HomeMy WebLinkAboutAgreement A-16-158 with KitchellCEM Inc Cost Estimating.pdf 16-0035 Agreement No. 16-158
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 THIS AGREEMENT is made and entered into this 12th day of April , 2016,
2 between the County of Fresno, a political subdivision of the State of California, (hereinafter
3 called "COUNTY"), and KITCHELL/CEM, Inc., a California corporation, located at 2750
4 Gateway Oaks Drive, Suite 300, Sacramento, CA 95833-3658 (hereinafter called
5 "CONSULTANT").
6 WITNESSETH :
7 WHEREAS, the COUNTY desires to retain a CONSULTANT Architect to assist the
8 COUNTY Capital Projects Division Manager or his/her designated Project Manager in
9 completing various projects and advanced planning for future projects in the COUNTY's
10 Capital Improvement Programs and other COUNTY projects; and
11 WHEREAS, consistent with COUNTY Ordinance Code Chapter 4.10 and the Board of
12 Supervisors' adopted Policy governing the selection of architects, engineers, and other
13 professionals, a selection committee selected said CONSULTANT to provide the COUNTY
14 with Cost Estimating services for said projects; and
15 WHEREAS, the COUNTY Capital Projects Division Manager or his/her designated
16 Project Manager shall administer this Agreement; and
17 WHEREAS, the professional Architectural services of the CONSULTANT may be
18 utilized by the Department of Public Works and Planning and other COUNTY Departments;
19 and
20 WHEREAS, staffing levels of COUNTY personnel may not be sufficient to perform
21 Cost Estimating services for all projects, and
22 WHEREAS, said CONSULTANT represents that it is qualified and willing to perform
23 Cost Estimating services.
24 NOW, THEREFORE, the parties hereto have and by these presents do agree as follows:
25 I. CONTRACTING OF CONSULTANT: BASIC PARAMETERS
26 A. The COUNTY hereby contracts with the CONSULTANT as an independent
27 contractor to provide Cost Estimating services as described in Article II and enumerated in
28 Article III herein.
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COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 B. The CONSULTANT's services shall be performed as expeditiously as is
2 consistent with professional skill and the orderly progress of the work, based on project
3 schedules prepared by the COUNTY Capital Projects Division Manager or his/her designated
4 Project Manager.
5 C. The CONSULTANT shall notify the COUNTY of the names and classifications
6 of employees assigned to a project, and shall not change such assignments without prior
7 notification to and approval by COUNTY.
8 D. If requested by the COUNTY, the CONSULTANT shall retain qualified
9 subconsultant(s) to assist in completing the work. All subconsultants used by the
10 CONSULTANT shall be approved by the COUNTY before they are retained by the
11 CONSULTANT, which approval shall not be unreasonably withheld. Should CONSULTANT
12 retain subconsultants, the maximum Total Fee compensation that may be paid to
13 CONSULTANT hereunder, as specified in Article V below, shall not be increased.
14 E. The CONSULTANT shall not submit bids, or sub-bids, for the contract
15 construction phase of any project for which CONSULTANT provides services hereunder. The
16 CONSULTANT, and all other service providers, shall not provide any project related services
17 for, or receive any project related compensation from any construction contractor, subcontractor
18 or service provider awarded a construction contract for all or any portion of any project for
19 which CONSULTANT provides services hereunder. The CONSULTANT, and all other service
20 providers, may provide services for, and receive compensation from a construction contractor,
21 subcontractor or service provider who has been awarded a construction contract for all or any
22 portion of such a project, provided that such services are provided for, and compensation
23 received for, work outside the scope of this Agreement.
24 The contact person(s) for the CONSULTANT shall be:
25 Name: Rick Barton, LEED AP Position Project Director
26 Telephone: (559) 263-9660 Fax: (559) 936-2360
27 E-Mail: rbarton&kitchell.com Web: www.kitchell.com
28
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1 II. DESCRIPTION OF THE WORK COVERED BY THIS AGREEMENT:
2 A. The work covered by this Agreement is for all or a portion of the services
3 enumerated under Article III for various projects on an as needed basis. The CONSULTANT
4 agrees to provide the professional services that are necessary for each project when expressly
5 authorized in writing by the Capital Projects Division Manager or his/her designated Project
6 Manager. Such work by CONSULTANT shall not begin until CONSULTANT has received a
7 written Notice to Proceed from COUNTY authorizing the necessary project services, the agreed
8 upon not-to-exceed fee for the project in accordance with the approved hourly fee schedule
9 (Exhibit A, attached) and scope of work. All submittals of documents associated with the
10 project by the CONSULTANT will be made in both hard copy and electronic format.
