written before ascertaining the availability of funds or appropriation of funds, for 14 the mutual benefit of both parties, in order to avoid program and fiscal delays that would 15 occur if the AGREEMENTwere executed after that determination was made. 16 B. The AGREEMENT is subject to any additional restrictions, limitations, 17 conditions, or any legislation enacted by the Congress, State Legislature or COUNTY'S 18 Board of Supervisors that may affect the provisions, terms, or funding of the AGREEMENT 19 in any manner. 20 C. It is mutually agreed that if sufficient funds are not appropriated, the 21 AGREEMENT may be amended to reflect any reduction in funds. 22 D. The COUNTY has the option to void the AGREEMENT under the 30-day 23 cancellation clause in Article VIII, Section A, or to amend the AGREEMENT in accordance 24 with Article X, Section A by mutually acceptable modification of its provisions to reflect any 25 reduction of funds. 26 X. CHANGE IN TERMS 27 A. The AGREEMENT may be amended or modified only by mutual written 28 agreement of. both parties. Except as provided in Article V, Section A, any such written COUNTY OF FRESN Fresno, California 11/19120 15
1 amendment to this AGREEMENT may be approved on the COUNTY'S behalf only by its 2 Board of Supervisors. 3 B. The CONSULTANT shall only commence work covered by an amendment 4 after the amendment has been fully executed and written notification to proceed has been 5 issued by the COUNTY'S CONTRACT ADMINISTRATOR. 6 XI. DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION 7 A. The CONSULTANT must give consideration to Disadvantaged Business 8 Enterprise (hereinafter referred to as "DBE") firms as specified in 23 Code of Federal g Regulations (hereinafter referred to as "CFR") Section 172.5(b), and in 49 CFR, Part 26. 10 The CONSUL TANT must meet the DBE goal established for PROJECT(S) by using DBEs 11 as subconsultants or document a good faith effort to have met the goal. If a DBE 12 subconsultant is unable to perform, the CONSULTANT must make a good faith effort to 13 replace him/her with another DBE subconsultant if the goal is not otherwise met. 14 B. The CONSULTANT is responsible for being fully informed regarding the 15 requirements of 49 CFR, Part 26 and CAL TRANS' Disadvantaged Business Enterprise 16 program developed pursuant to the regulations, as detailed in Exhibit C, Notice to 17 Proposers DBE Information, attached hereto and incorporated herein. 18 C. A DBE subconsultant may be terminated only with written approval by the 19 COUNTY'S CONTRACT ADMINISTRATOR and only for reasons specified in 49 CFR 20 Section 26.53(f). Prior to requesting the CONTRACT ADMINISTRATOR'S consent for the 21 proposed termination, the CONSUL TANT must meet the procedural requirements specified 22 in 49 CFR Section 26.53(f). If a DBE subconsultant is unable to perform, CONSULTANT 23 must make a good faith effort to replace him/her with another DBE subconsultant, if the 24 goal is not otherwise met. 25 XII. COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS 26 A. The CONSULTANT agrees that 48 CFR Part 31, Contract Cost Principles 27 and Procedures, shall be used to determine the allowability of individual terms of cost. The 28 CONSULTANT shall sign the Certification of Contract Costs and Financial Management COUNTY OF FRESN Fresno, California 11/19/20 16
1 System, attached hereto and incorporated herein as Exhibit E. 2 B. The CONSULTANT also agrees to comply with Federal procedures in 3 accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles, 4 and Audit Requirements for Federal Awards. 5 C. Any costs for which payment has been made to the CONSULTANT that are 6 determined by subsequent audit to be unallowable under 48 CFR Part 31 or 2 CFR Part 7 200 are subject to repayment by the CONSUL TANT to the COUNTY. 8 D. When a CONSULTANT or Subconsultant is a Non-Profit Organization or an g Institution of Higher Education, the Cost Principles for Title 2 CFR Part 200, Uniform 10 Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards 11 shall apply. 12 XIII. COVENANT AGAINST CONTINGENT FEES 13 The CONSULTANT warrants, by execution of the AGREEMENT, that the 14 CONSULTANT has not employed or retained any company or person, other than a bona 15 fide employee working for the CONSUL TANT, to solicit or secure the AGREEMENT; and 16 that CONSUL TANT has not paid or agreed to pay any company or person other than a 17 bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other 18 consideration, contingent upon or resulting from the award or formation of the 19 AGREEMENT. For breach or violation of this warranty, the COUNTY shall have the right 20 to annul the AGREEMENTwithout liability, and to pay only for the value of the work 21 actually performed by the CONSULTANT, or alternatively in the COUNTY'S discretion, to 22 deduct from the contract price or consideration, or otherwise recover the full amount of 23 such any such commission, percentage, brokerage fee, gift, contingent fee or similar form 24 of consideration previously paid by the CONSULTANT. 25 XIV. RETENTION OF RECORDS/AUDIT 26 For the purpose of determining compliance with Gov. Code§ 8546.7, the 27 CONSUL TANT, Subconsultants, and the COUNTY shall maintain all books, documents, 28 papers, accounting records, Independent CPA Audited Indirect Cost Rate workpapers, and COUNTY OF FRESN Fresno, California 11/19/20 17
1 other evidence pertaining to the performance of the AGREEMENT including, but not limited 2 to, the costs of administering the AGREEMENT. All parties, including the CONSULTANT's 3 Independent CPA, shall make such workpapers and materials available at their respective 4 offices at all reasonable times during the AGREEMENT period and for three (3) years from 5 the date of final payment under the AGREEMENT. The COUNTY, Caltrans Auditor, 6 FHWA, or any duly authorized representative of the Federal government having jurisdiction 7 under Federal laws or regulations (including the basis of Federal funding in whole or in 8 part) shall have access to any books, records, and documents of the CONSULTANT, g Subconsultants, and the CONSULTANT's Independent CPA, that are pertinent to the 10 AGREEMENT for audits, examinations, workpaper review, excerpts, and transactions, and 11 copies thereof shall be furnished if requested without limitation. 12 XV. AUDIT REVIEW PROCEDURES 13 A. Any dispute concerning a question of fact arising under an interim or post 14 audit of this AGREEMENT that is not disposed of by agreement between the parties, shall 15 be reviewed by the COUNTY'S Auditor/Controller/Treasurer/Tax-Collector. 16 B. Not later than thirty (30) calendar days after issuance of the final audit report, 17 the CONSUL TANT may request a review by the COUNTY'S 18 Auditor/Controller/Treasurer/Tax-Collector of unresolved audit issues. The request for 19 review will be submitted in writing. 20 C. Neither the pendency of a dispute nor its consideration by the COUNTY will 21 excuse the CONSULTANT from full and timely performance, in accordance with the terms 22 of the AGREEMENT. 23 D. The CONSULTANT and subconsultant agreements, including cost proposals 24 and indirect cost rates (ICR), are subject to audits or reviews such as, but not limited to, an 25 AGREEMENT Audit, an Incurred Cost Audit, an ICR Audit, or a certified public accountant 26 (CPA) ICR Audit Workpaper Review. If selected for audit or review, the AGREEMENT, cost 27 proposal and ICR and related workpapers, if applicable, will be reviewed to verify 28 compliance with 48 CFR, Part 31 and other related laws and regulations. In the instances COUNTY OF FRESN Fresno, California 11/19/20 18
1 of a CPA ICR Audit Workpaper Review, it is the CONSUL TANT's responsibility to ensure 2 federal, state, COUNTY, or local government officials are allowed full access to the CPA's 3 workpapers, including making copies as necessary. The AGREEMENT, cost proposal, and 4 ICR shall be adjusted by CONSULTANT and approved by the COUNTY'S CONTRACT 5 ADMINISTRATOR to conform to the audit or review recommendations. The CONSULTANT 6 agrees that individual terms of costs identified in the audit report shall be incorporated into 7 the AGREEMENT by this reference, if directed by the COUNTY in its sole discretion. 8 Refusal by the CONSULTANT to incorporate audit or review recommendations, or to 9 ensure that the federal, state, COUNTY, or local governments have access to CPA 10 workpapers, will be considered a breach of the AGREEMENT terms and cause for 11 termination of the AGREEMENT and disallowance of prior reimbursed costs. 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 COUNTY OF FRESN Fresno, California 11/19/20 E. CONSUL TANT's Cost Proposal may be subject to a CPA ICR Audit Work Paper Review and/or audit by the Independent Office of Audits and Investigations (IOAI). IOAI, at its sole discretion, may review and/or audit and approve the CPA ICR documentation. The Cost Proposal shall be adjusted by the CONSULTANT and approved by the COUNTY'S CONTRACT ADMINISTRATOR to conform to the ~ork Paper Review recommendations included in the management letter or audit recommendations included in the audit report. Refusal by the CONSUL TANT to incorporate the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report will be considered a breach of the AGREEMENT terms and cause for termination of this AGREEMENT and disallowance of prior reimbursed costs. 1. During IOAl's review of the ICR audit work papers created by the CONSUL TANT's independent CPA, IOAI will work with the CPA and/or CONSUL TANT toward a resolution of issues that arise during the review. Each party agrees to use its best efforts to resolve any audit disputes in a timely manner. If IOAI identifies significant issues during the review and is unable to issue a cognizant approval letter, the COUNTY will reimburse the CONSULTANT at an accepted ICR until a FAR (Federal Acquisition Regulation) compliant ICR {e.g. 48 CFR Part 31; GAGAS (Generally Accepted Auditing Standards); CAS (Cost Accounting Standards), if applicable; in accordance with 19
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 COUNTY OF FRESN Fresno, California 11/19/20 procedures and guidelines of the American Association of State Highways and Transportation Officials (AASHTO) Audit Guide; and other applicable procedures and guidelines} is received and approved by IOAI. Accepted rates will be as follows: a. If the proposed rate is less than one hundred fifty percent (150%) -the accepted rate reimbursed will be ninety percent (90%) of the proposed rate. b. If the proposed rate is between one hundred fifty percent ( 150%) and two hundred percent (200%) -the accepted rate will be eighty-five percent (85%) of the proposed rate. c. If the proposed rate is greater than two hundred percent (200%) -the accepted rate will be seventy-five percent (75%) of the proposed rate. 2. If IOAI is unable to issue a cognizant letter per paragraph E.1. above, IOAI may require CONSUL TANT to submit a revised independent CPA-audited ICR and audit report within three (3) months of the effective date of the management letter. IOAI will then have up to six (6) months to review the CONSULTANT's and/or the independent CPA's revisions. 3. If the CONSULTANT fails to comply with the provisions of this paragraph E, or if IOAI is still unable to issue a cognizant approval letter after the revised independent CPA audited ICR is submitted, overhead cost reimbursement will be limited to the accepted ICR that was established upon initial rejection of the ICR and set forth in paragraph E.1. above for all rendered services. In this event, this accepted ICR will become the actual and final ICR for reimbursement purposes under this AGREEMENT. 4. CONSUL TANT may submit to the COUNTY its final invoice only when all of the following items have occurred: (1) IOAI accepts or adjusts the original or revised independent CPA audited ICR; (2) all work under this AGREEMENT has been completed to the satisfaction of the COUNTY; and, (3) IOAI has issued its final ICR review letter. The CONSULTANT MUST SUBMIT ITS FINAL INVOICE TO THE COUNTY no later than sixty (60) calendar days after occurrence of the last of these items. The accepted ICR will apply to this AGREEMENT and all other agreements executed between the COUNTY and the CONSULTANT, either as a prime or subconsultant, with the same fiscal period ICR. 20
1 XVI. ERRORS OR OMISSIONS CLAIMS AND DISPUTES 2 3 A. Definitions: 1. A "Consultant" is a duly licensed Architect or Engineer, or other 4 provider of professional services, acting as a business entity (owner, partnership, 5 corporation, joint venture or other business association) in accordance with the terms of an 6 agreement with the COUNTY. 7 2. A "Claim" is a demand or assertion by one of the parties seeking, as a 8 matter of right, adjustment or interpretation of contract terms, payment of money, extension g of time, change orders, or other relief with respect to the terms of the AGREEMENT. The 10 term "Claim" also includes other disputes and matters in question between the COUNTY 11 and the CONSUL TANT arising out of or relating to the AGREEMENT. Claims must be 12 made by written notice. The provisions of Government Code section 901, et seq., shall 13 apply to every claim made to the COUNTY. The responsibility to substantiate claims shall 14 rest with the party making the claim. The term "Claim" also includes any allegation of an 15 error or omission by the CONSULTANT. 16 B. In the spirit of cooperation between the COUNTY and the CONSULTANT, the 17 following procedures are established in the event of any claim or dispute alleging a 18 negligent error, act, or omission, of the CONSULTANT. 19 1. Claims, disputes or other matters in question between the parties, 20 arising out of or relating to the AGREEMENT, shall not be subject to arbitration, but shall be 21 subject to the following procedures. 22 2. The COUNTY and the CONSULTANT shall meet and confer and 23 attempt to reach agreement on any dispute, including what damages have occurred, the 24 measure of damages and what proportion of damages, if any, shall be paid by either party. 25 The parties agree to consult and consider the use of mediation or other form of dispute 26 resolution prior to resorting to litigation. 27 3. If the COUNTY and the CONSULTANT cannot reach agreement under 28 Section B, Paragraph 2 of this Article XVI, the disputed issues may, upon concurrence by COUNTY OF FRESN Fresno, California 11/19/20 21
1 all parties, be submitted to a panel of three (3) for a recommended resolution. The 2 CONSULTANT and the COUNTY shall each select one (1) member of the panel, and the 3 third member shall be selected by the other two panel members. The discovery rights 4 provided by California Code of Civil Procedure for civil proceedings shall be available and 5 enforceable to resolve the disputed issues. Either party requesting this dispute resolution 6 process shall, when invoking the rights to this panel, give to the other party a notice 7 describing the claims, disputes and other matters in question. Prior to twenty (20) working 8 days before the initial meeting of the panel, both parties shall submit all documents such g party intends to rely upon to resolve such dispute. If it is determined by the panel that any 10 party has relied on such documentation but has failed to previously submit such 11 documentation on a timely basis to the other party, the other party shall be entitled to a 20-12 working-day continuance of such initial meeting of the panel. The decision by the panel is 13 not a condition precedent to arbitration, mediation or litigation. 14 4. Upon receipt of the panel's recommended resolution of the disputed 15 issue(s), the COUNTY and the CONSULTANT shall again meet and confer and attempt to 16 reach agreement. If the parties still are unable to reach agreement, each party shall have 17 recourse to all appropriate legal and equitable remedies. 18 C. The procedures to be followed in the resolution of claims and disputes may 19 be modified any time by mutual agreement of the parties hereto. 20 D. The CONSULTANT shall continue to perform its obligations under the 21 AGREEMENT pending resolution of any dispute, and the COUNTY shall continue to make 22 payments of all undisputed amounts due under the AGREEMENT. 23 E. When a claim by either party has been made alleging the CONSULTANT'S 24 negligent error, act, or omission, the COUNTY and the CONSULTANT shall meet and 25 confer within twenty-one (21) working days after the written notice of the claim has been 26 provided. 27 XVII. SUBCONTRACTING 28 COUNTY OF FRESN Fresno, California 11/19/20 A. The CONSULTANT shall perform the work contemplated with resources 22
1 available within its own organization and no portion of the work encompassed by this 2 AGREEMENT shall be subcontracted without written authorization by the COUNTY'S 3 CONTRACT ADMINISTRATOR, excepting only those portions of the work and the 4 responsible subconsultants that are expressly identified in Exhibit B hereto. 5 B. Nothing contained in this AGREEMENT or otherwise, shall create any 6 contractual relationship between the COUNTY and any Subconsultants, and no 7 subcontract between the CONSULTANT and any Subconsultant shall relieve the 8 CONSULTANT of any of its responsibilities and obligations hereunder. The CONSULTANT g agrees to be as fully responsible to the COUNTY for the acts and omissions of its 10 Subconsultants and of persons either directly or indirectly employed by any of its 11 Subconsultants, as it is for the acts and omissions of persons directly em ployed by the 12 CONSUL TANT. The CONSUL TANT's obligation to pay its Subconsultants is an 13 independent obligation from the COUNTY's obligation to make payments to the 14 CONSULTANT. 15 C. Any subcontract in excess of $25,000 entered into by CONSULTANT, 16 pertaining to work to be performed under the AGREEMENT, shall contain all the provisions 17 stipulated in this AGREEMENT to be applicable to subconsultants. 18 D. Any substitution of subconsultants must be approved in writing by the 19 COUNTY'S CONTRACT ADMINISTRATOR in advance of assigning work to a substitute 20 subconsultant. 21 XVIII. EQUIPMENT PURCHASE 22 A. Prior authorization in writing by the COUNTY'S CONTRACT 23 ADMINISTRATOR shall be required before the CONSULTANT enters into any unbudgeted 24 purchase order, or subcontract exceeding $5,000 for supplies, equipment, or services. The 25 CONSUL TANT shall provide an evaluation of the necessity or desirability of incurring such 26 costs. 27 B. Prior authorization by the COUNTY'S CONTRACT ADMINISTRATOR shall 28 be required for purchase of any item, service or consulting work in excess of $5,000 that is COUNTY OF FRESN Fresno, California 11/19120 23
