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HomeMy WebLinkAboutP-23-201 Tone Consulting Group LLC.pdf coU�� County of Fresno INTERNAL SERVICES DEPARTMENT Facilities• Fleet• Graphics• Purchasing •Security•Technology O� 185 O ORES PROCUREMENT AGREEMENT Agreement Number P-23-201 May 8, 2023 Tone Consulting Group, LLC 3575 Prescott Avenue Clovis, CA. 93619 The County of Fresno (County) hereby contracts with Tone Consulting Group, LLC (Contractor) to provide broadband and grant consulting services in accordance with the text of this agreement, and Attachment "A", by this reference made a part hereof. TERM: This Agreement shall become effective May 8, 2023 and shall remain in effect through May 7, 2024. EXTENSION: This Agreement may be extended for two (1) additional one (1)year periods by the mutual written consent of all parties. MINIMUM ORDERS: Unless stated otherwise there shall be no minimum order quantity. The County reserves the right to increase or decrease orders or quantities. CONTRACTOR'S SERVICES: Contractor shall perform the services as described in Attachment"A" attached, at the rates set forth in Attachment"A". ORDERS: Orders will be placed on an as-needed basis by County Administrative Office under this contract. PRICES: Prices shall be firm for the contract period. MAXIMUM: In no event shall services performed and/or fees paid under this Agreement be in excess of Two Hundred Thousand Dollars ($200,000.00) ADDITIONAL ITEMS: The County reserves the right to negotiate additional items to this Agreement as deemed necessary. Such additions shall be made in writing and signed by both parties. DELIVERY: The F.O.B. Point shall be the destination within the County of Fresno. All orders shall be delivered complete as specified. All orders placed before Agreement expiration shall be honored under the terms and conditions of this Agreement. DEFAULT: In case of default by Contractor, the County may procure the articles/services from another source and may recover the loss occasioned thereby from any unpaid balance due the Contractor or by any other legal means available to the County. The prices paid by County shall be considered the prevailing market price at the time such purchase is made. Inspection of deliveries or offers for delivery, which do not meet specifications, will be at the expense of Contractor. 333 W. Pontiac Way, Clovis, CA 93612 / (559) 600-7110 *The County of Fresno is an Equal Employment Opportunity Employer* PROCUREMENT AGREEMENT NUMBER: P-23-201 Page 2 Tone Consulting Group, LLC May 8, 2023 INVOICING: An itemized invoice shall be sent to requesting County department in accordance with invoicing instructions included in each order referencing this Agreement. The Agreement number must appear on all shipping documents and invoices. Invoice terms shall be Net 45 Days. INVOICE TERMS: Net forty-five (45)days from the receipt of invoice. TERMINATION: The County reserves the right to terminate this Agreement upon thirty (30)days written notice to the Contractor. In the event of such termination, the Contractor shall be paid for satisfactory services or supplies provided to the date of termination. LAWS AND REGULATIONS: The Contractor shall comply with all laws, rules and regulations whether they be Federal, State or municipal, which may be applicable to Contractor's business, equipment and personnel engaged in service covered by this Agreement. AUDITS AND RETENTION: Terms and conditions set forth in the agreement associated with the purchased goods are incorporated herein by reference. In addition, the Contractor shall maintain in good and legible condition all books, documents, papers, data files and other records related to its performance under this contract. Such records shall be complete and available to Fresno County, the State of California, the federal government or their duly authorized representatives for the purpose of audit, examination, or copying during the term of the contract and for a period of at least three years following the County's final payment under the contract or until conclusion of any pending matter(e.g., litigation or audit), whichever is later. Such records must be retained in the manner described above until all pending matters are closed. LIABILITY: The Contractor agrees to: Pay all claims for damage to property in any manner arising from Contractor's operations under this Agreement. Indemnify, save and hold harmless, and at County's request defend the County, its officers, agents and employees from any and all claims for damage or other liability, including costs, expenses (including attorney's fees and costs), causes of action, claims or judgments resulting out of or in any way connected with Contractor's performance or failure to perform by Contractor, its agents, officers or employees under this Agreement, and from any and all costs and expenses (including attorney's fees and costs), damages, liabilities, claims, and losses occurring or resulting to any person, firm or corporation who may be injured or damaged by the performance, or failure to perform, of Contractor, its officers, agents, or employees under this Agreement. INSURANCE: Without limiting the COUNTY's right