11 B. Throughout the term of this Agreement, the CONSULTANT shall collaborate and
12 partner with the COUNTY and other Project participants in the interest of maintaining the
13 Project budget and schedule and minimizing claims. Partnering may be instituted during design
14 and/or during construction phases. The scope of the project will determine the level of
15 partnering to be implemented. Sessions shall be attended by all associated project and executive
16 level staff requested by COUNTY, at no additional cost to COUNTY. All sessions are to be
17 conducted at the Fresno County Plaza Building, 2220 Tulare Street, Fresno, California 93721,
18 although the location of any session(s) is subject to change upon notice by COUNTY.
19 III. CONSULTANT'S SERVICES:
20 A. Phase 1, Programming and Schematic Design:
21 The CONSULTANT shall for each project:
22 1. Ascertain the requirements through a meeting with the Capital Projects Division
23 Manager or his/her designated representative and a review of an existing schematic layout of
24 each project if such layout is available.
25 2. Confirm existing building systems, including electrical, mechanical, plumbing,
26 communications, telephones, and computers through visual observations, review of record
27 documents, and discussions with the COUNTY Internal Services Department Building
28 Maintenance Superintendent as appropriate for each specific project. CONSULTANT shall not
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1 be responsible for unknown conditions that could not be reasonably identified through the
2 methods described herein. (COUNTY's floor plans provided to CONSULTANT may not show
3 all of the exact wall locations and functions indicated on those plans.)
4 3. Meet with COUNTY staff every two (2) weeks or more often if necessary to
5 review the progress of the project. CONSULTANT shall prepare brief minutes of meetings
6 conducted. The minutes, including any direction provided by the COUNTY, shall be provided
7 at least four (4) days in advance of the next progress meeting. Meet with the Board of State and
8 Community Corrections (BSCC), California State Fire Marshal (CSFM), and/or local or other
9 jurisdictional building officials as appropriate for the specific project, to review applicable
10 building, seismic, and health codes and to confirm compliance with all code requirements
11 applicable to the project.
12 4. Prepare and submit an opinion of probable construction cost identifying
13 significant area and system components of the project. The opinion of probable construction
14 cost shall identify design contingency and escalation amounts to the mid-point of the proposed
15 construction period.
16 5. Monitor and keep COUNTY informed regarding the impact of design issues on
17 the project budget. Upon the request of the COUNTY, CONSULTANT shall incorporate into
18 the design such reasonable changes as the COUNTY deems appropriate, as a result of the
19 COUNTY's review process and impact on the budget or opinion of probable construction cost.
20 If CONSULTANT disagrees with the COUNTY's request, such disagreement must be
21 registered in writing and the COUNTY will attempt to reconcile such disagreement. If it is
22 impossible to make a reconciliation, the written disagreement will become a part of the project's
23 record. However, CONSULTANT shall then comply with the COUNTY's request.
24 B. Phase 2, Desian Development (Preliminary Design):
25 The CONSULTANT shall:
26 1. Review the progress and content of the drawings and cost estimate every two (2)
27 weeks in meetings with the COUNTY, and prepare brief minutes thereof. CONSULTANT
28 must monitor and keep COUNTY informed regarding the impact of design issues on the project
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1 budget. Upon the request of the COUNTY, CONSULTANT shall incorporate into the design
2 such reasonable design and operations changes as the COUNTY deems appropriate as a result
3 of the COUNTY's review processes and impact on the project budget or opinion of probable
4 construction cost. If CONSULTANT disagrees with the COUNTY's request, such
5 disagreement must be registered in writing and the COUNTY will attempt to reconcile such
6 disagreement. If it is impossible to make a reconciliation, the written disagreement will become
7 part of the project's record. However, CONSULTANT shall then comply with the COUNTY's
8 request.
9 2. Prepare a detailed design development opinion of probable construction cost,
10 which shall identify the construction components, building systems, and requirements of the
11 project.