1 not covered in the CONSULTANT'S Cost Proposal; and the CONSULTANT'S request must 2 be accompanied by at least three competitive quotations, unless the absence of bidding is 3 adequately justified, to the satisfaction of the COUNTY'S CONTRACT ADMINISTRATOR 4 in his or her discretion, by written explanation provided by the CONSULTANT with its 5 submittal. 6 C. Any authorized purchase of equipment as a result of the AGREEMENT is 7 subject to the following: 8 1. The CONSULTANT shall maintain an inventory of all nonexpendable g property. Nonexpendable property is defined as having a useful life of at least two years 1 o and an acquisition cost of $5,000 or more. If the purchased equipment needs replacement 11 and is sold or traded in, the COUNTY shall receive a proper refund or credit at the 12 conclusion of the contract, or if the contract is terminated, the CONSUL TANT may either 13 keep the equipment and credit the COUNTY in an amount equal to its fair market value, or 14 sell such equipment at the best price obtainable at a public or private sale, in accordance 15 with established COUNTY procedures; and credit the COUNTY in an amount equal to the 16 sales price. If the CONSULTANT elects to keep the equipment, fair market value shall be 17 determined at the CONSULTANT'S expense, based on a competent independent appraisal 18 of such equipment. Appraisals shall be obtained from an appraiser mutually agreeable to 19 by the COUNTY and the CONSULTANT, if it is determined to sell the equipment, the terms 20 and conditions of such sale must be approved in advance by the COUNTY. 21 2. Federal regulations (2 CFR Part 200) require a credit to Federal funds 22 when participating equipment with a fair market value greater than $5,000 is credited to the 23 PROJECT. 24 XIX. INSPECTION OF WORK 25 The CONSULTANT and any Subconsultant shall permit the COUNTY, the state, 26 and/or the FHWA to review and inspect the PROJECT activities and files at all reasonable 27 times during the performance period of the AGREEMENT including review and inspection 28 on a daily basis. COUNTY OF FRESN Fresno, California 11/19/20 24
1 XX.SAFETY 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 COUNTY OF FRESN Fresno, California 11/19/20 A. The CONSULTANT shall comply with Occupational Safety and Health Administration (OSHA) regulations applicable to CONSULTANT regarding necessary safety equipment or procedures. CONSULTANT shall comply with safety instructions issued by COUNTY Safety Officer and other COUNTY representatives. The CONSULTANT personnel shall wear hard hats and safety vests at all times while working on the construction project site. B. Pursuant to the authority contained in Vehicle Code 591, the COUNTY has determined that such areas are within the limits of the project and are open to public traffic. CONSULTANT shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14 and 15 of the Vehicle Code. The CONSULTANT shall take all reasonably necessary precautions for safe operation of its vehicles and the protection of the traveling public from injury and damage from such vehicles. XXI. INSURANCE A. Without limiting the COUNTY'S right to obtain indemnification from the CONSUL TANT or any third parties, the CONSUL TANT, at its sole expense, shall maintain in full force and effect, the following insurance policies prior to commencement of any work for the COUNTY and, thereafter, throughout the entire term of the AGREEMENT (with the exception of Professional Liability Insurance, which the CONSULTANT shall maintain in full force and effect for the additional period of time required by Paragraph 4 of this Article XXI, Section A). 1. Commercial General Liability Insurance with limits not less than One Million Dollars ($1,000,000) per occurrence and an annual aggregate of not less than Two Million Dollars ($2,000,000). This policy shall be issued on a per occurrence basis. The COUNTY may require specific coverages including completed operations, products liability, contractual liability, Explosion-Collapse-Underground, fire legal liability or any other liability insurance deemed necessary because of the nature of the AGREEMENT. 2. Comprehensive Automobile Liability Insurance with limits for bodily 25
1 injury of Two Hundred Fifty Thousand Dollars ($250,000) per person, Five Hundred 2 Thousand Dollars {$500,000) per accident and for property damages of Fifty Thousand 3 Dollars {$50,000), or such coverage with a combined single limit of Five Hundred Thousand 4 Dollars ($500,000). Coverage should include owned and non-owned vehicles used in 5 connection with the AGREEMENT. 6 3. Worker's Compensation insurance policy as required by the California 7 Labor Code. 8 4. Professional Liability Insurance: 9 a. If the CONSULTANT employs licensed professional staff in 10 providing services, Professional Liability Insurance with limits of One Million Dollars 11 {$1,000,000) per claim, Three Mill ion Dollars {$3,000,000) annual aggregate. 12 b. The Professional Liability Insurance shall be kept in full force 13 and effect for a period of three (3) years from the date of substantial completion of the 14 CONSULTANT'S work as determined by the COUNTY. 15 C. The CONSULTANT shall obtain endorsements to the 16 Commercial General Liability insurance naming the COUNTY, its officers, agents, and 17 employees, individually and collectively, as additional insured, but only insofar as the 18 operations under the AGREEMENT are concerned. Such coverage for additional insured 19 shall apply as primary insurance and any other insurance, or self-insurance, maintained by 20 the COUNTY, its officers, agents and employees shall be excess only and not contributing 21 with insurance provided under the CONSULTANT'S policies herein. The CONSULTANT 22 shall give the COUNTY at least thirty (30) days advance written notice of any cancellation, 23 expiration, reduction or other material change in coverage with respect to any of the 24 aforesaid policies. 25 d. Prior to commencing any such work under the AGREEMENT, 26 the CONSULTANT shall provide to the COUNTY certificates of insurance and 21 endorsements for all of the required policies as specified above, stating that all such 28 insurance coverage has been obtained and is in full force; that the COUNTY, its officers, COUNTY OF FRESN Fresno, California 11/19/20 26
1 agents and employees will not be responsible for any premiums on the policies; that such 2 Commercial General Liability insurance names the COUNTY, its officers, agents and 3 employees, individually and collectively, as additional insured, but only insofar as the 4 operations under the AGREEMENT are concerned; that such coverage for additional 5 insured shall apply as primary insurance and any other insurance, or self-insurance, 6 maintained by the COUNTY, its officers, agents and employees, shall be excess only and 7 not contributing with insurance provided under the CONSULTANT'S policies herein; and 8 that this insurance shall not be cancelled or changed without a minimum of thirty (30) days g advance, written notice given to the COUNTY. All certificates shall clearly indicate the 10 COUNTY'S identifying Contract Number for this AGREEMENT, and the certificates shall be 11 sent to the attention of the COUNTY'S CONTRACT ADMINISTRATOR. 12 e. In the event the CONSUL TANT fails to keep in effect at all times 13 insurance coverage as herein provided, the COUNTY may, in addition to other remedies it 14 may have, suspend or terminate this AGREEMENT upon the occurrence of such event. 15 f. All policies shall be issued by admitted insurers licensed to do 16 business in the State of California, and all such insurance shall be purchased from 17 companies possessing a current A.M. Best, Inc. rating of A and FSC VII or better. 18 XXII. HOLD HARMLESS 19 A. The CONSULTANT shall defend, hold harmless and indemnify the COUNTY, its 20 officers, agents, and employees, against the payment of any and all costs and expenses 21 (including reasonable attorney fees and court costs), damages, claims, suits, losses, and 22 liability for bodily and personal injury to or death of any person or for loss of any property to 23 the extent resulting from or arising out of any negligent or wrongful acts, errors or 24 omissions of the CONSULTANT, its officers, agents, and employees, in performing or 25 failing to perform any work, services, or functions under the AGREEMENT. 26 B. The COUNTY and the CONSUL TANT hereby declare their mutual intent to 27 cooperate in the defense of any claim, suit, or other action alleging liability, arising from the 28 negligent performance or failure to perform of any construction contractor or subcontractor COUNTY OF FRESN Fresno, California 11/19/20 27
1 involved in the construction of the COUNTY'S PROJECT(S). Such cooperation may 2 include an agreement to prepare and present a cooperative defense after consultation with 3 the CONSULTANT'S professional liability insurance carrier. 4 XXIII. OWNERSHIP OF DATA 5 A. All documents, including preliminary documents, calculations, and survey 6 data, required in performing services under the AGREEMENT shall be submitted to, and 7 shall remain at all times the property of the COUNTY regardless of whether they are in the 8 possession of the CONSULTANT or any other person, firm, corporation or agency. 9 B. The CONSUL TANT understands and agrees the COUNTY shall retain full 1 o ownership rights of the drawings and work product of the CONSUL TANT for the PROJECT 11 to the fullest extent permitted by law. In this regard, the CONSUL TANT acknowledges and 12 agrees the CONSULTANT'S services are on behalf of the COUNTY and are "works made 13 for hire," as that term is defined in copyright law, by the COUNTY; that the drawings and 14 work product to be prepared by the CONSULTANT are for the sole and exclusive use of 15 the COUNTY, and that the COUNTY shall be the sole owner of all patents, copyrights, 16 trademarks, trade secrets and other rights and contractual interests in connection therewith 17 which are developed and compensated solely under the AGREEMENT; that all the rights, 18 title and interest in and to the drawings and work product will be transferred to the 19 COUNTY by the CONSULTANT to the extent the CONSULTANT has an interest in and 20 authority to convey such rights; and the CONSUL TANT will assist the COUNTY to obtain 21 and enforce patents, copyrights, trademarks, trade secrets, and other rights and contractual 22 interests relating to said drawings and work product, free and clear of any claim by the 23 CONSUL TANT or anyone claiming any right through the CONSUL TANT. The 24 CONSULTANT further acknowledges and agrees the COUNTY'S ownership rights in such 25 drawings or work product, shall apply regardless of whether such drawings or work product, 26 or any copies thereof, are in possession of the CONSULTANT, or any other person, firm, 27 corporation, or entity. For purposes of this AGREEMENT the terms "drawings and work 28 product" shall mean all reports and study findings commissioned to develop the PROJECT COUNTY OF FRESN Fresno, California 11/19/20 28
1 design, drawings and schematic or preliminary design documents, certified reproducibles o 2 the original final construction contract drawings, specifications, the approved estimate, 3 record drawings, as-built plans, and discoveries, developments, designs, improvement, 4 inventions, formulas, processes, techniques, or specific know-how and data generated or 5 conceived or reduced to practice or learning by the CONSULTANT, either alone or jointly 6 with others, that result from the tasks assigned to the CONSULTANT by the COUNTY 7 under the AGREEMENT. 8 C. If the AGREEMENT is terminated during or at the completion of any phase of 9 the PROJECT under Article Ill, a reproducible copy of report(s) or preliminary documents 10 shall be submitted by the CONSUL TANT to the COUNTY, which may use them to 11 complete the PROJECT(S) at a future time. 12 D. If the PROJECT is terminated at the completion of a construction document 13 phase of the PROJECT, certified reproducibles on 4 mil thick double matte film of the 14 original final construction contract drawings, specifications, and approved engineer's 15 estimate shall be submitted by the CONSUL TANT to the COUNTY. 16 E. Documents, including drawings and specifications, prepared by the 17 CONSULTANT pursuant to the AGREEMENT are intended to be suitable for reuse by the 18 COUNTY or others on extensions of the services provided for the PROJECT. Any use of 19 completed documents for projects other than the PROJECT(S) and/or any use of 20 uncompleted documents will be at the COUNTY'S sole risk and without liability or legal 21 exposure to the CONSUL TANT. 22 The electronic files provided by the CONSULTANT to the COUNTY are submitted 23 for an acceptance period lasting until the expiration of the AGREEMENT (i.e., throughout 24 the duration of the contract term, including any extensions). Any defects the COUNTY 25 discovers during such acceptance period will be reported to the CONSUL TANT and will be 26 corrected as part of the CONSULTANT'S "Basic Scope of Work." 27 F. The CONSULTANT shall not be liable for claims, liabilities or losses arising 28 out of, or connected with (1) the modification or misuse by the COUNTY or anyone COUNTY OF FRESN Fresno, California 11/19/20 29
1 authorized by the COUNTY, of such CAD data, or (2) decline of accuracy or readability of 2 CAD data due to inappropriate storage conditions or duration; or (3) any use by the 3 COUNTY, or anyone authorized by the COUNTY, of such CAD data or other PROJECT 4 documentation for additions to the PROJECT for the completion of the PROJECT by 5 others, or for other projects; except to the extent that said use may be expressly 6 authorized, in writing, by the CONSUL TANT. 7 G. The COUNTY, in the discretion of its Board of Supervisors, may permit the 8 copyrighting of reports or other products of the AGREEMENT; and provided further, that if g copyrights are permitted; the CONSULTANT hereby agrees and this AGREEMENT shall 10 be deemed to provide that the Federal Highway Administration shall have the royalty-free 11 nonexclusive and irrevocable right to reproduce, publish, or otherwise use, and to authorize 12 others to use, the work for government purposes. 13 XXIV. CLAIMS FILED BY COUNTY'S CONSTRUCTION CONTRACTOR 14 A. If claims are filed by the COUNTY'S CONTRACTOR relating to work 15 performed by the CONSULTANT'S personnel, and additional information or assistance 16 from the CONSULTANT'S personnel is required in order to evaluate or defend against such 17 claims, then the CONSULTANT hereby agrees in such event to make its personnel 18 available for consultation with the COUNTY'S construction contract administration and legal 19 staff and fortestimony, if necessary, at depositions and at trial or arbitration proceedings. 20 8. The CONSULTANT'S personnel that the COUNTY considers essential to 21 assist in defending against the CONTRACTOR claims will be made available on 22 reasonable notice from the DIRECTOR. Services of the CONSULTANT'S personnel in 23 connection with consultation or testimony for this purpose will be performed pursuant to a 24 written contract amendment, if determined by the parties to be necessary or appropriate. 25 XXV. CONFIDENTIALITY OF DATA 26 A. All financial, statistical, personal, technical, or other data and information 27 relative to the COUNTY'S operations, which are designated confidential by the COUNTY 28 and made available to the CONSULTANT in order to carry out the AGREEMENT, shall be COUNTY OF FRESN Fresno, California 11/19/20 30
1 protected by the CONSULTANT from unauthorized use and disclosure. 2 B. Permission to disclose information on one occasion, or public hearing held by 3 the COUNTY relating to the AGREEMENT, shall not authorize the CONSUL TANT to 4 further disclose such information, or disseminate the same on any other occasion. 5 C. The CONSUL TANT shall not comment publicly to the press or any other 6 media regarding the AGREEMENT or the COUNTY'S actions on the same, exceptto the 7 COUNTY'S staff, the CONSULTANT'S own personnel involved in the performance of the s AGREEMENT, at public hearings or in response to questions from a Legislative committee. 9 D. The CONSULTANT shall not issue any news release or public relations item 10 of any nature, whatsoever, regarding work performed or to be performed under the 11 AGREEMENT without prior review of the contents thereof by the COUNTY, and receipt of 12 the COUNTY'S written permission. 13 E. All information related to the construction estimate is confidential and shall no 14 be disclosed by the CONSUL TANT to any entity other than the COUNTY. 15 XXVI. NATIONAL LABOR RELATIONS BOARD CERTIFICATION 16 In accordance with Public Contract Code Section 10296, the CONSULTANT hereby 17 states under penalty of perjury that no more than one final unappealable finding of 18 contempt of court by a federal court has been issued against the CONSULTANT within the 19 immediately preceding two-year period, because of the CONSULTANT'S failure to comply 20 with an order of a federal court that orders the CONSUL TANT to comply with an order of 21 the National Labor Relations Board. 22 XXVII. EVALUATION OF CONSULTANT 23 The CONSULTANT'S performance will be evaluated by the COUNTY using the form 24 attached as Exhibit F. A copy of the evaluation will be sent to the CONSULTANT for 25 comments. The evaluation together with the comments shall be retained as part of the 26 AGREEMENT record. 27 XXVIII. STATEMENT OF COMPLIANCE: NON-DISCRIMINATION 28 COUNTY OF FRESN Fresno, California 11/19/20 A. The CONSULTANT'S signature affixed herein, and dated, shall constitute a 31
1 certification under penalty of perjury under the laws of the State of California that the 2 CONSULTANT has, unless exempt, complied with the nondiscrimination program 3 requirements of Government Code Section 12990 and Title 2, California 4 Administrative Code, Section 8103. 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 COUNTY OF FRESN Fresno, California 11/19/20 B. During the performance of this AGREEMENT, CONSULTANT and its subconsultants shall not deny the AGREEMENT's benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. CONSUL TANT and subconsultants shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. C. CONSUL TANT and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (California Government Code Section12990 et seq.), the applicable regulations promulgated there under (2 CCR Section11000 et seq.), the provisions of California Government Code Sections 11135-11139.5, and the regulations or standards adopted by the COUNTY to implement such article. The applicable regulations o the Fair Employment and Housing Commission implementing California Government Code Section 12990 (a-f), set forth 2 CCR Sections 8100-8504, are incorporated into this AGREEMENT by reference and made a part hereof as though fully set forth herein. D. CONSULTANT shall permit access by representatives of the Department of Fair Employment and Housing and the COUNTY upon reasonable notice at any time during the normal business hours, but in no case less than twenty-four (24) hours' notice, to such of its books, records, accounts, and all other sources of information and its facilities as said 32