to obtain indemnification from CONTRACTOR or any third parties, CONTRACTOR, at its sole expense, shall maintain in full force and effect, the following insurance policies or a program of self-insurance, including but not limited to, an insurance pooling arrangement or Joint Powers Agreement(JPA)throughout the term of the Agreement: A. Commercial General Liability: Commercial General Liability Insurance with limits of not less than Two Million Dollars ($2,000,000.00) per occurrence and an annual aggregate of Four Million Dollars ($4,000,000.00). This policy shall be issued on a per occurrence basis. County may require specific coverage including completed operations, product liability, contractual liability, Explosion-Col lapse- Underground, fire legal liability or any other liability insurance deemed necessary because of the nature of the contract. B. Automobile Liability: Comprehensive Automobile Liability Insurance with limits of not less than One Million Dollars ($1,000,000.00) per accident for bodily injury and for property damages. Coverage should include any auto used in connection with this Agreement. C. Professional Liability: If Contractor employs licensed professional staff, (e.g., Ph.D., R.N., L.C.S.W., M.F.C.C.) in providing services, Professional Liability Insurance with limits of not less than One Million Dollars ($1,000,000.00) per occurrence, Three Million Dollars ($3,000,000.00)annual aggregate. D. Worker's Compensation: A policy of Worker's Compensation insurance as may be required by the California Labor Code. P-23-201 Tone Consulting Group LLC.docx PROCUREMENT AGREEMENT NUMBER: P-23-201 Page 3 Tone Consulting Group, LLC May 8, 2023 Additional Requirements Relating to Insurance: Contractor shall obtain endorsements to the Commercial General Liability insurance naming the County of Fresno, its officers, agents, and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned. Such coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by County, its officers, agents and employees shall be excess only and not contributing with insurance provided under Contractor's policies herein. This insurance shall not be cancelled or changed without a minimum of thirty(30)days advance written notice given to County. Contractor hereby waives its right to recover from County, its officers, agents, and employees any amounts paid by the policy of worker's compensation insurance required by this Agreement. Contractor is solely responsible to obtain any endorsement to such policy that may be necessary to accomplish such waiver of subrogation, but Contractor's waiver of subrogation under this paragraph is effective whether or not Contractor obtains such an endorsement. Within Thirty(30) days from the date Contractor signs and executes this Agreement, Contractor shall provide certificates of insurance and endorsement as stated above for all of the foregoing policies, as required herein, to the County of Fresno, Attn: Ahla Yang, 2281 Tulare Street., Suite 304, Fresno, CA. 93721, stating that such insurance coverage have been obtained and are in full force; that the County of Fresno, its officers, agents and employees will not be responsible for any premiums on the policies; that such Commercial General Liability insurance names the County of Fresno, its officers, agents and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned; that such coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by County, its officers, agents and employees, shall be excess only and not contributing with insurance provided under Contractor's policies herein; and that this insurance shall not be cancelled or changed without a minimum of thirty (30) days advance, written notice given to County. Certificates of Insurance are to include the contract number at the top of the first page. In the event Contractor fails to keep in effect at all times insurance coverage as herein provided, the County may, in addition to other remedies it may have, suspend or terminate this Agreement upon the occurrence of such event. All policies shall be with admitted insurers licensed to do business in the State of California. Insurance purchased shall be purchased from companies possessing a current A.M. Best, Inc. rating of A FSC VII or better. COMING ON COUNTY PROPERTY TO DO WORK: Contractor agrees to provide maintain and furnish proof of Comprehensive General Liability Insurance with limits of not less than $500,000 per occurrence. INDEPENDENT CONTRACTOR: In performance of the work, duties and obligations assumed by Contractor under this Agreement, it is mutually understood and agreed that Contractor, including any and all of Contractor's officers, agents, and employees will at all times be acting and performing as an independent contractor, and shall act in an independent capacity and not as an officer, agent, servant, employee,joint venturer, partner, or associate of the County. Furthermore, County shall have no right to control or supervise or direct the manner or method by which Contractor shall perform its work and function. However, County shall retain the right to administer this Agreement so as to verify that Contractor is performing its obligations in accordance with