12 a. The opinion of probable construction cost shall be projected to the midpoint
13 of the probable construction period and include material and labor unit costs, overhead, profit,
14 insurance, taxes, general requirements, supervision, and difficulty factors and be organized in
15 the CSI Uniformat or Masterformat.
16 b. The opinion of probable construction cost shall identify escalation and design
17 contingency amounts, which must be approved by the COUNTY.
18 3. Review and confirm with COUNTY staff the construction budget.
19 4. Continue to incorporate into the design in the succeeding phases of the
20 CONSULTANT's work the changes identified from project approval of the design development
21 (preliminary design) and proceed with the next phase only if expressly authorized in writing by
22 COUNTY.
23 C. Phase 3, Construction Documents
24 The CONSULTANT shall:
25 1. Monitor and keep COUNTY informed regarding the impact of design issues on
26 the project budget. Upon the request of the COUNTY, CONSULTANT shall incorporate into
27 the design such reasonable changes, as the COUNTY deems appropriate as a result of the
28 COUNTY's review processes and impact on the project budget or opinion of probable
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1 construction cost.
2 2. Review, comment, and/or make recommendations on the form and content of the
3 COUNTY's General Conditions, Special Conditions, and Bid Form as they apply towards this
4 project, if the project is to be placed out to bid.
5 3. Submit to the COUNTY the projected and final construction opinion of probable
6 construction cost organized in the CSI Masterformat for the base bid work and alternate bid
7 items. The opinion of probable construction cost shall be projected to the midpoint of the
8 scheduled construction period to be scheduled by the COUNTY. Differences between the
9 design development (preliminary) and final opinion of probable construction cost shall be
10 explained in writing.
11 4. Verify the reasonableness of the estimated construction period for construction
12 contract bidding purposes as provided by the COUNTY and identify long delivery items of
13 materials and equipment which will impact the length of the construction contract.
14 5. Submit progress originals and final originals of the calculations and opinion of
15 probable construction cost for reproduction by the COUNTY.
16 D. Phase 4, Bidding and Award:
17 The CONSULTANT shall:
18 1. Assist the COUNTY in evaluating the base bids and alternate bid items received.
19 E. Phase 5, Construction Observation:
20 The CONSULTANT shall:
21 1. Provide construction observation including but not limited to:
22 a. Recommending and assisting in the preparation of necessary change orders,
23 with supporting documentation, calculations and opinion of probable construction cost, for
24 review and issuance of change orders by the COUNTY Construction Engineer to obtain
25 appropriate agency acceptance and approval.
26 IV. COUNTY'S OBLIGATIONS:
27 The COUNTY will, for each project:
28 A. Compensate the CONSULTANT as provided in this Agreement.
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1 B. Provide a "COUNTY Representative" who will represent the COUNTY and who
2 will coordinate with the CONSULTANT as appropriate to facilitate CONSULTANT'S
3 performance of its obligations under this Agreement. The COUNTY Representative will be the
4 Capital Projects Division Manager or his/her designated representative through award of the
5 construction contract and the COUNTY Construction Engineer after award of the construction
6 contract to completion of the project by the Construction Contractor. The CONSULTANT shall
7 communicate and coordinate with the COUNTY Representative who will provide the following
8 services as appropriate for each project:
9 1. Provide basic design layouts and drawing layouts as may be required for each
10 project unless otherwise agreed by the COUNTY and the CONSULTANT.
11 2. Prepare the title sheet for each project's plans unless otherwise agreed by the
12 COUNTY and the CONSULTANT.
13 3. Loan or provide copies of any available building plans to the CONSULTANT.
14 4. Examine documents submitted to the COUNTY by the CONSULTANT and
15 timely render decisions pertaining thereto.
16 5. Provide communication between the CONSULTANT and COUNTY officials
17 and commissions (including user Department).
18 C. Give reasonably prompt consideration to all matters submitted by the
19 CONSULTANT for approval to the end that there will be no substantial delays in the
20 CONSULTANT's program of work. Any approval, authorization or request to the
21 CONSULTANT given by the COUNTY will be binding upon the COUNTY under the terms of
22 this Agreement only if it is made in writing and signed on behalf of the COUNTY by the
23 COUNTY Representative or his/her designee.
24 V. COMPENSATION:
25 A. Total Fee:
26 1. Notwithstanding any other provisions in this Agreement, the Total Fee for the
27 services required under this Agreement shall not exceed a total amount of five hundred
28 thousand dollars ($500,000) over the entire term of this Agreement, which shall be computed at
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l the hourly and cost rates shown in Exhibit A, attached hereto and incorporated herein, and not
2 to exceed agreed maximums for each phase of each project.