1 Department or the COUNTY shall require to ascertain compliance with this clause. 2 E. CONSULTANT and its Subconsultants shall give written notice of their 3 obligations under this clause to labor organizations with which they have a collective 4 bargaining or other Agreement. 5 F. CONSULTANT shall include the nondiscrimination and compliance provisions 6 of this clause in all subcontracts to perform work under this AGREEMENT. 7 G. The CONSULTANT, with regard to the work performed under this 8 AGREEMENT, shall act in accordance with Title VI of the Civil Rights Act of 1964 (42 g U.S.C. Section 2000d et seq.). Title VI provides that the recipients of federal assistance will 10 implement and maintain a policy of nondiscrimination in which no person in the United 11 States shall, on the basis of race, color, national origin, religion, sex, age, disability, be 12 excluded from participation in, denied the benefits of or subject to discrimination under any 13 program or activity by the recipients of federal assistance or their assignees and 14 successors in interest. 15 H. The CONSULTANT shall comply with regulations relative to non-16 discrimination in federally assisted programs of the U.S. Department of Transportation (49 17 CFR Part 21 -Effectuation of Title VI of the Civil Rights Act of 1964). Specifically, the 18 CONSULTANT shall not participate either directly or indirectly in the discrimination 19 prohibited by 49 CFR Section 21.5, including employment practices and the selection and 20 retention of Subconsultants. 21 I. The CONSULTANT and subconsultants shall include the nondiscrimination 22 and compliance provisions of this clause in all subcontracts to perform work under the 23 AGREEMENT. 24 J. The CONSULTANT, subconsultant or subrecipient will never exclude any 25 person from participation in, deny any person the benefits of, or otherwise discriminate 26 against anyone in connection with the award and performance of any contract covered by 27 49 CFR 26 on the bases of race, color, sex, or national origin. In administering the 28 COUNTY components of the DBE Program Plan, CONSUL TANT, subconsultant or COUNTY OF FRESN Fresno, California 11/19/20 33
1 subrecipient will not, directly, or through contractual or other arrangements, use criteria or 2 methods of administration that have the effect of defeating or substantially impairing 3 accomplishment of the objectives of the DBE Program Plan with respect to individuals of a 4 particular race, color, sex or national origin. 5 XXIX. DEBARMENT AND SUSPENSION CERTIFICATION 6 A. The CONSULTANT'S signature affixed herein, shall constitute a certification 7 under penalty of perjury under the laws of the State of California, that the CONSULTANT 8 has complied with Title 49, Code of Federal Regulations, Part 29, Debarment and g Suspension Certificate, which certifies that he/she or any person associated therewith in 10 the capacity of owner, partner, director, officer, or manager, is not currently under 11 suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal 12 agency; has not been suspended, debarred, voluntarily excluded, or determined ineligible 13 by any federal agency within the past three (3) years; does not have a proposed debarment 14 pending; and has not been indicted, convicted, or had a civil judgment rendered against it 15 by a court of competent jurisdiction in any matter involving fraud or official misconduct 16 within the past three (3) years. Any exceptions to this certification must be disclosed to the 17 COUNTY on Exhibit G. 18 B. Exceptions will not necessarily result in denial of recommendation for award 19 but will be considered in determining CONSULTANT responsibility. Disclosures must 20 indicate to whom exceptions apply, initiating agency, and dates of action. 21 C. Exceptions to the Federal Government Excluded Parties Listing ,system 22 maintained by the General Services Administration are to be determined by the Federal 23 Highway Administration. 24 XXX. COMPLIANCE WITH LAWS AND STATE PREVAILING WAGE RATES 25 A. The CONSULTANT shall comply with the State of California's General 26 Prevailing Wage Rate requirements in accordance with California Labor Code, Section 27 1770, and all Federal, State, and local laws and ordinances applicable to the work. 28 COUNTY OF FRESN Fresno, California 11/19/20 B. Any subcontract entered into as a result of this contract if for more than 34
1 $25,000 for public works construction or more than $15,000 for the alteration, demolition, 2 repair, or maintenance of public works, shall contain all of the provisions of this Article. 3 XXXI. CONFLICT OF INTEREST 4 A. The CONSULTANT shall comply with the provisions of the COUNTY 5 Department of Public Works and Planning Conflict of Interest Code, attached hereto as 6 Exhibit Hand incorporated herein. Such compliance shall include the filing of annual 7 statements pursuant to the regulations of the State Fair Political Practices Commission 8 including, but not limited to, portions of Form 700. 9 B. The CONSULTANT shall disclose any financial, business, or other 10 relationship with the COUNTY that may have an impact upon the outcome of this 11 AGREEMENT, or any ensuing COUNTY construction project. The CONSUL TANT shall 12 also list current clients who may have a financial interest in the outcome of this 13 AGREEMENT, or any ensuing COUNTY construction project, which will follow. 14 C. The CONSULTANT hereby certifies that it does not now have, nor shall it 15 acquire any financial or business interest that would conflict with the performance of 16 services under this AGREEMENT. 17 D. The CONSULTANT hereby certifies that neither the CONSULTANT, nor any 18 firm affiliated with the CONSUL TANT will bid on any construction contract, or on any 19 contract to provide construction inspection for any construction the PROJECT resulting 20 from the AGREEMENT; provided, however, that this shall not be construed as disallowing 21 the CONSULTANT or affiliated firm from performing, pursuant to the AGREEMENT or othe 22 agreement with the COUNTY, construction inspection services on behalf of the COUNTY 23 for the PROJECT. An affiliated firm is one, which is subject to the control of the same 24 persons through joint ownership, or otherwise. 25 E. Except for subconsultants or subcontractors whose services are limited to 26 providing surveying or materials testing information, no subcontractor who has provided 27 design services in connection with this AGREEMENT shall be eligible to bid on any 28 construction contract, or on any contract to provide construction inspection for any COUNTY OF FRESN Fresno, California 11/19/20 35
1 construction project resulting from this AGREEMENT; provided, however, that this shall not 2 be construed as disallowing subcontractors who have provided design services for the 3 PROJECT from performing, pursuant to this AGREEMENT or other agreement with the 4 COUNTY, construction inspection services on behalf of the COUNTY for the PROJECT. I 5 XXXII. REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION 6 The CONSULTANT warrants that this AGREEMENTwas not obtained or secured 7 through rebates, kickbacks or other unlawful consideration, either promised or paid to any 8 COUNTY employee. For breach or violation of this warranty, the COUNTY shall have the g right, in its discretion, to do any of the following: terminate the AGREEMENT without 10 liability; or to pay only for the value of the work actually performed; or to deduct from the 11 AG REEM ENT price, or otherwise recover the full amount of such rebate, kickback or other 12 unlawful consideration. 13 XXXIII. PROHIBITION OF EXPENDING COUNTY, STATE OR FEDERAL FUNDS FOR 14 LOBBYING 15 A. The CONSULTANT shall sign the lobbying forms, attached hereto and 16 incorporated herein as Exhibit I, as required by the instructions found on each form. 17 18 that: 19 B. The CONSULTANT certifies to the best of his or her knowledge and belief 1. No state, federal or COUNTY appropriated funds have been paid, or 20 will be paid by or on behalf of the CONSULTANT to any person for influencing or 21 attempting to influence an officer or employee of any state or federal agency; a Member of 22 the State Legislature or United States Congress; an officer or employee of the Legislature 23 or Congress; or any employee of a Member of the Legislature or Congress, in connection 24 with any of the following: 25 26 27 28 COUNTY OF FRESN Fresno, California 11/19/20 a. b. C. d. the awarding of any state or federal contract; the making of any state or federal grant; the making of any state or federal loan; the entering into of any cooperative agreement, or 36
1 e. the extension, continuation, renewal, amendment, or 2 modification of any state or federal contract, grant, loan, or cooperative agreement. 3 2. If any funds other than federally appropriated funds have been paid, or 4 will be paid to any person for influencing or attempting to influence an officer or employee 5 of any federal agency; a Member of Congress; an officer or employee of Congress, or an 6 employee of a Member of Congress; in connection with this federal contract, grant, loan, or 7 cooperative agreement, then the CONSULTANT shall complete and submit Standard 8 Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. 9 C. The certification required by the provisions of this Article is a material 1 o representation of fact upon which reliance was placed when this transaction was made or 11 entered into. Submission of this certification is a prerequisite for making or entering into this 12 transaction imposed by Title 31, U.S. Code Section 1352. Any person who fails to file the 13 required certification shall be subject to a civil penalty of not less than $10,000 and not 14 more than $100,000 for each such failure. 15 D. The CONSUL TANT also agrees by signing this document that he or she shall 16 require that the language of this certification be included in all lower-tier subcontracts, 17 which exceed $100,000, and that all such sub-recipients shall certify and disclose 18 accordingly. 19 XXXIV. INDEPENDENT CONTRACTOR 20 A. In performance of the work, duties and obligations assumed by the 21 CONSULTANT under the AGREEMENT, it is mutually understood and agreed that the 22 CONSULTANT, including any and all of the CONSULTANT'S officers, agents, and employee 23 will at all times be acting and performing as an independent contractor, and shall act in an 24 independent capacity and not as an officer, agent, servant, employee, joint venturer, partner, 25 or associate of the COUNTY. Furthermore, the COUNTY shall have no right to control or 26 supervise or direct the manner or method by which the CONSUL TANT shall perform its work 27 and function. However, the COUNTY shall retain the right to administer the AGREEMENT so 28 as to verify that the CONSULTANT is performing its obligations in accordance with the terms COUNTY OF FRESN Fresno, California 11/19/20 37
1 and conditions thereof. 2 B. The CONSULTANT and the COUNTY shall comply with all applicable 3 provisions of law and the rules and regulations, if any, of governmental authorities having 4 jurisdiction over matters the subject thereof. 5 C. Because of its status as an independent contractor, the CONSULTANT shall 6 have absolutely no right to employment rights and benefits available to COUNTY employees. 7 The CONSULTANT shall be solely liable and responsible for providing to, or on behalf of, its 8 employees all legally-required employee benefits. In addition, the CONSULTANT shall be g solely responsible and save the COUNTY harmless from all matters relating to payment of the 10 CONSULTANT'S employees, including compliance with Social Security withholding and all 11 other regulations governing such matters. It is acknowledged that during the term of this 12 AGREEMENT, the CONSULTANT may be providing services to others unrelated to the 13 COUNTY orto this AGREEMENT. 14 XXXV. DISCLOSURE OF SELF-DEALING TRANSACTIONS 15 This provision is only applicable if the CONSULTANT is operating as a corporation 16 (a for-profit or non-profit corporation) or if during the term of the AGREEMENT, the 17 CONSULANT changes its status to operate as a corporation. Members of the 18 CONSULTANT'S Board of Directors shall disclose any self-dealing transactions that they 19 are a party to while the CONSULTANT is providing goods or performing services under the 20 AGREEMENT. A self-dealing transaction shall mean a transaction to which the 21 CONSULTANT is a party and in which one or more of its directors has a material financial 22 interest. Members of the Board of Directors shall disclose any self-dealing transactions to 23 which they are a party, by completing and signing a Self-Dealing Transaction Disclosure 24 Form, attached hereto and incorporated as Exhibit J and submitting it to the COUNTY prior 25 to commencing with the self-dealing transaction or immediately thereafter. 26 XX.XVI. NOTIFICATION 27 All notices hereunder and communications regarding interpretation of the terms of 28 the AGREEMENT and changes thereto, shall be effected by the mailing thereof by COUNTY OF FRESN Fresno, California 11/19/20 38
1 registered or certified mail, return receipt requested, postage prepaid, and addressed to the 2 COUNTY'S CONTRACT ADMINISTRATOR and the CONSULTANT'S Project Manager 3 identified on Pages 1 and 2 of this AGREEMENT. 4 XXXVII. NON-ASSIGNMENT 5 Neither party shall assign, transfer or sub-contract the AGREEMENT or any of its 6 respective rights or duties hereunder, without the prior written consent of the other party. 7 XXXVIII. CONSULTANT'S LEGAL AUTHORITY 8 Each individual executing or attesting the AGREEMENT on behalf of the 9 CONSULTANT hereby covenants, warrants, and represents: (i) that he or she is duly 10 authorized by or in accordance with the CONSULTANT'S corporate by-laws to execute or 11 attest and deliver the AGREEMENT on behalf of the CONSULTANT; and (ii) that the 12 AGREEMENT, once he or she has executed it, is and shall be binding upon such 13 corporation. 14 XXXIX. BINDING UPON SUCCESSORS 15 The AG REEM ENT shall be binding upon and inure to the benefit of the parties and 16 their respective successors in interest, assigns, legal representatives, and heirs. 17 XL. INCONSISTENCIES 18 In the event of any inconsistency in interpreting the documents which constitute the 19 AGREEMENT, the inconsistency shall be resolved by giving precedence in the following 20 order of priority: (1) the text of the AGREEMENT (excluding Appendices); (2) Appendices 21 to the AGREEMENT. 22 XU. SEVERABILITY 23 Should any part of the AGREEMENT be determined to be invalid or unenforceable, 24 then the AGREEMENT shall be construed as not containing such provision, and all other 25 provisions which are otherwise lawful shall remain in full force and effect, and to this end 26 the provisions of the AGREEMENT are hereby declared to be severable. 27 XLII. TITLE VI, APPENDIX E 28 The CONSULTANT shall abide by Appendix E of Title IX Assurances, attached as COUNTY OF FRESN Fresno, California 11/19/20 39
1 Exhibit K to this AGREEMENT. 2 XLIII. FINAL AGREEMENT 3 Both of the above-named parties to the AGREEMENT hereby expressly agree that 4 the AGREEMENT constitutes the entire agreement which is made and concluded in 5 duplicate between the two parties with respect to the subject matter hereof and supersedes 6 all previous negotiations, proposals, commitments, writing, advertisements, publications, 7 and understandings of any nature whatsoever unless expressly included in this 8 AGREEMENT. In consideration of promises, covenants and conditions contained in the g AGREEMENT, the CONSUL TANT and the COUNTY, and each of them, do hereby agree 10 to diligently perform in accordance with the terms and conditions of the AGREEMENT, as 11 evidenced by the signatures below. 12 \\\ 13 \\\ 14 \\\ 15 \\\ 16 \\\ 17 \\\ 18 \\\ 19 \\\ 20 \\\ 21 \\\ 22 \\\ 23 \\\ 24 \\\ 25 \\\ 26 \\\ 27 \\\ 28 COUNTY OF FRESN Fresno, California 11/19/20 40
EXHIBIT A Fresno County projects will in most cases be staffed by personnel working out of the Oakhurst Office, as listed below. All maps required for individual projects would be prepared by our cartographer working out of the San Jose Office, but under the direction of personnel working out of the Oakhurst Office. Some Fresno County projects may require specialists working out of the San Jose or Truckee office. For example, projects in western Fresno County may result in impacts to San Joaquin kit fox, various state and federally listed small mammals, and one or more special status reptiles. Accordingly, biologists with focused experience in working with these species have been listed below that are not based in Oakhurst. These biologists may occasionally be called upon to render specialized services for some projects. • Austin Pearson, Director of Ecological Services/Staff Ecologist, Oakhurst Office • Jeff Gurule, Senior Project Manager/Staff Ecologist, Oakhurst Office • Wendy Fisher, Senior Project Manager/Plant Ecologist, Arborist, Oakhurst Office • Geoff Cline, Senior Project Manager/Staff Ecologist, Truckee Office • Rebekah Jensen, Senior Project Manager/Staff Ecologist, Oakhurst Office • Robert Shields, Assistant Project Manager/Staff Ecologist, San Jose Office • Tara Johnson-Kelly, Staff Ecologist, San Jose Office • Tom Haney, Director of Cartography/GIS, San Jose Office Resumes for key staff, and principals, follow:
EXHIBIT A DAVID J. HARTESVELDT Principal, Senior Botanist and Wetland Scientist, Oakhurst Office EDUCATION • Graduate Studies. Botany, San Jose State University, San Jose, CA. 1972 to 1976 • B.A. History, San Jose State University, San Jose, CA. 1969 AREA OF EXPERTISE General botany, flora, wetlands and wildlife issues of California, threatened and endangered species, environmental regulations (CEQA, NEPA, CESA, Clean Water Act, Fish and Game Code) PROFESSIONAL EXPERIENCE • Live Oak Associates, Inc. (formerly Hartesveldt Ecological), Oakhurst, CA. Co-Owner, President, Senior Botanist and Wetland Scientist. 1995 to Present. • Consulting Biologist 1985 to present. • Crater Lake National Park, OR. Park Ranger. Summer Season, 1979 and 1980. • Illinois Valley High School, Cave Junction, OR. High School Teacher. 1978 to 1986. PROFESSIONAL TRAINING • Wetland Delineation Refresher, Wetland Training Institute. 1/95 • Jurisdictional Delineation of Wetlands in the San Francisco Bay Region, American Fisheries Society. 5/88 MEMBERSHIPS IN PROFESSIONAL ORGANIZATIONS Society of Wetland Scientists, Association of Environmental Professionals (AEP) QUALIFICATIONS Mr. Hartesveldt is an experienced botanist and wetlands ecologist who has been studying the flora of California for much of his adult life. Although his particular interest is the flora of California, he has studied regional floras in Oregon and Minnesota, states in which he worked as a seasonal ranger for the National Park Service. He has provided consulting services to a variety of clients including local agencies, planning firms, attorneys, and developers. His areas of expertise include the following: • Delineation of Jurisdictional Waters. Mr. Hartesveldt has completed specialized training in wetland delineation methodologies and during the past fifteen years he has completed numerous detailed wetland delineations. He has conducted studies in tidal marshes, diked salt marshes, freshwater marshes, ruderal seasonal wetlands, alkali wetlands, vernal pools, and montane meadows. • Wetland Permit Assistance. Mr. Hartesveldt has assisted clients in securing U.S. Army Corps of Engineers, California Regional Water Quality Control Board, and California Department of Fish and Wildlife permits for filling wetlands and other jurisdictional waters. These permits frequently are conditional upon the preparation and implementation of mitigation plans that enhance existing wetland values or provide replacement habitat. • Special Status Species Surveys. Mr. Hartesveldt has conducted numerous surveys for threatened or endangered plants and animals, and/or their habitats, and assisted his clients with mitigation that reduced impacts to such species. • Preparation of CEQA/NEPA Documents. Mr. Hartesveldt has prepared portions of numerous El R's, Initial Studies, and NEPA documents requiring reconnaissance level wetland delineations, special status species surveys, habitat mapping, etc. As a project manager for many of these projects, he has supervised interdisciplinary teams of biologists characterizing the biological setting of project sites and planning areas, determining project impacts, and developing conceptual mitigation plans consistent with the requirements of CEQA and NEPA.