the terms and conditions thereof. Contractor and County shall comply with all applicable provisions of law and the rules and regulations, if any, of governmental authorities having jurisdiction over matters the subject thereof. Because of its status as an independent contractor, Contractor shall have absolutely no right to employment rights and benefits available to County employees. Contractor shall be solely liable and responsible for providing to, or on behalf of, its employees all legally-required employee benefits. In addition, Contractor shall be solely responsible and save County harmless from all matters relating to payment of Contractor's employees, including compliance with Social Security, withholding, and all other regulations governing such P-23-201 Tone Consulting Group LLC.docx PROCUREMENT AGREEMENT NUMBER: P-23-201 Page 4 Tone Consulting Group, LLC May 8, 2023 matters. It is acknowledged that during the term of this Agreement, Contractor may be providing services to others unrelated to the County or to this Agreement. NON-ASSIGNMENT: Neither party shall assign, transfer or sub-contract this Agreement nor their rights or duties under this Agreement without the written consent of the other party. AMENDMENTS: This Agreement constitutes the entire Agreement between the Contractor and the County with respect to the subject matter hereof and supersedes all previous negotiations, proposals, commitments, writings, advertisements, publications, Request for Proposals, Bids and understandings of any nature whatsoever unless expressly included in this Agreement. This Agreement supersedes any and all terms set forth in Contractor's invoice. This Agreement may be amended only by written addendum signed by both parties. INCONSISTENCIES: In the event of any inconsistency in interpreting the documents which constitute this Agreement, the inconsistency shall be resolved by giving precedence in the following order of priority: (1)the text of this Agreement(excluding Attachment"A", (2)Attachment"A" GOVERNING LAWS: This Agreement shall be construed, interpreted and enforced under the laws of the State of California. Venue for any action shall only be in County of Fresno. ELECTRONIC SIGNATURES: The parties agree that this Agreement may be executed by electronic signature as provided in this section. A. An "electronic signature" means any symbol or process intended by an individual signing this Agreement to represent their signature, including but not limited to (1)a digital signature; (2)a faxed version of an original handwritten signature; or(3) an electronically scanned and transmitted (for example by PDF document)of a handwritten signature. B. Each electronic signature affixed or attached to this Agreement(1) is deemed equivalent to a valid original handwritten signature of the person signing this Agreement for all purposes, including but not limited to evidentiary proof in any administrative or judicial proceeding, and (2) has the same force and effect as the valid original handwritten signature of that person. C. The provisions of this section satisfy the requirements of Civil Code section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, Part 2, Title 2.5, beginning with section 1633.1). D. Each party using a digital signature represents that it has undertaken and satisfied the requirements of Government Code section 16.5, subdivision (a), paragraphs (1)through (5), and agrees that each other party may rely upon that representation. This Agreement is not conditioned upon the parties conducting the transactions under it by electronic means and either party may sign this Agreement with an original handwritten signature. Please acknowledge your acceptance by returning all pages of this Agreement to my office via email or USPS. Please refer any inquiries in this matter to Jennifer Vargas, Purchasing Analyst, at 559-600-7110 or jevargas@fresnocountyca.gov P-23-201 Tone Consulting Group LLC.docx PROCUREMENT AGREEMENT NUMBER: P-23-201 Page 5 Tone Consulting Group, LLC May 8, 2023 FOR THE COUNTY OF FRESNO Digitally signed by Gary Cornuelle Gary Cornuelle Date:2023.05.08 14:20:37-07'00' Gary E. Cornuelle Purchasing Manager 333 W. Pontiac Way Clovis, CA 93612 GEC:JV P-23-201 Tone Consulting Group LLC.docx PROCUREMENT AGREEMENT NUMBER: P-23-201 Page 6 Tone Consulting Group, LLC May 8, 2023 CONTRACTOR TO COMPLETE: Company: Tone Consulting Group LLC. Type of Entity: ❑ Individual a Limited Liability Company ❑ Sole Proprietorship ❑ Limited Liability Partnership ❑ Corporation ❑ General Partnership 3575 Prescott Ave Clovis CA 93619 Address City State Zip 559-708-2794 alext@toneconsultinggroup.org TELEPHONE NUMBER FAX NUMBER E-MAIL ADDRESS Print Name & Alexander Tone, President Julie Tone, Chief Executive Office Title: Print Name &Title: Signature: e GLgA 5,te g Signature: ACCOUNTING USE ONLY ORG No.: 2540 Account No.: 7295 Requisition No.: 5402300022 (08/2022) P-23-201 Tone Consulting Group LLC.docx ATTAC MENT A TCG TONE C O N S U L T I N G G R 0 U P Tone Consulting Group LLC. 3575 Prescott Ave Clovis, CA 93619 March 23, 2023 Paul Nerland — Chief Administrative Officer County of Fresno County of Fresno—Tone Consulting Group LLC, Proposal Tone