3 2. The rates listed herein are to remain in effect for the duration of this Agreement.
4 Rates may be renegotiated annually after the first anniversary from the date of execution of this
5 Agreement at CONSULTANT's request. CONSULTANT's request for annual rate adjustments
6 may not exceed the Engineering News Record's Construction Cost Index or the California
7 Consumer Price Index as published by the California Department of Industrial Relations for the
8 year, whichever is lower.
9 B. Basic Fee:
10 1. Within the Total Fee amount of five hundred thousand dollars ($500,000) over
11 the entire term of this Agreement, the Basic Fee for each project shall be as mutually agreed to
12 in writing between CONSULTANT and Capital Projects Division Manager or his/her
13 designated representative.
14 2. All expenses incidental to CONSULTANT's performance of services under
15 Article III of this Agreement shall be borne by CONSULTANT. Incidental expenses include,
16 but may not be limited to, transportation and travel, postage and courier services, photo and
17 duplicating services, telephone and facsimile charges, computer storage media, drawing and
18 plotting media, printing of"check print" plans and plan sets and documents specifically required
19 by the provisions of Article III of this Agreement.
20 3. CONSULTANT shall not add markup percentages or costs to subconsultant's
21 costs or incidental costs unless expressly authorized in writing by the COUNTY.
22 a. If the CONSULTANT becomes aware of potential unforeseen expenses that
23 would not be covered by the Basic Fee agreed to for a project, CONSULTANT shall inform the
24 COUNTY in writing of the extent and nature of such expenses or services. Upon mutual
25 agreement of the CONSULTANT and the COUNTY Representative, the scope of work and
26 agreed fee for a project may be amended in writing to cover such unforeseen expense or cost.
27 C. Payments:
28 1. Progress payments will be made by the COUNTY upon receipt of the
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1 CONSULTANT's monthly invoices and approval by COUNTY thereof based on the
2 COUNTY's evaluation of the completion of the respective components of the project(s).
3 Invoices shall clearly identify the specific project, the phase of the project, the percent of the
4 work completed, agreed maximum fee, and description of the work performed, and shall be
5 submitted with the documentation identified in paragraph V.C.5 below. CONSULTANT shall
6 submit separate invoices for each phase of each project for work being performed under this
7 contract. Invoices shall be forwarded to:
8 Stuart G. Seiden, Division Manager
9 Capital Projects Division
10 Fresno County Public Works &Planning Department
11 2220 Tulare Street, Suite 610
12 Fresno, CA 93721-2104
13 2. Upon receipt of a proper invoice, the COUNTY Department of Public Works &
14 Planning will take a maximum of five (5) working days to review, approve, and submit it to the
15 COUNTY Auditor-Controller / Treasurer-Tax Collector. Unsatisfactory or inaccurate invoices
16 will be returned to the CONSULTANT for correction and resubmittal. Payment, less retention,
17 will be issued to CONSULTANT within forty (40) calendar days of the date the Auditor-
18 Controller/Treasurer-Tax Collector receives the approved invoice.
19 3. COUNTY is entitled to and shall withhold a five percent (5%) retention from the
20 earned compensation in accordance with the provisions of Article VII of this Agreement.
21 4. An unresolved dispute over a possible negligent error or omission may cause
22 payment of CONSULTANT fees in the disputed amount to be withheld by the COUNTY.
23 5. Concurrently with the invoices, the CONSULTANT shall provide on COUNTY
24 request, pre-approved documentation, that complete payment, less a five percent (5%) retention,
25 has been made by CONSULTANT to all subconsultants as provided herein for all previous
26 invoices paid by the COUNTY. However, the parties do not intend that the foregoing creates in
27 any subconsultant or subcontractor a third party beneficiary status or third party beneficiary
28 rights, and expressly disclaim any such status or rights.