EXHIBIT A RICK A. HOPKINS, Ph.D. Principal, Senior Conservation Biologist/Ecologist, San Jose Office EDUCATION • Ph.D. Wildlands Resource Science, University of California, Berkeley, CA. 1990. Dissertation Title: Ecology of the cougar in the Diablo Range. • M.A. Biology, San Jose State University, San Jose, CA. 1981. • B.A. Wildlife Zoology, San Jose State University, San Jose, CA. 1976. AREA OF EXPERTISE Population ecology, mammalogy, predator ecology, survey techniques, wildlife/habitat relationships, conservation biology, threatened and endangered species, and environmental regulations (CEQA, NEPA, FESA, CESA) PROFESSIONAL EXPERIENCE • Live Oak Associates, Inc., (formerly Hartesveldt Ecological) Oakhurst, CA. Co-Owner, Vice-President, Senior Wildlife Biologist. 1999 to Present • Consulting Biologist 1990 to present • San Jose State University, San Jose, CA. Spring Lecturer. 1991 • University of California at Berkeley, Berkeley, CA. Research Assistant. 1984 to 1989 • San Jose State University, San Jose, CA. Lecturer. 1983 to 1985 • University of California at Berkeley, Berkeley, CA. Teaching Assistant. 1982 to 1983 • San Jose State University, San Jose, CA. Graduate/Teaching Assistant, Biology. 1977 to 1981 PROFESSIONAL TRAINING Habitat Evaluation Procedure (HEP). U.S. Fish and Wildlife Service. 6/92 MEMBERSHIPS IN PROFESSIONAL ORGANIZATIONS Wildlife Society, American Society of Mammalogists, Society for Conservation Biology, Ecological Society of America QUALIFICATIONS Dr. Hopkins is a nationally recognized wildlife ecologist whose training and research has focused on population ecology and movements of wildlife, particularly mammalian carnivores and threatened and endangered {T&E) wildlife species. His areas of expertise include the following: • Special status Species Surveys. Dr. Hopkins has designed and managed a considerable number of surveys for special status species and/or their habitats during the last 30 years. While Dr. Hopkins is a broadly trained ecologist with experience with several wildlife species, he has dedicated the last 40 years to the study of mammalian carnivores. During the last 30 years he has focused a great deal of attention in studying the distribution of the San Joaquin kit fox within its range. He has continued to search for ways to establish survey techniques that will provide statistical rigor to the methods employed to ascertain the presence or absence of wildlife species on sites, particularly in marginal habitats. He has also assisted his clients with mitigation that reduced impacts to such species, including (but not limited too) listed crustaceans (e.g., vernal pool fairy shrimp), Bay checkerspot butterfly, Mission blue butterfly, San Bruno elfin, Callippe butterfly, Valley elderberry longhorn beetle, California tiger salamander, California red-legged frog, western pond turtle, blunt-nosed leopard lizard, Alameda whipsnake, western burrowing owl, Swainson's hawk, golden eagle, bald eagle, Buena Vista Lake shrew, giant kangaroo rat, salt marsh harvest mouse, San Joaquin kit fox. He has also contributed to the development of the California Wildlife Habitat Relationships Program and is trained in Habitat Evaluation Procedures. • Resource Conflict Resolution: Dr. Hopkins has provided consultation regarding human/wildlife conflicts (particularly with large carnivores such as the cougar) to City and Counties, state legislatures, and Fish and Game Commissions, in several western states during the last 30 years. • Landscape Scale Conservation Planning. Dr. Hopkins has participated in state-wide efforts to
EXHIBIT A identify the important landscape linkages remaining in the state (i.e., Missing Linkages Conference) and in regional efforts such as the San Francisco Bay Area Upland Goals Workshop and TNC Central Coast Ecoregional Workshop. These efforts have focused Rick's interest in using theoretically grounded spatial tools to inform conservation planning at relevant spatial scales. An integral part of this process is working with applicants and landowners to identify suitable landscapes to conserve and manage to fulfill any required state or federal obligations that the regulated community may have incurred as part of their projects. Presently he is using these approaches in the development of a multi-species HCP for the 47,000 acre Elk Hills Oil Field, a cougar habitat management plan for 35,000 km2 area of Southern California, and developing conservation strategies for large-scale solar projects in central to southern California • Endangered Species Consultations. Dr. Hopkins has prepared supporting material for both section 7(a) and 1.0(a) consultations with the U.S. Fish and Wildlife Service. As Principal, he has supervised the collection of data on listed species within project areas, analysis of project impacts, the development of mitigation measures, and has been the primary contact with the resource agencies during the process. Dr. Hopkins has prepared a number of Habitat Conservation Plans for a variety of projects. • Preparation of CEQA/NEPA Documents. Dr. Hopkins has supervised interdisciplinary teams of biologists characterizing the biological setting of project sites and planning areas, determining project impacts, and developing conceptual mitigation plans consistent with the requirements of CEQA and NEPA for over 2000 projects during the last 30 years. PUBLICATIONS Grigione, M.M., P. Beier, R.A. Hopkins, D. Neal, W.D. Padley, C.M. Schonewald and M. L. Johnson. 2002. Ecological and allometric determinants of home-range size for mountain lions (Puma concolor). Animal Conservation 5:317-324. Hopkins, R. A., M. J. Kutilek, and G. L. Shreve. 1986. The density and home range characteristics of mountain lions in the Diablo Range of California. Pages 223-235 In S. D. Miller and D. Everett eds, Proc. International Cat symposium, Kingsville, Texas, October 1982. Hopkins, R.A. 1984. Current techniques used in the research of pumas. Pages 216-229 in J. Roberson and F. Lindzey, eds. Second Mountain Lion Workshop. Utah Div. Wildl. Res., Utah. Hopkins, R.A. 1990. Ecology of the Puma in the Diablo Range. Ph.D. Dissertation University of California at Berkeley, California. Kutilek, M.J., R.A. Hopkins, E.W. Clinite, and T. E. Smith. 1983. Monitoring population trends of large carnivores using track transects. Pages 104-106 in J. F. Bell, and T. Atterbury, eds. Proc. lnternat. Conf. Renewable Resource Inventories for Monitoring Changes and Trends. School of Forestry, Oregon State University, Corvallis, Oregon. TESTIMONY AT STATE WILDLIFE COMMISSION MEETINGS OR STATE LEGISLATIVE HEARINGS Dr. Hopkins has provided both written and oral testimony at state wildlife commission hearings and at Legislative Hearings in several western states. These include California, Oregon, Washington, Colorado, Wyoming and South Dakota. The purpose of these testimonies was to provide decision makers the best available scientific information regarding the biology and ecology of the cougar and to evaluate the ramifications of or effectiveness of proposed actions.
EXHIBIT A AUSTIN PEARSON, B.S. Director of Ecological Services/Staff Ecologist, Oakhurst Office EDUCATION • B.S. Biology with an emphasis in ecology, California State University, Fresno, CA 2002 AREAS OF EXPERTISE Wildlife/habitat relationships, fairy shrimp and tadpole shrimp surveys, survey techniques, threatened and endangered species, and environmental regulations/permitting (CEQA, NEPA, FESA, CESA, CWA) PROFESSIONAL EXPERIENCE • Live Oak Associates, Inc., Oakhurst, CA. Staff Ecologist 2003 to Present • California Department of Fish and Game, Scientific Aide 2001 to 2003 • Sierra Research Laboratories, Laboratory Technician Ill 1997 to 1999 PROFESSIONAL TRAINING AND CERTIFICATIONS • Federal 10(a)(1)(A) Vernal Pool Branchiopod Recovery Permit TE108683-2 • NEPA Overview and Refresher, UC. Davis Extension, May 2013 • Blunt-Nosed Leopard Lizard Workshop and Training, May 2009 • Arid West Supplement Workshop, Wetland Training Institute, April 2007 • Advanced CEQA Course, UC. Davis Extension, November 2006 • 38-Hour Army Corps of Engineers Wetland Delineation & Management Training, October. 2005 • Bat Ecology and Field Techniques, September 2005 • Introduction to the Fairy Shrimp, Tadpole Shrimp and Clam Shrimp, Christopher Rogers, May 2005 • Morphology and Identification of Flowering Plants, Jepson Herbarium, March 2005 • Trimble GPS Training, John Daphan, California Drafting and Supply, January 2005 • California Anostraca and Notostraca Identification Class, Mary Schug Belk, August 2004 • Endangered Species Regulation and Policy, UC Davis Extension, February 2004 • CEQA: A Step by Step Approach, UC Davis Extension, October 2003 • Identification of Fresh Water Fish, California Department of Fish and Game Training, August 2001 • Identification and Ecology of Sensitive Amphibians and Reptiles of the Central and Southern Sierra Nevada, The Wildlife Society, June 2001 QUALIFICATIONS Mr. Pearson is a graduate of CSU F's Biology Program who focused his studies in ecology. Prior to finishing his B.S. in biology, Mr. Pearson worked for the California Department of Fish and Game as a Scientific Aide where he performed surveys for sensitive fish, amphibian, and avian species such as California roach, hardhead, foothill and mountain yellow-legged frogs, Yosemite toad, California tiger salamander, spotted owl, great gray owl, goshawk and willow flycatcher. He also established and maintained camera stations for fisher and wolverine. During his time with Sierra Research Laboratories, he performed several studies testing and observing the effects of various compounds on urban invertebrate species. He gained a breadth of experience in experimental design and implementation, as well as data analysis. Mr. Pearson has more than 17 years of experience working as a biological consultant, and more than 21 years' experience working in the biological sciences. For the past 13 years, as Director of Ecological Services, he has overseen projects for our Oakhurst Office, providing consulting services to a variety of clients including local agencies, planning firms, attorneys, private land owners, and developers. His areas of expertise include the following: • Preparation of CEQA/NEPA Documents. Mr. Pearson has supervised teams of biologists in characterizing the biological setting of project sites and planning areas, determining project impacts, and developing mitigation plans/strategies in support of CEQA and NEPA for over 250 projects. • Special status Species Surveys. Mr. Pearson has designed, conducted, and managed a
EXHIBIT A considerable number of surveys for special status species and/or their habitats including (but not limited too) listed crustaceans (e.g., vernal pool fairy shrimp), Valley elderberry longhorn beetle, California tiger salamander, western pond turtle, blunt-nosed leopard lizard, western burrowing owl, Swainson's hawk, and San Joaquin kit fox. He also assists his clients in developing feasible mitigation strategies that reduced impacts to such species. • Endangered Species Consultations. Mr. Pearson has prepared supporting material for ·section 7(a) consultations with the U.S. Fish and Wildlife Service, and obtained requisite take authorizations. He has conducted and supervised data collection for listed species within project areas, analysis of project impacts, the development of mitigation plans, and has been the primary contact with the resource agencies during the process. • Wetland Permit Assistance. Mr. Pearson has assisted clients in securing a number of U.S. Army Corps of Engineers, California Regional Water Quality Control Board, and California Department of Fish and Wildlife permits for filling wetlands and other jurisdictional waters. He has also prepared mitigation plans for enhancing existing wetland values and/or providing replacement habitat, which are frequently required by these permits.
EXHIBIT A JEFFREY E. GURULE, B.A. Senior Project Manager, Staff Ecologist, Oakhurst Office EDUCATION • B.A. Environmental Science, University of California, Berkeley, CA. 1988. • CLAD Multiple Subject Teaching Credential with a Supplemental in Science, National University, Fresno, CA. 2002. AREAS OF EXPERTISE Avian ecology, wetland and vernal pool ecology, botany, entomology, CEQA and NEPA compliance, and Clean Water Act (CWA) and Endangered Species Act (ESA) compliance. PROFESSIONAL EXPERIENCE • Live Oak Associates, Inc., Oakhurst, CA. Wildlife/Plant/Wetlands Biologist 2005 to Present • Herschy Environmental, Inc., Oakhurst, CA. Supervising Field Technician 2004 to 2005 • Raymond School, Raymond, CA. Elementary School Teacher 2002 • Ocean Song Farm and Wilderness Center, Occidental, CA. Naturalist 1992 to 1994 • City of Oakland, Oakland, CA. Science Education Specialist 1990 to 1991 • University of California Berkeley. Research Assistant, Endangered Animal Species 1989 • University of California Berkeley. Research Assistant, Avian/habitat relationships 1988 • University of California Berkeley. Research Assistant, Comparative Avian Biology 1987 PROFESSIONAL TRAINING • Endangered Species Regulation and Protection, U.C. Davis Continuing and Professional Education, March 5, 2020. • Swainson's Hawks in California's Central Valley: Status -Life History -Identification -Survey Methodology -Risk Assessment -Conservation -Protection, Michael Bradbury, Swainson's Hawk Technical Advisory Committee, April 12, 2012 • Rare Pond Species Survey Techniques Workshop, The Wildlife Project & Laguna de Rosa Foundation, Rohnert Park, CA. March 27, 2010 • Arid West Supplement, Wetland Training Institute, 4/14/07 • Identification and Ecology of the Fairy Shrimp and Tadpole Shrimp of California, Oregon, and Washington, Christopher Rogers, 12/12-14/06 • Advanced CEQA Course, U.C. Davis Extension, 11/29-30/06 • Wetland Delineation Training Course, Wetlands Training Institute, 3/27-31/06 • CEQA: A Step by Step Approach, U.C. Davis Extension, 12/2/05 • Water and Waste Water Management for Wineries, U.C. Davis Extension 8/6/04 VALID PERMITS • Federal 1 0(a)(1 )(A) Recovery Permit #TE168924-2, valid 7/27/2017 -7/26/2022, for listed vernal pool branchiopods • California Department of Fish and Wildlife Scientific Collecting Permit #SC-9159, valid 12/1/2017 -12/1/2020 • CDFW Level II Blunt-nosed Leopard Lizard Surveyor QUALi FICATIONS As a Staff Ecologist and Senior Project Manager for LOA, Mr. Gurule has provided consulting services for biological resources in California for 15 years. During that time he has managed numerous projects throughout Central California that have included: • Preparation of CEQA/NEPA Documents: Mr. Gurule has prepared biological resources technical reports in support of CEQA and NEPA for numerous projects in Central California in which he has evaluated habitat for special status species, analyzed potential project impacts to sensitive or protected biological resources, and developed appropriate mitigation measures consistent with the
EXHIBIT A biological resource requirements of CEQA and NEPA. He has also prepared formal responses to agency and public comments received during CEQA and NEPA review. • Special Status Species Surveys: Mr. Gurule has conducted many special status species surveys for both plants and animals. Surveys have followed agency approved protocols, when available and needed, or have been conducted in such a manner as to accurately assess the distribution of the species within the survey area. Specifically, he has lead or participated in surveys for valley elderberry longhorn beetle; vernal pool branchiopod wet-and dry-season surveys; California tiger salamander breeding (vernal pool seining, under a permitted biologist); blunt-nosed leopard lizard surveys as a Level II surveyor; nesting migratory bird and raptor surveys; burrowing owl surveys; Swainson's hawk surveys; spotted owl surveys; tricolored blackbird surveys; live trapping surveys for salt-marsh harvest mouse and many other small mammals; riparian brush rabbit, riparian wood rat, Nelson's (San Joaquin) antelope squirrel daytime surveys; and spotlight surveys and motion activated camera trapping for San Joaquin kit fox, American badger, and fisher (West Coast DPS). • Wildlife Management: In addition to conducting the above special status species surveys, Mr. Gurule also conducts various wildlife management activities including small mammal burrow excavation, CTS exclusion fence monitoring and maintenance, and burrowing owl passive relocation. • Botanical Management: Mr. Gurule successfully relocated a rare plant species (Pseudobahia bahiifolia) in an experimental project in Fresno County that was part of the mitigation requirements for project impacts to this species. • Endangered Species Consultations. Mr. Gurule has prepared supporting material for Section ?(a) consultations with the U.S. Fish and Wildlife Service. He has collected data for listed species within project areas, analyzed project impacts, development mitigation plans, and has been the primary contact with the resource agencies during the process. • Monitoring: Mr. Gurule manages vernal pool and upland habitat monitoring for both the Kennedy Table Conservation Bank and Drayer Conservation Bank. Vernal pool species specifically monitored are succulent owl's clover, San Joaquin Valley Orcutt grass, Greene's tuctoria, Bogg's Lake hedge hyssop, vernal pool fairy shrimp, vernal pool tadpole shrimp, and California tiger salamander. Mr. Gurule has also monitored construction activities for a number of projects involving numerous special status species (see above) to ensure compliance with project approvals and permits from various agencies. He currently serves as a Designated Biologist (CDFW) and Approved Biologist (USFWS) for UC Merced's Campus and Community North Project and two other projects that cover CTS. • Delineations of Jurisdictional Waters: Mr. Gurule has assisted many clients with obtaining a Preliminary Jurisdictional Determination or Approved Jurisdictional Determination by delineating the boundaries of jurisdictional waters and preparing the requisite report and map to be submitted to the U.S. Army Corps of Engineers. • Wetland Permit Assistance. Mr. Gurule has assisted clients in securing a number of U.S. Army Corps of Engineers, California Regional Water Quality Control Board, and California Department of Fish and Game permits for filling wetlands and other jurisdictional waters. He has also prepared mitigation plans for enhancing existing wetland values and/or providing replacement habitat, which are frequently required by these permits.