Consulting Group LLC, (TCG) consists of three subject matter experts: Chief Executive Officer Julie Tone, President Alex Tone, and Vice President Aubrie Tone. Our team has specific expertise in the following areas: data analytics, branding, marketing, grant applications, and broadband technologies. TCG plans to provide various consulting services for County of Fresno to coordinate and assist with available grant applications such as: • Federal Funding Account (FFA) established by the CPUC according to Senate Bill 156 to provide last-mile broadband infrastructure projects. • National Telecommunications and Information Administration (NTIA) grants to expand access and increase connectivity. • Broadband Equity, Access, and Deployment (BEAD) program grant to close the digital divide. • California Advanced Services Fund (CASF). • American Rescue Plan (ARP) to provide funding to deploy high-speed broadband infrastructure and affordable broadband with adoption and digital literacy services throughout County of Fresno. TCG will work closely with County of Fresno CAO, Paul Nerland to coordinate efforts in securing funds through meeting co-facilitation, research, and completion of available federal/state funding grant applications. Through collaboration and the development of a strategic approach together, we can create successful grant application submittals for County of Fresno. Our goal is to provide input and support regarding broadband network designs by working with Internet Service Providers (ISPs) to obtain their data. After coordination with the ISPs, Tone Consulting Group will review existing and new mapping data sources, including the most recent information of newly established Priority Areas Public Map User Guide for Federal Funding Account (FFA) accepting applications as of June 2023. ATTACHMENT A Through collaboration with Paul, we will identify and incorporate County of Fresno priority areas established as unserved/underserved locations based on CPUC Priority Areas Public Map, Federal Communications Commission's (FCC) Broadband Map, and existing County of Fresno mapping and other County of Fresno provided information. TCG will present custom data analytics to support the creation of a strategic county-wide broadband build-out plan utilizing guidelines and criteria from available federal and state grant funding. We will provide guidance and oversight of the federal and state grant application submittal process as per the established planned funding distribution timelines to align with the revised published CPUC dates as of February 1, 2023. As a result of our joint efforts with Paul, coordination and completion of various grant application submittals based on County of Fresno approved approach and goals, could result in completed and submitted grant applications by selected ISP provider, community-based organization, and/or local government agencies. Utilizing industry standards and network design information that aligns with County of Fresno's comprehensive broadband strategy to build last-mile infrastructure will connect selected and eligible priority areas with access to high-speed broadband services. Evaluation and research of various technology options including but not limited to; ISP owned, operated, and maintained fiber and wireless infrastructure will be supported by TCG. Consideration of lease options for build-out of fiber and wireless technologies in support of broadband and public safety, and lease options available for existing and future planned infrastructure within the County of Fresno. Review of proposed high-speed broadband services will include the following criteria: • Network design (including identified mapping of unnerved and underserved/low- income locations). • Future network technology upgrades (available broadband speed upgrades). • Business Cost Model including network infrastructure upgrades (fiber/wireless) and maintenance of network infrastructure. • Network reliability/monitoring. • Response time due to emergency network needs (natural disasters, fiber cut, and ongoing network upgrades). • Service Level Agreements to address service outages. • Affordable broadband service offerings and adoption programs. By delivering additional support to develop affordable broadband and adoption programs such as on-site in-person training, collaboration with non-profit organizations, and existing programs aims to accomplish outreach efforts in support of the Affordable Connectivity Program (ACP). ATTACHMENT A Tone Consulting Group LLC. will provide services outlined within this proposal and bill County of Fresno an hourly rate of$200.00 (estimated 20 hours per week) for three months. Hours billed may be subject to change due to project needs, and/or subject to grant program application timelines. Project Management services for successful grant application costs to be determined once an approved grant is provided. On behalf of Tone Consulting Group LLC., we would like to thank you for the opportunity to present our proposal for the County of Fresno. Please let me know if there is any additional information we can provide. Thank you, Jutie J MW Julie Tone Chief Executive Officer, Tone Consulting Group LLC.