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1 6. Final invoice, and separate invoice for retentions, shall be submitted to COUNTY no
2 later than thirty (30) days after a specific project is completed. Payment for retentions for each
3 project shall not be made until all services are completed for that project in accordance with the
4 provisions of Article III.
5 7. In the event the COUNTY reduces the scope of a specific project, the
6 CONSULTANT will be compensated on an hourly basis, not to exceed the agreed maximum for
7 that authorized phase, for actual work completed and accepted by the COUNTY in accordance
8 with the terms of this Agreement.
9 VI. COMPENSATION RECORDS:
10 The CONSULTANT shall keep complete records for a period in accordance with the
11 provisions of Article VIII.0 showing the hours and description of activities performed by each
12 person who works on the project and all associated costs or charges applicable to work covered
13 by the basic fee. The CONSULTANT will be responsible for all subconsultants keeping similar
14 records.
15 VII. RETENTION FROM EARNED COMPENSATION:
16 The COUNTY is entitled to and may withhold a five percent (5%) retention from the
17 earned compensation of the CONSULTANT separately for each project. Such retention from
18 earned compensation may, at the COUNTY'S option, be applied to all phases of the consultant
19 services of a project to be provided under this Agreement, including those phases completed.
20 VIII. AUDITS, ACCOUNTING AND INSPECTIONS ACCESS:
21 A. The CONSULTANT shall establish accounting and bookkeeping practices
22 including, but not limited to, employee time cards, payrolls, and other records of transactions
23 including those to be paid from State Grant and Federal Grant funds in accordance with the
24 performance of this Agreement.
25 B. The CONSULTANT shall at any time during regular business hours, and as often as
26 the COUNTY may deem necessary, make available for examination by the Comptroller General
27 of the United States, HUD, State of California or the COUNTY Auditor-Controller/ Treasurer-
28 Tax Collector, or their authorized representatives, all of CONSULTANT'S records and data
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1 with respect to matters covered by this Agreement. The CONSULTANT shall permit Federal,
2 State, or COUNTY authorities to audit and inspect all invoices, materials, payrolls, records of
3 personnel, conditions of employment, and other data relating to matters covered by this
4 Agreement.
5 C. The CONSULTANT shall be subject to the examination and audit of the Auditor
6 General for a period of three (3) years after final payment under this Agreement (Government
7 Code Section 8546.7).
8 IX. ERRORS OR OMISSION CLAIMS AND DISPUTES:
9 A. Definitions:
10 1. A "Consultant" is a duly licensed Architect or Engineer, or other provider of
11 professional services, acting as a business entity (owner, partnership, corporation,joint venture
12 or other business association) in accordance with the terms of an Agreement with the
13 COUNTY.
14 2. A "Claim" is a demand or assertion by one of the parties seeking, as a matter of
15 right, adjustment or interpretation of contract terms, payment of money, extension of time,
16 change orders, or other relief with respect to the terms of the contract. The term "Claim" also
17 includes other disputes and matters in question between the COUNTY and CONSULTANT
18 arising out of or relating to the contract. Claims must be made by written notice. The
19 provisions of Government Code Section 901, et seq., shall apply to every claim made to
20 COUNTY. The responsibility to substantiate claims shall rest with the party making the claim.
21 The term "Claim" also includes any allegation of a negligent error or omission by the
22 CONSULTANT.
23 B. In the spirit of cooperation between the COUNTY and CONSULTANT, the
24 following procedures are established in the event of any claim or dispute by COUNTY or
25 CONSULTANT alleging a negligent error, act, or omission.
26 1. Claims, disputes or other matters in question between the parties, arising out of
27 or relating to this Agreement, shall not be subject to arbitration, but shall be subject to the
28 following procedures.
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1 2. The Capital Projects Division Manager or his/her designated representative of
2 and CONSULTANT shall meet and confer and attempt to reach agreement on any dispute,
3 including what damages have occurred, the measure of damages and what proportion of
4 damages, if any, shall be paid by either party. The parties agree to consult and consider the use
5 of mediation or other form of dispute resolution prior to resorting to litigation.