EXHIBIT A WENDY FISHER Senior Project Manager, Plant Ecologist, Oakhurst Office EDUCATION Humboldt State University, Arcata, California, B.S., Forest Ecology, minors in Botany and Forestry, 1996 AREAS OF EXPERTISE • Regulatory Permitting • Biological Resource Evaluations • Jurisdictional Waters Delineation • Special Status Plant Surveys • General Wildlife Surveys • Arborist Evaluations PROFESSIONAL EXPERIENCE • Senior Project Manager/Plant Ecologist, Live Oak Associates, Inc. Oakhurst, CA. May 1998 -June 2007, and December 2010 -present • Senior Biologist/Project Manager, LSA Associates, Inc., San Luis Obispo, CA, July 2007 -November 2010 • Consulting Utility Forester, Western ECI, Oakhurst, CA, October 1997 -May 1998 • Biological Science Technician, GS-3,4,5, US Forest Service, Sierra National Forest, Lalo National Forest, Rogue River National Forest. June 1993 -November 1997 (Intermittent) • Assistant Plant Propagator and Nursery Salesperson, lntermountain Nursery, Prather, CA, November 1996 -June 1997 CERTIFICATIONS/SPECIALIZED TRAINING • International Society of Arboriculture, Certified Arborist, #WE-3872A, Valid thru December 2021 • Voucher Plant Specimen Collecting Permit for State-Listed Plants, California Department of Fish and Game, #2081-A-12-39-V, Valid thru March 2021 • Mushrooms of California, Jepson Herbarium Workshop, December 2017 • Plant Galls of California, Jepson Herbarium Workshop, September 2017 • Fire Ecology in the Central Sierra Nevada, Yosemite National Park, Jepson Herbarium, September 2015 • Flora of Tejon Ranch, Jepson Herbarium Workshop, 2013 • Morro Bay Bird Festival, Bird ID Workshop, 2013 • Rare Plants of San Luis Obispo County, California Native Plant Society, 2010 • Morro Bay Bird Festival, Bird ID Workshop and Pelagic Trip, 2010 • Mandatory Tree Removal Process Workshop for County Approved Arborists, Monterey County, 2009 • Rare Pond Species Survey Techniques, Laguna de Santa Rosa Foundation, 2009 • Branchiopod (Fairy and Tadpole Shrimp) Workshop, Christopher Rogers, Invertebrate Zoologist, 2008 • Rapid Assessment Training, California Native Plant Society, 2007 • Attendance at Habitat Assessment Workshop for San Joaquin kit fox, San Luis Obispo County, 2007 • Technical Writing Class through UC Davis Extension, 2006 • The Flora of San Luis Obispo County, Jepson Herbarium, 2006 • Nationwide Permit Class through UC Davis Extension, 2006 • Richard Chinn's Advanced Wetland Training Course, 2005 • Aquatic Plants, Jepson Herbarium, 2005 • Western Section of the Wildlife Society's Burrowing Owl Conference, 2003 PRINCIPAL PROFESSIONAL RESPONSIBILITIES Ms. Fisher is a Senior Biologist/Ecologist/Certified Arborist with almost 22 years consulting experience and 28 years of experience working with biological resources. She has worked on hundreds of project related to arboriculture, wildlife, botanical and wetland resources for the preparation of documents for
EXHIBIT A California Environmental Quality Act (CEQA) and National Environmental Protection Act (NEPA) compliance. Ms. Fisher has expertise in the native and rare flora of California and is a certified arborist with the International Society of Arboriculture. Ms. Fisher has completed many dozens of tree impact evaluations, hazard tree assessments, tree risk assessments, tree appraisals, tree protection plans and post-fire arborist evaluations assessing the char level of burned trees. She has advised clients regarding tree ordinances in dozens of Cities and Counties throughout central California. Ms. Fisher has secured agency negotiations and prepared permit applications for Sections 401 and 404 of the Clean Water Act (U.S. Army Corps of Engineers), Section 1602 of the California Department of Fish and Game Code, and Sections 7 and 10 of the Endangered Species Act (U.S. Fish and Wildlife Service). Work within the coastal zone has required consultation with the California Coastal Commission and National Marine Fisheries Service. Wendy has worked on development of several conservation banks in Central California during her years of biological consulting. Wendy spent five seasons working as a biological sciences technician with the U.S. Forest Service prior to her consulting career. She was a utility arborist for a PG&E during her first year as a consultant. She also has experience working for a native plant nursery and a native plant landscaping company. She is a volunteer with the Association of Environmental Professions, California Naturalist Program, and the Sierra Foothill Conservancy leading wildflower walks on their local preserves. Wendy has contributed hundreds of photographs to the Calphotos database. Over the years, Ms. Fisher has completed seventeen days of protocol-level surveys for blunt-nosed leopard lizard. Wendy has conducted dozens of preconstruction surveys for San Joaquin kit fox. Additionally, she has overseen preconstruction surveys and construction monitoring for giant garter snake. Ms. Fisher has analyzed project impacts to least Bell's vireo and Fresno kangaroo rat on a few occasions. PROFESSIONAL AFFILIATIONS • Wildlife Society, Western Section • International Society of Arboriculture, Western Section • Sierra Foothill Conservancy • California Native Plant Society
EXHIBIT A GEOFFREY D. CLINE Senior Project Manager/Staff Ecologist, Truckee Office EDUCATION • M.S. Wildlife Management, University of Otago, New Zealand. 2007 • S.S. Environmental Studies, University of California, Santa Barbara, CA. 2001 • Wildlands Studies, Nepal Study Abroad Program, San Francisco State University, CA. 1999 AREA OF EXPERTISE Project management; wildlife biology and management; ecology; threatened and endangered species conservation; survey techniques; environmental regulations; GIS; and stormwater. PROFESSIONAL EXPERIENCE • Sr. Project Mngr./Sr. Ecologist, Live Oak Associates, Inc., Truckee, CA, July 2014 to present. • Project Mngr./Staff Ecologist, Live Oak Associates, Inc., Oakhurst, CA. January, 2010 -June, 2014. • Research Ecologist, Sierra Nevada Adaptive Management Program -Fisher Team, University of California, Berkeley, and Oakhurst, CA. November, 2007 -November, 2009. • Biological Science Technician (Wildlife), USGS, Vallejo, CA. July-September, 2007. • Field Technician, University of Otago, New Zealand. February, 2005 -May, 2007 • Biological Science Technician (Wildlife), National Park Service, Channel Islands, CA. July, 2003 -December, 2004. • Wildlife Biologist, Institute for Wildlife Studies, Channel Islands, CA. February, 2002 -July, 2003. • Channel Island Fox Intern, The Nature Conservancy, Santa Cruz Island, CA. 2001 PROFESSIONAL TRAINING, CERTIFICATIONS AND PERMITS • U.S. Fish and Wildlife Service (USFWS) Federal 1 0(a)(1 )(A) Recovery Permit #TE5051 0A-5, valid 1/10/2020 -4/16/22, for California tiger salamander, California red-legged frog, Fresno kangaroo rat, Tipton kangaroo rat, and giant kangaroo rat. • California Department of Fish and Wildlife (CDFW) Scientific Collecting Permit (SCP) #S-183020005-19035-01 (Legacy ID# SC-5981), valid September 2019-2022. Memorandum of Understanding (MOU) for California tiger salamander, foothill yellow-legged frog, Fresno kangaroo rat, Tipton kangaroo rat, and giant kangaroo rat; and also permitted to handle, or survey for, California red-legged frog, short-nosed kangaroo rat, and fisher (West Coast DPS). • Qualified Storm Water Pollution and Prevention Plan (SWPPP) Developer (QSD) and Practitioner (QSP), Certificate #25392, CASQA, valid Oct. 31, 2018 -Jan. 29, 2021 • California Red-Legged Frog II Workshop, The Wildlife Project, October 2018 • Wetland Delineation Class, Wetland Training Institute, April 2016 • Certified Professional in Erosion and Sediment Control, Envirocert lnt'I, Inc. December 2014-present • Acoustic bat workshop, Western Section of The Wildlife Society, Mariposa, CA. May 2014. • 50 Families in the Field: Intro to Keying, Friends of the Jepson Herbarium, UC Berkeley, April 2012 • AEP CEQA Advanced Workshop, Fresno, CA. March 2012 • California tiger salamander pitfall trapping training for Jepson Prairie Preserve, UC Davis, 2011 • AEP CEQA Basics and Refresher Workshop, Fresno, CA. October 2010 • Identification to Morphology and Identification of Flowering Plants Workshop, Friends of the Jepson Herbarium, UC Berkeley, April 2010 • Rare Pond Species Survey Techniques Workshop, The Wildlife Project & Laguna de Rosa Foundation, Rohnert Park, CA. March 2010 QUALi FICATIONS At Live Oak Associates, Mr. Cline manages the Truckee office; prepares environmental documents to comply with the California Environmental Quality Act (CEQA), National Environmental Policy Act (NEPA), California and Federal Endangered Species Acts (CESA & FESA), Federal and State Clean Water Acts, local Regional Water Quality Control Boards, and County, City, and other local policy; evaluates habitats and mitigation measures; conducts surveys for special status species; advises clients;
EXHIBIT A and prepares maps, letters, tables, and memo's for clients. His specific areas of expertise with Live Oak Associates, Inc. include the following: • Project Management: Mr. Cline regularly manages projects from initial correspondence with the client to the delivery stage. He prepares proposals, conducts and/or manages the work, and maintains open communication with the client to ensure satisfaction. • Preparation of Environmental Documents: Mr. Cline completes background investigations; conducts field work; completes reports for constraint analyses, biological evaluations (CEQA), biological analyses and environmental assessments (NEPA), biological assessments (FESA), and initial studies, among others; and prepares maps and figures for these reports. • Special Status Species Surveys: Mr. Cline regularly leads and manages field crews to conduct special status species surveys for numerous rare plants and special status animals following protocol-level guidelines and by developing methods tailored to each site. He has experience with rare plants, vernal pool fairy shrimp, vernal pool tadpole shrimp, valley elderberry longhorn beetle, California tiger salamander, California red-legged frog, foothill yellow-legged frog, western pond turtle, blunt-nosed leopard lizard, San Joaquin whipsnake, golden eagle, Swainson's hawk, northern harrier, white-tailed kite, bald eagle, yellow-eyed penguin, New Zealand black stilt, New Zealand south island robin, burrowing owl, loggerhead shrike, tricolored blackbird, yellow-billed cuckoo, Nelson's antelope squirrel, giant kangaroo rat, short-nosed kangaroo rat, Tipton kangaroo rat, Santa Cruz Island fox, Santa Rosa Island Fox, San Miguel Island fox, San Joaquin kit fox, Island skunk, fisher (West Coast DPS), and American badger, among others. • Wildlife Management: In addition to conducting the above special status species surveys, Mr. Cline also conducts, and manages staff to complete, various wildlife management activities including burrow excavation, species relocation, exclusion fence design and installation, and habitat enhancement. He also regularly advises clients on methods that can be used to minimize potential project delays from wildlife-related conflicts. • Delineations of Jurisdictional Waters and Riparian Habitats: Mr. Cline conducts or assists with wetland delineations and conducts delineations of riparian habitats. • Monitoring: To ensure compliance with a project's environmental documents and permits, Mr. Cline conducts and manages staff to monitor construction activities, and mitigation and restoration programs for numerous special status species (see above). PUBLICATIONS Cline, G.C. 2007. Dispersal and survival of kaki (Himantopus novaezelandiae) released in the Tasman River Valley, New Zealand. MSc Thesis, University of Otago, Dunedin, New Zealand.
EXHIBIT A REBEKAH A. JENSEN, M.S. Senior Project Manager/Staff Ecologist, Oakhurst Office EDUCATION . • M.S. Forestry/ Conservation Biology, University of Kentucky, Lexington, KY. 2009. • B.A. Biology/ Zoological Sciences, University of Montana, Missoula, MT. 2004. • B.A. English/ Creative Nonfiction Writing, Western Washington University, Bellingham, WA. 1998. AREAS OF EXPERTISE Wildlife biology, road ecology, wildlife/habitat relationships, Geographical Information Systems PROFESSIONAL EXPERIENCE • Live Oak Associates, Inc., Oakhurst, CA. Senior Project Manager and Staff Ecologist, March 2020 to Present; Staff Ecologist and Project Manager, 2011 to Present. • Sierra Nevada Adaptive Management Project, Pacific Fisher Team, Oakhurst, CA. Biological Technician, 2010 to 2011 • University of Kentucky, Lexington, KY. Research Assistant, Black Bear Ecology, 2006 to 2008 • University of Kentucky, Lexington, KY. Teaching Assistant, Dendrology, 2007 • University of Kentucky, Lexington, KY. Teaching Assistant, Multiple Resource Silviculture, 2007 • University of Montana, Missoula, MT. Biological Technician, 2005 to 2006 • Biomimicry Guild, Missoula, MT. Technical Writer, 2003 to 2004 • Bureau of Land Management, Salem, OR. Assistant Biological Technician (Volunteer), 1995 PROFESSIONAL TRAINING • NEPA Essentials Workshop, Association of Environmental Professionals, Fresno, CA, 2016 • Section 404 Permitting Process, Association of Environmental Professionals, Fresno, CA, 2015 • Rare Pond Species Survey Techniques Workshop, Laguna de Santa Rosa Foundation, Santa Rosa, CA, March 23-24, 2013 • Fifty Families in the Field: Introduction to Keying, Jepson Herbarium, Berkeley, CA, March 24-25 and March 31-April 1, 2012 • Advanced CEQA Workshop, Association of Environmental Professionals, March 12, 2012 • CEQA: A Step by Step Approach, U.C. Davis Extension, September 30, 2011 QUALIFICATIONS Since joining the LOA team in 2011, Ms. Jensen has developed a broad skill set, including preparation of biological evaluations for California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA) compliance, biological assessments and habitat conservation plans in support of Endangered Species Act consultations, long-term management plans for mitigation lands, and applications for Section 2081 incidental take permits. Ms. Jensen also has experience with designing and conducting focused surveys for special-status species, conducting habitat assessments, preparing management recommendations for the protection of sensitive biological resources, monitoring project activities to ensure compliance with environmental regulations and permits, training construction personnel in project-specific environmental issues, and assisting with wetland delineations. Her survey experience includes focused and/or protocol surveys for valley elderberry longhorn beetle, California tiger salamander, Swainson's hawk, burrowing owl, blunt-nosed leopard lizard, western pond turtle, San Joaquin kit fox, San Joaquin kangaroo rat, California spotted owl, fisher, nesting birds, roosting bats, and several rare plant species. Ms. Jensen's previous work experience includes fisher capture and radio-tracking; black bear capture and radio-tracking; small mammal trapping; northern spotted owl nest surveys; and marbled murrelet and common loon point counts. Her Master's thesis examined the effects of roads on black bears in eastern Kentucky, and exposed patterns of effective habitat loss and impaired landscape connectivity via road avoidance and road mortality. Ms. Jensen has over ten years of experience using ESRI ArcGIS for spatial data analysis and mapping.