6 3. If the COUNTY and CONSULTANT cannot reach agreement under the
7 immediately preceding paragraph IX.B.2, the disputed issues may, upon concurrence by all
8 parties, be submitted to a panel of three (3) for a recommended resolution. The
9 CONSULTANT and the COUNTY shall each select one (1) member of the panel, and the third
10 member shall be selected by the other two panel members. The discovery rights provided by
11 California Code of Civil Procedure for civil proceedings shall be available and enforceable to
12 resolve the disputed issues. Either party requesting this dispute resolution process shall, when
13 invoking the rights to this panel, give to the other party a notice describing the claims, disputes
14 and other matters in question. Prior to twenty (20) days before the initial meeting of the panel,
15 both parties shall submit all documents such party intends to rely upon to resolve such dispute.
16 If it is determined by the panel that any party has relied on such documentation,but has failed to
17 previously submit such documentation on a timely basis to the other party, the other party shall
18 be entitled to a twenty (20) -day continuance of such initial meeting of the panel. The decision
19 by the panel is not a condition precedent to arbitration, mediation or litigation.
20 4. Upon receipt of the panel's recommended resolution of the dispute issues, the
21 COUNTY and the CONSULTANT shall again meet and confer and attempt to reach agreement.
22 If the parties still are unable to reach agreement, each party shall have recourse to all
23 appropriate legal and equitable remedies.
24 C. The procedures to be followed in the resolution of claims and disputes may be
25 modified at any time by mutual agreement of the parties hereto.
26 D. The CONSULTANT shall continue to perform its obligations under this Agreement
27 pending resolution of any dispute, and the COUNTY shall continue to make payments of all
28 undisputed amounts due under this Agreement.
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1 E. When a claim by either party has been made alleging the CONSULTANT's
2 negligent error, act, or omission, the COUNTY Capital Projects Division Manager or his/her
3 designated representative and the CONSULTANT shall meet and confer within twenty-one (21)
4 days after the written notice of the claim has been provided.
5 X. JOINDER OF PARTIES:
6 The CONSULTANT, the CONSULTANT's consultants of any tier, subcontractors of
7 any tier, suppliers and construction lenders shall all be bound by the dispute resolution
8 provisions of this Agreement, and immediately upon demand of COUNTY or CONSULTANT,
9 shall participate in and shall become parties to the dispute resolution process, provided they
10 have signed any document that incorporates or refers to the dispute resolution provisions of this
11 Agreement. Failure of CONSULTANT, whether intended or inadvertent, to ensure that such
12 nonparties have signed such a document shall inure only to CONSULTANT's detriment, if any
13 there be. COUNTY shall not suffer a detriment by CONSULTANT's action or inaction in this
14 regard. If such a party after due notice fails to appear at and participate in the dispute resolution
15 proceedings, the panel established in accordance with the provisions of paragraph IX.B.3 shall
16 make a decision based on evidence introduced by the party or parties who do participate.
17 XI. CONSULTANT'S OBLIGATIONS RELATING TO CONSTRUCTION CLAIMS:
18 A. The CONSULTANT will review and analyze construction contract claims and
19 recommend resolution of them as soon as possible following receipt of demand by COUNTY.
20 B. Within a reasonable time after receipt of a claim, the CONSULTANT shall
21 provide a written analysis of the claim to the COUNTY, signed by the CONSULTANT and any
22 affected subconsultants. The written analysis shall include the CONSULTANT's professional
23 opinion of the responsibility for payment of the claim, with supporting facts and documentation.
24 A copy of the written analysis shall be provided to the respective insurance adjusters for
25 CONSULTANT and any affected subconsultant.
26 C. Upon receipt of a claim, the CONSULTANT may also take one (1) or more of the
27 following actions,within ten(10) days of receipt of a claim:
28 1. Request additional supporting data from the claimant, requiring that such data be
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1 supplied within ten(10) days of the request;
2 2. Submit a schedule to the parties indicating when the CONSULTANT expects to
3 respond to the claim, which schedule shall not exceed thirty (30) days from CONSULTANT's
4 original receipt of the claim;
5 3. Recommend rejection of the claim in whole or in part, stating the reasons for
6 such rejection;
7 4. Recommend approval of the claim by the other party, or
8 5. Suggest a compromise.