EXHIBIT A ROBERT SIDELDS Assistant Project Manager/Staff Ecologist, San Jose Office EDUCATION • De Anza College, Liberal Arts, M, 1988, Additional studies in Environmental Studies 2009-2010 • California State University, San Jose, CA, Studio Practice Arts Photography (incomplete), 1988-1990 AREAS OF EXPERTISE Ecology of California birds, amphibians, reptiles and bats, wildlife surveys, mortality surveys of birds, bats, amphibians, burrowing owl surveys, raptor breeding habitat studies. QUALIFICATIONS Mr. Shields has worked in the wildlife biology field since 2009 as a field biologist and is competent in the ecology and biology of multiple species. Specifically, he has handled amphibians, birds, small rodents, and bats (rabies vaccinated) on an on-going basis for several work and research projects. Mr. Shield's area of expertise includes the following: • Avian Experience: Mr. Shields has conducted 1500+ bird survey counts on various projects since 2012 and has conducted many bird nesting surveys in Santa Clara, Monterey, Merced & other countries in CA. He is thoroughly familiar with all potential nesting species in CA. Robert has conducted Swainson's Hawk Nesting Habitat Analysis on historical and current nests in the Lancaster area. He has tracked and mapped out breeding territories for Golden Eagles in Solano County. In addition to professional surveys, Mr. Shields leads birding trips for the Central Valley Birding Symposium and the Lodi Sandhill Crane Festival annually. He has led or parficipated in over 20 Audubon Christmas Bird Counts in CA. • Burrowing Owl Experience: Mr. Shields is experienced surveying for burrowing owls and has conducted protocol surveys for presence/absence at multiple locations throughout Santa Clara County following the Santa Clara Valley Habitat Conservation Plan protocol. Mr. Shields is also experienced in burrowing owl passive exclusion and has surveyed & installed 200+ one-way doors on burrows. Supervised and participated in the removal of the burrows. He has surveyed and monitored for burrowing owls in Carrizo Valley, including surveying a 5,000-acre ranch project site to identify possible pairs of burrowing owls; identified breeding locations; monitored for successful breeding, predation occurrences and dispersal ranges of fledglings; conducted protocol level BUOW surveys, exclusion techniques, deterrents and construction monitoring; and used remote cameras to monitor owl activity. At a site outside of Lemoore, Mr. Shields constructed and installed 28 artificial burrows including installation of 8 artificial burrows below ground level and 20 artificial burrows above ground level, following protocol specifications. This project also included habitat assessment and alteration as well as monitoring for avian and terrestrial predator presence and implementation of steps of control. • Bat Experience: Mr. Shields has 11 years of professional bat science experience. He has conducted bat surveys in buildings, trees and bridge structures since 2010, and has volunteered with research projects under permitted biologists in the U.S. and Mexico since 2008 trapping bats in mist nets and by hand, taking measurements, mounting telemetry equipment on bats, collecting biopsy punches for DNA analysis, collecting guano fordietary analysis, wing banding and telemetry tracking. • Special Status Species Surveys and Monitoring: Mr. Shields regularly monitors for and conducts special status species surveys for numerous special status animals following protocol-level guidelines. Specifically, he has conducted surveys for California tiger salamander, California red-legged frog, blunt-nosed leopard lizard (level 2 surveyor), coast horned lizard, giant garter snake, San Joaquin coachwhip, golden eagle (including breeding territory surveys), Swainson's hawk (including nesting habitat analysis), burrowing owl (including monitoring active nest burrows), tricolored blackbird, least Bell's vireo protocol nest surveying, bats, including Townsend's big-eared bats, salt-marsh harvest mouse, giant kangaroo rat, Fresno kangaroo rat, San Joaquin kit
EXHIBIT A fox (including construction monitoring), and American badger. PROFESSIONAL EXPERIENCE • Staff Ecologist, Live Oak Associates, Inc. 2017-present • On-call Field Ecologist, Live Oak Associates, Inc. 2010-2012 & 2015-2017 • Field Biologist 2, H.T. Harvey & Associates, Los Gatos, CA, 2012-2015 • On-call Field Biologist, H.T. Harvey & Associates, Los Gatos, CA 2009-2012 PUBLICATIONS Clark, H. and R. Shields. 2012. Loggerhead Shrike Predation on the Southern Alligator Lizard, Common Side-blotched Lizard, and Western Fence Lizard. Sonoran Herpetologist Journal. 25(12):pp 132-133. Paper in Progress: Mr. Shields is currently preparing a paper documenting road mortalities of Taricha torosa along 1.8 kilometers of Gilroy Hot Springs Road in Gilroy, CA determining hotspots, number of adult, juvenile & metamorphs. The study spanned 2009-2011. PRESENTATIONS • Invited Speaker at Bay Area Amphibian & Reptile Society 2016 "Newts of California" • Invited Speaker at Silicon Valley Turtle & Tortoise Club, 2016 "Box Turtles of North America" • Invited Speaker at Northern California Herpetological Society, 2015, "An Endemic Grassland Species, California Tiger Salamander" • Invited Speaker at Central Valley Herpetological Society, 2015, "An Endemic Grassland Species, California Tiger Salamander"
EXHIBIT A TARA JOHNSON-KELLY Staff Ecologist, San Jose Office EDUCATION • B.A. Environmental Studies, University of California Santa Cruz, Santa Cruz, CA. June 2017 • A.A. Liberal Arts and Sciences, Interdisciplinary Studies, Cabrillo College, Aptos, CA. May 2015 AREAS OF EXPERTISE Ecology of California birds, amphibians, and reptiles; protocol-level ecological surveys; permit-compliance construction monitoring; nesting bird surveys; motion-triggered camera wildlife surveys; spotlighting for San Joaquin kit fox; burrowing owl surveys. PROFESSIONAL EXPERIENCE • Staff Ecologist, Live Oak Associates, Inc. April 2020-Present • On-call Field Ecologist, Live Oak Associates, Inc. August 2019-April 2020 • Project-based Construction Monitor, WRA, Inc. January 2020-April 2020 • On-call Biologist, Harris & Associates, Inc. September 2018-April 2020 • Biologist Intern, Harris & Associates, Inc. June 2018-September 2018 • Seabird Research Intern, Oikonos Ecosystem Knowledge, April-September 2018 • Research Intern, University of California Santa Cruz Fort Ord Natural Reserve, Winter 2017 • Research Intern, Acoustic Ecology Project, University of California Santa Cruz, Spring 2016 • Research Intern, Herps on the FERP, University of California Santa Cruz, Winter 2016 PROFESSIONAL TRAININGS • Alameda Whipsnake Training for Construction Monitors, WRA, Inc. San Rafael, CA. March 2020. • Foothill Yellow-legged Frog Ecology and Conservation Workshop, Laguna de Santa Rosa Foundation, Santa Rosa, CA. October 2019. • San Joaquin Kit Fox Ecology, Conservation, and Survey Techniques Workshop, The Wildlife Society, Carrizo Plains/Chimineas Ranch, CA. October 2019. • CTS Terrestrial Ecology and Rare Pond Species Workshop, Laguna de Santa Rosa Foundation, Santa Rosa, CA. March 2019. • WildC.A.T. Construction Awareness Training, The Wildlife Society, Yosemite, CA. 2/2019. • Holistic Grazing on Small Acreage Workshop, Elkhorn Slough Coastal Training Program, Watsonville, CA. December 2018. QUALIFICATIONS Ms. Johnson-Kelly has worked as a field biologist since 2018 and is competent in the ecology of multiple marine and terrestrial species. Specifically, she has handled amphibians, reptiles, marine and terrestrial birds, and small rodents for several work and research projects. Ms. Johnson-Kelly's areas of expertise include the following: • Special Status Species Surveying & Monitoring: Ms. Johnson-Kelly routinely monitors for and conducts ecological surveys and permit compliance construction monitoring for special status wildlife following protocol-level guidelines. Specifically, she has conducted surveys for California tiger salamander, California red-legged frog, foothill yellow-legged frog, western pond turtle, blunt-nosed leopard lizard, coast horned lizard, San Joaquin coachwhip, California giant salamander, San Joaquin kit fox, American badger, San Francisco and Monterey dusky-footed woodrat, Nelson's (San Joaquin) antelope squirrel, salt marsh harvest mouse, giant kangaroo rat, Swainson's hawk, burrowing owl, and nesting birds. • Amphibians & Reptiles: Ms. Johnson-Kelly regularly conducts field surveys and construction monitoring for a number of special status herpetofauna. Specifically, she has performed Incidental Take Permit compliance monitoring for California tiger salamander, preconstruction surveys for California red-legged frog, and blunt-nosed leopard lizard surveys in Kern County. While in college,
EXHIBIT A she produced a Geographic Information Systems habitat-suitability report for coast horned lizard on the UC Santa Cruz Fort Ord Natural Reserve in Marina, CA. Ms. Johnson-Kelly is currently working towards applying for a Scientific Collecting Permit for California tiger salamander. • Birds: Ms. Johnson-Kelly is an avid birder who frequently performs nesting bird surveys throughout California. Specifically, she has performed nesting Swainson's hawk surveys, conducted intensive burrowing owl population surveys, and is familiar with numerous avian species of special concern. In recent years she participated in field-based population and reproduction monitoring for marine species such as the rhinoceros auklet on Ano Nuevo Island, CA, and performed longline fisheries bycatch necropsies on Laysan and black-footed albatrosses, northern fulmars and short-tailed shearwaters.
EXHIBIT A THOMAS P. HANEY, M.A Director of Cartography/GIS, San Jose Office EDUCATION • M.A. Geographic Techniques, Western Michigan University, Kalamazoo, Ml. 1987 • Photogrammetric Mapping Technology and Surveying, Ferris State College, Big Rapids, Ml. 1984 • B.S. Geographic Techniques and Earth Sciences, Western Michigan University, Kalamazoo, Ml. 1983 EXPERTISE • Computer Skills: PC/Mac hardware and software, desktop publishing, AutoCAD, AutoCAD Map, Arclnfo, ArcView, Image Analyst, Spatial Analyst, 3-D Analyst, Maplnfo, Atlas GIS, Maptitude, and MapGrafix. • Cartographic Skills: Geographic Information Systems (GIS), Photogrammetric mapping, Stereo compilation, large and small format aerial photographic mission planning and photo interpretation, Surveying, Control Surveying, Survey Calculations, Remote Sensing, Digital image processing, Field data acquisition including GPS data collection, manipulation, and presentation, Photo-mechanical map production and reproduction, Traditional map production, layout, and design. • Earth Science: Astronomy, Environmental Geology, Geomorphology, Hydrogeology, Meteorology and Mineralogy. PROFESSIONAL EXPERIENCE • Live Oak Associates, Inc. Cartographer. 2000 to Present. • TERRAbytes Digital Mapping. Owner/Principal. 1996 to Present. • H.T. Harvey & Associates. Cartographer. 1996 to 2000. • Barclay Mapworks, Inc. Director of Cartography. 1992 to 1996. • U.S. Geological Survey, Branch of Alaskan Geology. Scientific Illustrator. 1991 to 1992. • Brian Kangas Foulk Consulting Engineers, Traffic Engineering Technician. 1988 to 1991. • Western Michigan University, Cartographic Services 1985-1987 MEMBERSHIP IN PROFESSIONAL ORGANIZATIONS • American Congress on Surveying and Mapping • American Society of Photogrammetry and Remote Sensing • Association of American Geographers • Gamma Theta Upsilon Honor Society QUALIFICATIONS Mr. Haney's nearly 25 years of experience in the field of cartography is built on a strong foundation of traditional mapping techniques. His record of designing accurate maps and graphics that convey exactly what needs to be shown has been developed through a diverse educational background and broad experience in geology, earth science, and environmental studies. This background allows him to tailor the best map product for any particular application using GIS, CAD, GPS, and Desktop publishing, or manual mapping tools depending on what the most appropriate choice. Mr. Haney's intimate knowledge of information sources and his connections in the mapping community give the added advantage of knowing available resources that bring great efficiency to project planning and map compilation. He prepares all maps and figures for reports and assists in impact assessments by using the appropriate mapping techniques required for the task at hand. Often, the applicant's CAD files are overlaid with habitat and sensitive species information to quantify the effects of proposed development. Other times Arclnfo and ArcView are used to build correct topology, and then exported into desktop publishing programs to produce clear and accurate final map products. Independently he has planned, designed and built a parcel-based GIS for use by San Mateo County realtors, title companies, engineering firms, numerous City Departments of Public Works and Planning, Engineering companies, and management districts. His knowledge of GIS put Barclay Maps as the lead in producing a parcel-based GIS of Santa Clara County that is now implemented county-wide in the
EXHIBIT A planning, surveying, assessors, and recorder's offices. Tom also has produced large-scale marsh habitat mapping for the San Jose Water Pollution Control Plant, maps for the Geologic Atlas of Alaska, Bicycle transportation maps, road maps, numerous publications, and The Climate Atlas of Michigan. Much of his work is still praised by renowned scientists.
EXHIBIT B Live Oak Associates, Inc. doe~ not intend to use any subconsultants.
Local Assistance Procedures Manual EXHIBITC Exhibit 10-02 Consultant Contract DBE Commitment EXHIBIT 10-02 CONSULTANT CONTRACT DBE COMMITMENT 1. Local Agency: _C_o_u_n_t_y_o_f_F_r_e_s_n_o ____________ 2. Contract DBE Goal: 4.0% 3. Project Description: On-Call Environmental Consultant Services 4. Project Location: Fresno County ------------------------------------------5. Consultant's Name: Live Oak Associates, Inc. 6. Prime Certified DBE: • 7. Total Contract Award Amount: N/A ------8. Total Dollar Amount for ALL Subconsultants: N/A 9. Total Number of ALL Subconsultants: 0 ------------------10. Description of Work, Service, or Materials 11. DBE 13. DBE Certification 12. DBE Contact Information Dollar Supplied Number Amount Live Oak will not be using N/A N/A 0 subconsultants. Local Agency to Complete this Section $0 20. Local Agency Contract l'\hrmh<>r· 14. TOTAL CLAIMED DBE PARTICIPATION 21. Federal-Aid Project Number: 0% 22. Contract Execution n::it<>· Local Agency certifies that all DBE certifications are valid and information on IMPORTANT: Identify all DBE firms being claimed for credit, this form is complete and accurate. regardless of tier. Written confirmation of each listed DBE is required. . ~~ 5/12/2020 23. Local Agency Representative's Signature 24. Date 15. Preparer's Signature 16. Date Austin Pearson 559-641-5662 25. Local Agency Representative's Name 26. Phone 17. Preparer's Name 18.Phone Director of Ecological Servic 27. Local Agency Representative's Title 19. Preparer's Title DISTRIBUTION: 1. Original -Local Agency 2. Copy -Caltrans District Local Assistance Engineer (DLAE). Failure to submit to DLAE within 30 days of contract execution may result in de-obligation of federal funds on contract. ADA Notice: For individuals with sensory disabilities, this document is available in alternate fonnats. For infonnation call (916) 654-6410 or TDD (916) 654-3880 or write Records and Fonns Management, 1120 N Street, MS-89, Sacramento, CA 95814. Page 1 of2 July 23, 2015
Note:Markups are Not Allowed
Consultant I jye Qak Associates Iosc
Project No. On-call Enyjronmental Seryjces
For Combined Rate
For Home Office Rate
For Field Office Rate
EXHIBIT D
EXHIBIT 10-H2 COST PROPOSAL
SPECIFIC RA TE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS)
(CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
[]] Prime Consultant D Subconsultant 0 2nd Tier Subconsultant
EXHIBIT 10-H2
Cost Proposal
Contract No. __ _ P a rtic ip a tion Amount $ __________ _ Date 6/10/2020
Fringe Benefit% General &Administrative % Combined ICR%
-+ -= 110 .00% '
OR
'
+ = 0.00%
+ = 0.00%
Fee 15.00%
BILLING INFORMATION CALCULATION INFORMATION
Name/Job Title/Classification1 Hourly Billing Rate2
Straight3 OT(l.5X) OT(2X)
David Hartcsvcldt $ 230.00 · NIA NIA
Principal and Senior Bontist/ Wetland Scientist $ 241.50 NIA NIA
Exempt/Non -exempt --$ 253.58 . NIA NIA
$ 266.25 NIA NIA
$ 279.57 NIA NIA
Rick Hopkins '$ 230.00 NIA N7A
Principal and Senior Conservation Biologist/Ecologist $ 241.50 · N/A NIA
Exempt/Non-exempt $ 253 .58 ' N/A N/A
'
'$ 266.25 N/A !'If\
'$ 279.57 ' N/A NIA
Austm Pearson* $ 175 .00 NIA N/A
Director of Ecologist Services and Staff Ecologist $ 183.75 N/A N/A
-Exempt/Non-exempt ($ in.94 N/A N/A
~
: $ 202.58 N/A NTA
'$ 212.71 N/A N/A
Jell uuru1cw ':i, l'+J .UU ' N/A 'If\
J:11otog1st Invertebrates, Herpetology, Aviawr•estmg l:lirds, a ·:i; 152.25 N/A N/A
Exempt/Non-exempt '$ 159.86 N/A N/A
_$ 167 .8(> I N/f\ ; "
$ Ub.L) · N/A N/A
•Mark Jcnnmgs $ 155.00 ' NIA l\l7A
:Semor Associate 1'cologst and Hcrpetolog1st '$ 162.75 . NIA NIA
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I :i, 1 /U .89 , N/A N/A
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$ 179.43 NIA N/A
$ 188.40 · N/A !~If\
'
I Effective Date of Hourly Rate
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Page I of 4
April 2018
EXHIBIT D
ConsultaDt T ive Oak Associates Jose @ Prime Consultant D Subconsultant D 2nd Tier Subconsultant
EXHIBIT 10-H2
Cost Proposal
Project No. Go-call EovironmentaJ Services Contract No, __ _ P arti cipation Amount$ __________ _ Date 6/10/2020
For Combined Rate
Fringe Benefit%
-+
OR
For Home Office Rate
+
For Field Office Rate
+
BILLING INFORMATION
Name/Job Title/Cl assification 1 Hourly Billing Rate2
Straight3 OT (1.5X) OT(2X)
Wendy Fisher* '$ 145 .00 NIA NIA
Biologist -Wetlands/Waters Permitting, Botany $ 152,25 NIA NIA -
Exempt/Non-exempt '$ 159.86 NIA NIA -$ 167.86 . NIA NIA
,$ 176.25 NIA NIA
Rebekah Jensen* ;$ 145.00 NIA NIA
Special Project Manager/ Staff Ecologist '$ 152.25 NIA NIA
Exempt/Non-exempt $ 159.86 · NIA NIA
$ 167.86 · NIA ,. NIA
$ 176.25 NIA NIA
Tom ·Haney* :i; 145 .U0 NIA NIA
Director of Cartography/GIS $ 152.25 . NIA NIA
Exempt/Non-exempt $ 159.86 . NIA NIA
$ 167.86 NIA NIA
$ 176.25 N/A NIA
uavmna unison $ U.5 .UU N/A N/A
Director of Ecologist Services and Staff Ecologist-San Jose '$ 183.75 NIA NIA
Exempt/Non-exempt ,:i; 192.94 ' N/A ,. N/A
'$ ,;u,;.)~ , NIA NIA
,$ 212.71 N/A N/A
Pamela Peterson . :i; 14).UU !WA NIA
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$ 170.25 N/A N/A
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Effective Date of Hourly Rate
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1/1/2021 12/31/2021
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1//1/2014 12/31/2014
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CALCULATION INFORMATION
Actu al or Avg. %or$
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$ 1.00
$ 1.05 5.0%
$ 1.10 5.0%
$ 1.16 5.0%
$ 1.22 5.0%
$ 1.00
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$ 1.10 5.0%
$ 1.16 5.0%
$ 1.22 5.0%
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Page 2 of 4
April 2018
EXHIBIT D
Consultarit T ive Oak Associates Jose [xi Prime Consultant -• Subconsultant D 2nd Tier Subconsultant
EXHIBIT 10-H2
Cost Proposal
Project No. Go-call Eoviraoroeota) Services Contract No. __ _ P artic ipation Amount$ __________ _ Date 6/1012020
For Combined Rate
Fringe Benefit %
-+
OR
For Home Office Rate
+
For Field Office Rate
+
BILLING INFORMATION
Name/Job Title/Classification 1 Hourly Billing Rate2
Straight3 OT (l.5X) OT(2X)
Geoff Cline* $ 155.00 NIA NIA
Senior Project Manager/ Staff Ecologist $ 162.75 NIA NIA
Exempt/Non-exempt '$ 170.89 , NIA NIA
$ 179.43 . NIA NIA
I
,$ 188.40 NIA NIA
Arren Allegretti $ 145 .00 NIA NIA
Senior Project Manager $ 152.25 NIA NIA
Exempt·'Non-exempt 1 $ 159.86 ' NIA ' N/A _,
$ 167.86 N/A NIA
,$ 176.25 NIA NIA
Katrina Krakow '$ 140.00 NIA N7A
Project Manager/ Staff Ecologist $ 147.00 N/A NIA
Exempt/Non-exempt $ 154.35 ' NIA I N/A
,$ 162.07 NIA Nil\
. $ 170.17 NIA N7A
!'latnan ttale :ti 140.00 , N/A Nil\
Project Manager, :staff Ecologist $ 147.00 ' N/A !'<IA
Exempt/Non-exempt :ti 154.35 , N/A NIA
' $ 162.07 NIA N/A
,$ 170.17 NIA NIA
Kobert :Sh1e1as• :i, IL).00 N/A !'<IA
Assistant Project Manager $ 131.25 NIA NIA
-Exempt/Non-exempt '$ 137 .81 N/A N/A
$ 144.70 N/A N/A
:i, l)l.Y4 · N/A NIA
Jara Jonnson-Keny· '. :i, I IU.UU ' N/A !'<If\
I Statt Ecologist $ 115.50 N/A N/A
Exempt/Non-exempt '$ 12l.2~ !'<IA ""
:i, IL/,J4 NIA ,'ff-I.
$ 133 .71 , NIA ~
General &Administrative % Combined ICR%
-
Effective Date of Hourly Rate
From To
6110/2020 12/31/2020
1/112021 12/3112021
1/1/2022 12/31/2022
1/112023 12/3112013
1//1/2014 12/31/2014
6/10/2020 12/31/2020
1/1/2021 12/31/2021
1/1/2022 12/31/2022
1/1/2023 12/31/2013
1//1/2014 IL/Jl/L0l4
o7]1177n7(1 T213172ID0
1/1/2021 12/31/202 I
1/1/2022 12/31/2022
1/1/2023 12/31/2013
1//112014 1213112014
6/1012020 12131 'LVLV
1/1/2021 12/311.lU.ll
1/112022 12131'LUU
TTr/2023 T213T/LUU
1//112014 1213i•Lvl4
b/lU/L0L0 IL/JI/LULU
1/112021 1213lt.lV.ll
11112022 12/31,Luu
1/112023 12131/L0IJ
T7717WT4 TI7JtuUl4
b/10/L0L0 IL/Jf/2020
1/1/2021 12131/L0LI
1/112022 12/31/LUU
II 1/LUn ILISl!LOIJ
TT/17ZOT4 1Zl3l/LUl4
=
=
=
Fee
CALCULATION INFORMATION
Actual or Avg. %or$
Hourly Ratc4 Increase
-. $ 1.00
'$ 1.05 5.0%
$ 1.10 5.0%
$ 1.16 5.0%
$ 1.22 5.0%
$ 1.00
$ 1.05 5.0%
$ 1.10 5.0%
$ 1.16 5.0%
$ 1.22 5.v,o
$ I.OU
$ 1.05 5.0%
$ 1.10 5.0%
$ 1.16 5 .0%
$ 1.22_ 5.0%
:i, LUU
:ti 1.0:i :i.u,o
:i, LIU ),Uo/o
:ti 1.16 :i .uo/o
:i, J.U ).Uo/o
:ti I.OU
$ 1.0:, ).Vo/o
$ 1.10 5.Uo/o
$ I.lb ),Vo/o
$ 1.22 5.Uo/o
:i, I.VU
:i, 1.0) ).0o/o
:i, I.IU ).Uo/o
• :i, I.lb ).Vo/0
:i, I.LL ).Uo/o
110 .00%
0.00%
0.00%
15.00%
Hourly Range -for Classifications
:
'
!
''
I
I
I
Only
NIA
NIA
NIA
NIA
NIA
NIA
Page 3 of 4
April 2018
EXHIBIT D
Consultal11 I ive Oak Associates Iese @ Prime Consultant 0 Subconsultant D 2nd Tier Subconsultant
EXHIBIT 10-H2
Cost Proposal
Project No. On-call Eovimorueotal Services Contract No. __ _ Participation Amount$ __________ _ Date 6/10/2020
For Combined Rate
Fringe Benefit% General &Administrative % Combined ICR%
-+ --110 .00%
OR
For Home Office Rate
+ = 0.00%
For Field Office Rate
+ = 0.00%
Fee 15.00%
BILLING INFORMATION CALCULATION INFORMATION
I Name/Job Title/Classification Hourly Billing Rate2 Effective Date of Hourly Rate
Actual or Avg. %or$ Hourly Range -for Classifications
Straight3 OT (l.5X) OT(2X) From To
Hourly Ratc4 Increase
1. Key personnel.!!!..!!l! be marked with an asterisk(*) and employees that are subject to prevailing wage requirements must be marked with two asterisks(**). All costs must comply with the Federal cost principles.
Subconsultants will provide their own cost proposals.
2. The cost proposal format shall not be amended.
3 . Billing rate= actual hourly rate • (1 + !CR) • (1 + Fee). Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant
agency or accepted by Caltrans. All costs must comply with the Federal cost principles for reimbursement.
4 . For named employees and key personnel enter the actual hourly rate. For classifications only, enter the Average Hourly Rate for that classification.
Only
Page4 of4
April 2018
EXHIBIT D
NOTES:
1. Key personnel must be marked with an asterisk(*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (**).All costs
must comply with the Federal cost principles. Subconsultants will provide their own cost proposals.
2. The cost proposal format shall not be amended .
3. Billing rate= actual hourly rate* (1 + ICR) * (1 + Fee). Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting
period and established by a cognizant agency or accepted by Caltrans . All costs must comply with the Federal cost principles for reimbursement.
4 . For named employees and key personnel enter the actual hourly rate. For classifications only, enter the Average Hourly Rate for that classification .
EXHIBIT 10-H2 COST PROPOSAL Page2ot3
SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL ORAS-NEEDED CONTRACTS)
(CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Consultant Live Oak Associates, Inc. 0 Prime Consultant D Subconsultant
Project No. __________ _ Contract No. ---------Date ---------
SCHEDULE OF OTHER DIRECT COST ITEMS (Add additional pages as necessary)
Description of Item Quantity Unit Unit Cost Total
Mileage Costs Mile $0.58
Equipment Rental and Supplies NA
Permit Fees NA
Plan Sheets NA
Test NA
Vehicle NA
Subconsultant 1:
Subconsultant 2 :
Subconsultant 3 :
Subconsultant 4:
Subconsultant 5 :
Note : Add additional pages if necessary.
NOTES :
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 0.00
$ 0.00
1 . List other direct cost items with estimated costs. These costs should be competitive in their respective industries and supported with appropriate documentation .
2. Proposed ODC items should be consistently billed regardless of client and contract type .
3. Items when incurred for the same purpose, in like circumstance, should not be included in any indirect cost pool or in the overhead rate .
4. Items such as special tooling, will be reimbursed at actual cost with supporting documentation (invoice).
5. Items listed above that would be considered "tools of the trade" are not reimbursable as other direct cost.
6. Travel related costs should be pre-approved by the contracting agency and shall not exceed current State Department of Personnel Administration rules.
Page 5 of9
January 2020
Local Assistance Procedures Manual EXHIBIT D ATTACHMENT F EXHIBIT 10-H2 COST PROPOSAL Page3ot3 Certification of Direct Costs: EXHIBIT 10-H2 Cost Proposal I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actuai, reasonaoie, aiiowabi~. and allocable to the coiltract in accordance with the contract terms and the following requirements: 7. Generally Accepted Accounting Principles (GAAP) 8. Terms and conditions of the contract 9. Title 23 United States Code Section 112 -Letting of Contracts 10. 48 Code of Federal Regulations Part 31 -Contract Cost Principles and Procedures 11. 23 Code of Federal Regulations Part 172-Procurement, Management, and Administration of Engineering and Design Related Service 12. 48 Code of Federal Regulations Part 9904 -Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the prOject files and be in compliance with applicable federal and state requirements. Costs that are noncom pliant with the federal and state requirements are not eligible for reimbursement. Prime Consultant or Subconsultant Certifxing: N · Alden Swa~ ame· . · S~naWre; z= ~Y::5 Email: aswanton@loainc.com Address: 39930 Sierra Way # B, Oakhurst, CA 93644 Title*: Controller Date of Certification (mm/dd/yyyy): 06/10/2020 Phone Number: _5_59_-_64_2_-4_8_8_0 ______ _ * An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract. List services the consultant is providing under the proposed contract: General Biological consulting services including, but not limited to the following: Natural Environment Studies (NES) / NES Minimal Impacts (Ml), revegetation plans, habitat management plans, and mitigation planning, focused special status species surveys and consultations, delineation of Waters of U.S. and other jurisdictional waters, arborist evaluations, CEQA/NEPA compliance (biological studies), preconstruction surveys, worker training, and construction monitoring, and regulatory permitting. Page 7 of 9 January 2020
t::XHlt:SI I t:: ATrACHMENTE Local Assistance Procedures Manual Exhibit 10-K Consultant Annual Certification of Indirect Costs and Financial Management System EXHIBIT 10-K CONSULT ANT ANNUAL CERTIFICATION OF INDIRECT COSTS AND FINANClAL MANAGEMENT SYSTEM (Note: If a Safe Harbor llldirect Cost Rate is approved, thisfon11 is 1101 required.) ' ;, · '"''"''· "s oc·1-t"'-,.,..._ Consultant's Full Legal Name: i:..., vc va" " c. o~, ,1 ,v. Important: Consultant means the individual or consultant providing engineering and design related services as a party of a contract with a recipient or sub-recipient of Federal assistance. Therefore, the Indirect Cost Rate(s) shall not be combined with its parent company or subsidiaries. Indirect Cost Rate; Combined Rate _1_1_0 ________ % OR Home Office Rate. __________ % and Field Office Rate (if applicable), ________ % Facilities Capital Cost of Money _____ ¾ (if applicable) Fiscal period* 1/1/2019 -12/31/2019 * Fiscal period is annual one year applicable accounting period that the Indirect Cost Rate was developed (not the contract period). The Indirect Cost Rate is based on the consultant's one-year applicable accounting period for which financial statements are regularly prepared by the consultant. I have reviewed the proposal to establish an Indirect Cost Rate(s) for the fiscal period as specified above and have determined to the best ofmy knowledge and belief that: • All costs included in the cost proposal to establish the indirect cost rate(s) are allowable in accordance with the cost principles of the Federal Acquisition Regulation (FAR) 48, Code of Federal Regulations (CFR), Chapter 1, Part 31 ( 48 CFR Part 31 ); • The cost proposal does not include any costs which are expressly unallowable under the cost principles of 48 CFR Part 3 l; • The accounting treatment and billing of prevailing wage cieita costs are consistent with our prevailing wage policy as either direct labor, indirect costs, or other direct costs on all federally-funded A&E Consultant Contracts. • All known material transactions or events that have occurred subsequent to year-end affecting the consultant's ownership, organization, and indirect cost rates have been disclosed as of the date of this certification. I am providing the required and applicable documents as instructed on Exhibit 10-A. Financial Management System: Our labor charging, job costing, and accounting systems meet the standards for financial reporting, accounting records, and 1rlit!ma11 cuiiltul adeqlfale tu de11J.U1i~l•rate t17at cu;t; clat;itt~d .~u;~ !1~1'i ,~":[:Jtiid, ::ppt~pr}~!i};1 accounted for, are allocable to the contract, and comply with the federal requirements as set forth in Title 23 United States Code (U.S.C.) Section I 12(b)(2); 48 CFR Part 31.20 J -2(d); 23 CFR, Chapter I, Part 172.11 (a)(2); anO a\) appfa;a'c,'1t: !>'Ui'tt: am\ foCtt:ra11 n:1,~~ 'aT,~ ,~.:g~},U,\'C/1.'R>. Our financial management system has the following attributes: • Account nu~bers identifying allowable direct, indirect, and unallowable cost accounts; • Ability to accumulate and segregate allowable direct, indirect, and unallowable costs into separate cost Page 1 of2 March 2018
l::XHll::il I I:: ATTACHMENT E Local Assistance Procedures Manual Exhibit I 0-K Consultant Annual Certification of Indirect Costs and Financial Management System accounts; • Ability to accumulate and segregate allowable direct costs by project, contract and type of cost; • Internal controls to maintain integrity of financial management system; • Ability to account and record costs consistently and to ensure costs billed are in compliance with FAR; Ability to ensure nd den onstr:itc C:)st:; billed :·::.:01:::lc t:) g:n :·:1! ledgers and job costing system; and • Ability to ensure costs are in compliance with contract tenns and federal and state requirement Cost Reimbursements on Contracts: I also understand that failure to comply with 48 CFR Pait 16.30 l-3 or knowingly charge unallowable costs to Federal-Aid Highway Program (F AHP)" contracts may result in possible penalties and sanctions as provided by the following: • Sanctions and Penalties -23 CFR Part 172.11 (c)(4) • False Claims Act -Title 31 U.S.C. Sections 3729-3733 • Statements or entries generally -Title l 8 U.S.C. Section l 00 I • Major Fraud Act -Title 18 U.S.C. Section I 031 An A&E Contract Information; • Total participation amount$ _________ on all State and FAHP contracts for Architectural & Engineering services that the consultant received in the last three fiscal periods. • The number of states in which the consultant does business is __ _ • Years of consultant's experience with 48 CFR Patt 31 is ___ _ • Audit history of the consultant's cwTent and ptior years (if applicable) 0 Cognizant ICR Audit • Local Gov't ICR Audit • Caltrans ICR Audit El CPA ICR Audit O Federal Gov't ICR Audit I, the undersigned, certify all of the above to the best of my knowledge and belief and that I have reviewed the Indirect Cost Rate Schedule to dete1mine that any costs which are expressly unallowable under the Federal cost principles have been removed and comply with Title 23 U .S.C. Section I l 2{b)(2), 48 CFR Part 31, 23 CFR Part 172, and all applicable state and federal mies and regulations. I also certify that I understand that all documentation of compliance must be retained by the consultant. I hereby acknowledge that costs that are noncompliant with the federal and state re · · ible for reimbursement and must be returned to Caltrans. Name**:Alde ..... ,.,....,,,Tr_,.,.__. Title**: Controller -------------------Sign a tu re: { -;;,-£-~-=--=-J£.-f'==--~-.i..:=.----ate of Certification (mm/dd/yyyy): 6/10/2020 Email**: aswanton@loainc. Phone Number**: 559-642-4880 ---------------••An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President, a Chief Financial Officer, or equivalent, who has authority to represent the financial infonnation used to establish the indin.-ct cost rate. Note: Both prime and s11bcons11/tm1ts as pa,ties of a co11tract 11111st complete their own Exhibit I 0-Kforms. Ca/trans will not process local agency's invoices until a complete Exhibit /0-K form is accepted and approved by Ca/trans Audits and Investigations. Distribution: I) Original -Local Agency Project File 2) Copy -Consultant 3) Copy -Caltr.ms Audits and Investigations Page2 of2 March 2018
Local Assistance Procedures Manual EXHIBIT F Exhibit 10-S Consultant Performance Evaluation Exhibit 10-S Consultant Performance Evaluation I. PROJECT DATA 2. CONSULTANT DATA la. Project (include title, location, and Activity/CIP No.) 2a. Consultant Name and Address lb. Brief Description of Project (design, study, etc.) 2b. Consultant's Manager le. Budget Cost for Project: $ 2c. Phone: 3. AGENCY DEPARTMENT/SECTION RESPONSIBLE 3a. Department (include section and division) 3b. Agency Project Manager (name & phone) 4. CONTRACT DATA (Engineering Services) 4a. Contract No.: Termination date: Base Fee: $ Agreement date: Date terminated: Contingency: $ 4b. Amendment $ I # $ I # (Total Value) (Initiated by Agency) (Total Value) (Initiated by Agency) 4c. Change Order $ I # $ I # (Total Value) (Initiated by Agency) (Total Value) (Initiated by Agency) 4d. Total Fee per Agreement (4a. + 4b. + 4c.) $ Total Fee Paid $ (Do not include Contingency Listed in 4a.) 4e. Type of 4f. Historical Record of Key Submittal Dates ( enter date or n/a if not applicable) Services Preliminary 30% 70% 90% 100% (Design, study, Per Agreement etc.) Delivery Date Acceptance Date 4j. Reasons for Change Orders: (Indicate total for each reason) 4g. Notice To Proceed (date) Errors/Omissions $ % of Base Fee Unforeseen Conditions $ % of Base Fee 4h. Number of Days (number) Changed Scope $ % of Base Fee Changed Quantities $ % of Base Fee 4i. Actual Number of Days (number) Program Task Options $ % of Base Fee 5.OVERALL RATING (Complete Section II on reverse, include comments as aooropriate.) Outstanding Above Average Below Poor Average Average 5a. Plans/Specifications accuracy 5b. Consistency with budget 5c. Responsiveness to Agency Staff 5d. Overall Rating 6. AUTHORIZING SIGNATURES 6a. Agency Design Team Leader Date: 6b. Agency Project Manager Date: 6c. Agency Public Works Manager Date: 6d. Consultant Representative Date: See Reverse Side LPP 13-01 Final 0.00% 0.00% 0.00% 0.00% 0.00% NIA Page 1 of2 May 8, 2013
Local Assistance Procedures Manual PLANS/SPECIFICATIONS Outstanding Above ACCURACY Avg. Plans Specifications clear and concise Plans/Specs Coordination Plans/Specs properly formatted Code Requirements covered Adhered to Agency Standard Drawings/Specs Drawings reflect existing conditions As-Built Drawings Quality Design Change Orders due to design deficiencies arc minimized Section Ill Item Mileage C: Item Equipmenl: Item Permit Fee: Item Plan Sheet : Item Test Item Vehicle *Indicates supporting documentation attached. LPP 13-01 EXHIBIT F Avg. Below Poor NIA Responsiveness Outstanding Avg. To Staff Timely Responses Attitude toward Client and review bodies Follows directions and Chain of responsibility Work product delivered on time Timeliness in notifying Agency of major problems Resolution offield Problems Consistency with budget Reasonable Agreement negotiation Adherence to fee schedule Adherence to project Budget EXPLANATIONS AND SUPPLEMENTAL INFORMATION (Attach additional documentation as needed) Exhibit 10-S Consultant Performance Evaluation Above Avg. Avg. On-Call Environm 0 Below Avg. ~ntal COJ Poor NIA sultant Pervices Page 2 of2 May 8, 2013
EXHIBIT G Fiscal Year 2020/2021 California Department of Transportation Debarment and Suspension Certification As required by US. DOT regulations on governmentwide Debarment and Suspension (Nonprocurement), 49 CFR 29.100: 1) The Applicant certifies, to the best of its knowledge and belief, that it and its contractors, subcontractors and subrecipients: a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; b) Have not, within the three (3) year period preceding this certification, been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, state, or local) transaction or contract under a public transaction, violation of Federal or state antitrust statutes, or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, state, or local) with commission of any of the offenses listed in subparagraph (l)(b) of this certification; and d) Have not, within the three (3) year period preceding this certification, had one or more public transactions (Federal, state, and local) terminated for cause or default. 2) The Applicant also certifies that, if Applicant later be~omes aware of any information contradicting the statements of paragraph (1) above, it will promptly provide that information to the State. 3) If the Applicant is unable to certify to all statements in paragraphs (1) and (2) of this certification, through those means available to Applicant, including the General Services Administration's Excluded Parties List System (EPLS), Applicant shall indicate so in its applications, or in the transmittal letter or message accompanying its annual certifications and assurances, and will provide a written explanation to the State. January 2020
EXHIBITG DEPARTMENT OF TRANSPORTATION DEBARMENT AND SUSPENSION CERTIFICATION FISCAL YEAR 2020/2021 SIGNATURE PAGE In signing this document, I declare under penalties of perjury that the foregoing certifications and assurances, and any other statements made by me on behalf of the Applicant are true and correct. Signature ______________ _ Date _______ _ Printed Name --------------As the undersigned Attorney for the above named Applicant, I hereby affrrm to the Applicant that it has the authority under state and local law to make and comply with the certifications and assurances as indicated on the foregoing pages. I further affrrm that, in my opinion, these certifications and assurances have been legally made and constitute legal and binding obligations of the Applicant. I further affrrm to the Applicant that, to the best of my knowledge, there is no legislation or litigation pending or imminent that might adversely affect the validity of these certifications and assurances or of the performance of the described project. AFFIRMATION OF APPLICANT'S ATTORNEY For _________________ (Name of Applicant) Signature Date _______ _ Printed Name of Applicant's Attorney _______________ _ January 2020
1 2 3 4 5 In the matter of EXHIBIT H File /ll5123 February 231 1999 Resolution U99-086 BEFORE THE BOARD OF SUPERVISORS OF THE GOUNTY OF FRESNO STATE OF CALIFORNIA ) Adoption of Standard Conflict of Interest 6 Code for All County Departments. Resolution #99-086 7 8 Whereas1 the Politlcal Reform Act, Government Cede section 81 ODO et seq .• 9 requires state and local government agsncfes to adopt and promulgate conflict of Interest 1 O codes; and 11 Whereas, the Fair Political Practices Commission has_ adopted a regulation, 2 12 California Code of Regulations section 18730, which contains the terms of a standard 13 conflict of interest code, and which may be amended by the Fair Political Practices 14 Commission after public notices and hearings to conform to amendments to the Polltlcal 15 Reform Act; and 16 17 18 19 20 Whereas, any local agency may incorporate this standard conflict of interest code, and 1hereafter need not amend the text of its code to confonn to future amendments to the Polit1ca1 Reform Act or its regulations; and Whereas1 the Board of Supervisors Is the code reviewing body for all County departments except courts; and Whereas, the Board of Supervisors may adopt the standard conflict of interest 21 code on behalf of all County departments. 22 Now therefore ~e it resolved, that the terms of 2 California Code of Regulations 23 section 18730, and any amendments to it duly adopted by the Fair Political Practices 24 Commission, are hereby incorporated by reference and, along with the Exhibits A and B 25 approved previously, today, or in the future, by this Board for each County department, in 26 which officers and employees are designated and disclosure categories are set forth, 27 28 1
1 2 3 EXHIBIT H constitute the conflict of interest codes of each County department except courts. Conflict of Interest fonns shall be filed as follows: 1. As required by Government Code Section 87500, subdivision (e), the 4 County Administrative Officer, District Attorney, County Counsel, and Auditor-5 Controllerrrreasurer-Tax Collector shall file one original of their statements with the County 6 Clerk, who shall make and retain copies and forward the originals to the Fair Pontical 7 Practices Commission, which shall be the -filing officer. The County Adminfstrative Officer, 8 District Attorney, County Counsel, and Auditor-Contmllerffreasurer-Tax Collector shall also 9 file one copy of their statements with the Clerk to the Board of Supervisors. 10 2. As requlred by Government Code secllon 87500, subdivision 0), all other 11 department heads shall file one original of their statements with their departments. The filing 12 officer of each department shall make and retain a copy of the department head's statement 13 and shall forward the origlnal to the Clerk to the Board of Supervisors. 14 15 1-6 17 18 19 20 21 22 23 3. All other designated employees shall file one original of their statements with their departments. All statements shall be public records and shall be made available for public inspection and reproduction. (Gov. Code, § 81008.) of Adopted at a regular meeting of the Board of Supervisors, held on the 23rd day Febrna:ry , 19...22._, by the following vote, to wit Ayes: Supervisors Koligian, Case, Arambula, olcen, Levy Noes: None Absent: None 24 ATTEST: SHARI GREENWOOD, CLERK 25 BOARD OF SUPERVISORS 26 ) r , "', 27Byu~~ eput-y · .-28 File t.115123 · Agenda ./128 Resolution #99-086 2
EXHIBIT H EXHIBIT 11A11 PUBLIC WORKS AND PLANNING Classification Accountant I / II / Senior I Supervising Architect Bui!ding Inspector I / IJ Building Plans Engineer Capital Projects Division Manager Chief Accountant Chief Building Inspector Chief of Field Surveys Community Development Manager Consultant Deputy Director of Planning Deputy Director of Public Works Development Services Manager Director of Public Works and Planning Disposal Site Supervisor Engineer I / II / III Field Survey Supervisor Geologist I / II / Ill Housing Rehabilitation Specialist I / IJ / Ill Parks and Grounds Superintendent Planner I / II / Ill / Senior/ Principal" Principal Accountant Principal Engineer Principal Housing Rehabilitation Specialist Category 2,3 1 1 1 1 1 1 1 1 ,. 1 1 1 1 2,3 1 1 1 1 2,3 1 1 1 1
EXHIBIT H Classification Public Works Division Engineer Real Property Agent-Assistant I Associate / Senior Real Property Manager Resources Manager Road Maintenance Supervisor R~ad Superintendent Senior Architect Senior Economic Development Analyst Senior Engineer Senior Engineering Technician Senior Geologist Senior Information Technology Analyst Staff Analyst I I II / Ill / Senior I PrlnGipal Staff Analyst 1-A I II-A / I II-A Supervising Building Inspector Supervising Engineer Supervising Land Surveyor Supervising Water/Sewer Specialist Systems and Procedures Analyst I/ II/ Ill/ Senior Systems and Procedures Manager Traffic Maintenance Supervisor Category 1 1 1 1 2,3 2,3 1 1 1 1 1 1 1 1 1 1 1 2, 3 1 1 2,3 * Consultants shall be included in 1he list of designated employees and shall disclose pursuant to the broadest disclosure category in the code subject to the following limitation: The Director of Public Works and Planning may determine In writing that a particular consultant. although a "designated posltlon,11 Is hired to perform a range of duties that is limited in scope and thus is not required to fully comply with the disclos·ure requirements in this section. Such written determinallon shall include a description of 1he consultant's duties and, based upon that description, a statement of the extent of disclosure requirements, The Director of Public Works and Planning's determination is a public record and shall be retained for publlc inspection In the same manner and location as thl s conflict of Interest code.
EXHIBIT H EXHIBIT "B,, PUBLIC WORKS AND PLANNING 1. Persons in this category must disclose all investments, interests in real property and income, and business positions. Financial interests are reportable only if located WiHlin or subject to the jurisdiction of Fresno· Countyi or ·if the business entity· is-doing business or planning to do business in the jurisdiction, or has done business within U,e jlirisdictioh at any-tiin'e during the two years pncino ··the filing of 1he statement Real · property shall be deemed to be within the 11jurisdiction" of the County if it is located within or not more than two miles outside the boundaries of the County (including its incorporated cities), or within two miles of any land owned or used by 1he County. 2. Persons in this category shall disclose all investments in, income from, and business positions with any business entity which. within the last two years, has contracted or in the future may forseeably contract with Fresno County through its Publiq Works and Planning Department,.Solid Waste Commissions within the jurisdiction, or to any other joint powers agency which Fresno County Is a member to provide service~, supplies, materials, machinery, or equipment to the County. 3. Persons in the category shall disclose all interests in real property within the jurisdiction. Real Property shall be deemed to be within the jurisdiction if the property or any part of it Is located within or not more than two miles outside the boundaries of Fresno County (including its incorporated cities) or within two mile of any land owned or operated by the County.
l::XHlt:SI I H Live Oak Associates, Inc. Conflict of Interest Disclosure Statement Live Oak Associates, Inc. has NO investments, interests in real property or income, or business positions within or subject to the jurisdiction of Fresno County. Live Oak Associates Inc. is under contract with Provost and Pritchard Consulting Group as a subconsultant for various projects. It is my understanding that Provost and Pritchard Consulting Group may be, or has been within the last two years, contracted with Fresno County, and may foreseeably be in the future, through its Public Works and Planning Department, Solid Waste Commissions within the jurisdiction, or other joint powers agency which Fresno County is a member to provide services, supplies, materials, machinery, or equipment to.
Local Assistance Procedures Manual EXHIBIT I EXHBIT 10-Q Disclosure of Lobbying Activities EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES COMPLETE THIS FORM TO DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 1352 1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type: D a. contract D a. bid/offer/application D a. initial b. grant b. initial award b. material change c. cooperative agreement c. post-award d. loan For Material Change Only: 4. 6. 8. 10. e. loan guarantee f. loan insurance Name and Address of Reporting Entity r;-JPrime ~ Oak Associates, Inc. 39930 Sierra Way Osubawardee Tier ___ , if known Oakhursk CA 93644 D. . 'fkn (;on6ress10nal 1stnct, 1 own Federal Department/ Agency: Federal Action Number, if known: Name and Address of Lobby Entity (If individual, last name, first name, MI) year __ quarter ___ _ date oflast report ___ _ 5. If Reporting Entity in No. 4 is Subawardee, Enter Name and Address of Prime: Congressional District, if known 7. Federal Program Name/Description: CFDA Number, if applicable ________ _ 9. Award Amount, if known: 11. Individuals Performing Services (including address if different from No. I 0) (last name, first name, MI) (attach Continuation Sheet(s) if necessary) 12. Amount of Payment (check all that apply) $ On-QJ:111 Envirc D actual D planned 13. Form of Payment ( check all that apply): B a. cash b. in-kind; specify: nature ______ _ Value ------14. Type of Payment (check all that apply) a. retainer b. one-time fee c. commission d. contingent fee e deferred f. other, specify no Payment made 15. Brief Description of Services Performed or to be performed and Date(s) of Service, including officer(s), employee(s), or member(s) contacted, for Payment Indicated in Item 12: Live Oak Associates has not conducted any lobbying activities. (attach Continuation Sheet(s) if necessary) 16. Continuation Sheet(s) attached: Yes D 17. Information requested through this form is authorized by Title 31 U.S.C. Section 1352. This disclosure of lobbying reliance was placed by the tier above when his transaction was made or entered into. This disclosure is required pursuant to 31 U.S.C. 1352. This information will be reported to Congress semiannually and will be available for public inspection. Any person who fails to file the required disclosure shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Federal Use Only: No EJ Signature: __ µ Print Name: Austin Pearson Title: Director of Ecological Services Telephone No.: 559-642-4880 Date: 11/12/2020 Authorized for Local Reproduction Standard Form -LLL Standard Fonn LLL Rev. 04-28-06 Distribution: Orig-Local Agency Project Files LPP 13-01 Page 1 May 8, 2013
Local Assistance Procedures Manual EXHIBIT I EXHBIT 10-Q Disclosure of Lobbying Activities INSTRUCTIONS FOR COMPLETING EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES This disclosure form shall be completed by the reporting entity, whether subawardee or prime federal recipient at the initiation or receipt of covered federal action or a material change to previous filing pursuant to title 31 U.S.C. Section 1352. The filing of a form is required for such payment or agreement to make payment to lobbying entity for influencing or attempting to influence an officer or employee of any agency, a Member of Congress an officer or employee of Congress or an employee of a Member of Congress in connection with a covered federal action. Attach a continuation sheet for additional information if the space on the form is inadequate. Complete all items that apply for both the initial filing and material change report. Refer to the implementing guidance published by the Office of Management and Budget for additional information. 1. Identify the type of covered federal action for which lobbying activity is or has been secured to influence, the outcome of a covered federal action. 2. Identify the status of the covered federal action. 3. Identify the appropriate classification of this report. If this is a follow-up report caused by a material change to the information previously reported, enter the year and quarter in which the change occurred. Enter the date of the last, previously submitted report by this reporting entity for this covered federal action. 4. Enter the full name, address, city, state, and zip code of the reporting entity. Include Congressional District if known. Check the appropriate classification of the reporting entity that designates ifit is or expects to be a prime or subaward recipient. Identify the tier of the subawardee, e.g., the first subawardee of the prime is the first tier. Subawards include but are not limited to: subcontracts, subgrants, and contract awards under grants. 5. If the organization filing the report in Item 4 checks "Subawardee" then enter the full name, address, city, state, and zip code of the prime federal recipient. Include Congressional District, if known. 6. Enter the name of the federal agency making the award or loan commitment. Include at least one organization level below agency name, if known. For example, Department of Transportation, United States Coast Guard. 7. Enter the federal program name or description for the covered federal action (item!). If known, enter the full Catalog of Federal Domestic Assistance (CFDA) number for grants, cooperative agreements, loans and loan commitments. 8. Enter the most appropriate federal identifying number available for the federal action identification in item 1 ( e.g., Request for Proposal (RFP) number, Invitation for Bid (IFB) number, grant announcement number, the contract grant. or loan award number, the application/proposal control number assigned by the federal agency). Include prefixes, e.g., "RFP-DE-90-001." 9. For a covered federal action where there has been an award or loan commitment by the Federal agency, enter the federal amount of the award/loan commitments for the prime entity identified in item 4 or 5. 10. Enter the full name, address, city, state, and zip code of the lobbying entity engaged by the reporting entity identified in Item 4 to influence the covered federal action. 11. Enter the full names of the individual(s) performing services and include full address if different from 10 (a). Enter Last Name, First Name and Middle Initial (Ml). 12. Enter the amount of compensation paid or reasonably expected to be paid by the reporting entity (Item 4) to the lobbying entity (Item 10). Indicate whether the payment has been made (actual) or will be made (planned). Check all boxes that apply. If this is a material change report, enter the cumulative amount of payment made or planned to be made. 13. Check all boxes that apply. If payment is made through an in-kind contribution, specify the nature and value of the in-kind payment. 14. Check all boxes that apply. If other, specify nature. 15. Provide a specific and detailed description of the services that the lobbyist has performed or will be expected to perform and the date(s) of any services rendered. Include all preparatory and related activity not just time spent in actual contact with federal officials. Identify the federal officer(s) or employee(s) contacted or the officer(s) employee(s) or Member(s) of Congress that were contacted. 16. Check whether or not a continuation sheet(s) is attached. 17. The certifying official shall sign and date the form, and print his/her name title and telephone number. Public reporting burden for this collection of information is estimated to average 30-minutes per response, including time for reviewing instruction, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Office of Management and Budget, Paperwork Reduction Project (0348-0046), Washington, D.C. 20503. SF-LLL-Instructions Rev. 06-04 LPP 13-01 Page 2 May 8,2013
EXHIBIT J SELF-DEALING TRANSACTION DISCLOSURE FORM (1) Company Board Member Information: Name: Date: Job Title: (2) Company/Agency Name and Address: (3) Disclosure (Please describe the nature of the self-dealing transaction you are a party to) (4) Explain why this self-dealing transaction is consistent with the requirements of Corporations Code 5233 (a) (5) Authorized Signature Signature: Date:
EXHIBIT J SELF-DEALING TRANSACTION DISCLOSURE FORM INSTRUCTIONS In order to conduct business with the County of Fresno (hereinafter referred to as "County"), members of a contractor's board of directors (hereinafter referred to as "County Contractor"), must disclose any self-dealing transactions that they are a party to while providing goods, performing services, or both for the County. A self-dealing transaction is defined below: "A self-dealing transaction means a transaction to which the corporation is a party and which one or more of its directors has a material financial interest" The definition above will be utilized for purposes of completing the disclosure form. (1) Enter board member's name, job title (if applicable), and date this disclosure is being made. (2) Enter the board member's company/agency name and address. (3) Describe in detail the nature of the self-dealing transaction that is being disclosed to the County. At a minimum, include a description of the following: a. The name of the agency/company with which the corporation has the transaction; and b. The nature of the material financial interest in the Corporation's transaction that the board member has. (4) Describe in detail why the self-dealing transaction is appropriate based on applicable provisions of the Corporations Codes. (5) Form must be signed by the board member that is involved in the self-dealing transaction described in Sections (3) and (4).
EXHIBIT K Appendix E of the Title VI Assurances (US DOT Order 1050.2A) During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following nondiscrimination statutes and authorities; including but not limited to: Pertinent Nondiscrimination Authorities: • litle VI of the Civil Rights Act of 1964 (42 U .S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • lhe Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U .S.C. § 4601 ), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Federal-Aid Highway Act of 1973, (23 U .S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); • Section 504 of the Rehabilitation Act of 1973, (29 U .S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; • lhe Age Discrimination Act of 1975, as amended, (42 U .S.C. § 6101 et seq.), (prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982, (49 U .S.C. § 4 71, Section 4 7123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • lhe Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of litle VI of the Civil Rights Act of 1964, lhe Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal-aid recipients, subrecipients and contractors, whether such programs or activities are Federally funded or not); • litles 11 and 111 of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38;
EXHIBIT K • The Federal Aviation Administration's Nondiscrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U .S.C. 1681 et seq).