9 D. In every case, CONSULTANT shall provide its recommended resolution of a claim
10 within thirty (30) days from the original receipt of claim, unless the CONSULTANT obtains
11 COUNTY's prior written approval.
12 XIL INDEPENDENT CONTRACTOR:
13 A. In performance of the work, duties, and obligations assumed by CONSULTANT
14 under this Agreement, it is mutually understood and agreed that CONSULTANT, including any
15 and all of CONSULTANT's officers, agents and employees, will at all times be acting and
16 performing as an independent contractor, and shall act in an independent capacity and not as an
17 officer, agent, servant, employee, joint venturer, partner or associate of the COUNTY.
18 Furthermore, COUNTY shall have no right to control or supervise or direct the manner or
19 method by which CONSULTANT shall perform its work and function. However, COUNTY
20 shall retain the right to administer this Agreement so as to verify that CONSULTANT is
21 performing its obligations in accordance with the terms and conditions thereof.
22 CONSULTANT and COUNTY shall comply with all applicable provisions of law and the rules
23 and regulations, if any, of governmental authorities having jurisdiction over matters the subject
24 thereof.
25 B. Because of its status as an independent contractor, CONSULTANT shall have
26 absolutely no right to employment rights and benefits available to COUNTY employees.
27 CONSULTANT shall be solely liable and responsible for providing to, or on behalf of its
28 employees all legally required employee benefits. In addition, CONSULTANT shall be solely
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1 responsible and save COUNTY harmless from all matters relating to payment of
2 CONSULTANT's employees, including compliance with Social Security, withholding, and all
3 other regulations governing such matters. It is acknowledged that during the term of this
4 Agreement CONSULTANT may be providing services to others unrelated to the COUNTY or
5 to this Agreement.
6 XIII. PARTIES BOUND BY AGREEMENT:
7 This Agreement shall be binding upon the COUNTY, the CONSULTANT, and their
8 respective successors in interest, legal representatives, executors, administrators, and assigns
9 with respect to all covenants as set forth herein.
10 XIV. REOUIRED APPROVALS:
11 It is understood that the CONSULTANT shall not assign, sublet, subcontract, or transfer
12 any of CONSULTANT's rights, duties, or obligations under this Agreement, without the prior
13 express, written consent of the COUNTY. Such consent and approval may be given only by the
14 COUNTY Board of Supervisors.
15 XV. COMPLIANCE WITH LAWS:
16 A. CONSULTANT shall comply with all Federal, State, and local laws, ordinances,
17 regulations, and Fresno County Charter Provisions in effect at the time of CONSULTANT's
18 performance of the professional services to be provided hereunder.
19 B. CONSULTANT shall submit a current version of its Illness and Injury Prevention
20 Plan (IIPP), applicable safety programs and contact information for the CONSULTANT's
21 responsible person for these programs to the COUNTY Representative at the time this
22 AGREEMENT is signed by the CONSULTANT. Throughout the term of this AGREEMENT,
23 Consultant shall provide updates to the safety plans and programs to the COUNTY
24 Representative as they are implemented.
25 XVI. GOVERNING LAW:
26 A. Any controversy or claim arising out of or relating to this Agreement which cannot
27 be amicably settled without court action shall be litigated either in a State court for Fresno
28 County, California, or in the U.S. District Court for the Eastern District of California, located in
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1 Fresno County.
2 B. The rights and obligations of the parties and all interpretations and performance of
3 this Agreement shall be governed in all respects by the laws of the State of California.
4 XVII. AMENDMENTS:
5 Any changes to this Agreement requested either by the COUNTY or CONSULTANT
6 may only be effected if mutually agreed upon in writing by duly authorized representatives of
7 the parties hereto. This Agreement shall not be modified or amended, nor shall any rights of a
8 party hereto be waived, except by such in writing.
9 XVIII.CONSULTANT'S LEGAL AUTHORITY:
10 A. Each individual executing this Agreement on behalf of CONSULTANT hereby
11 covenants, warrants, and represents:
12 1. That he or she is duly authorized to execute and deliver this Agreement on behalf
13 of such corporation in accordance with a duly adopted resolution of the corporation's board of
14 directors and in accordance with such corporation's articles of incorporation or charter and
15 bylaws;
16 2. That this Agreement is binding upon such corporation; and
17 3. That CONSULTANT is a duly organized and legally existing corporation in
18 good standing in the State of California.
19 XIX. HOLD HARMLESS:
20 A. CONSULTANT shall defend, hold harmless and indemnify COUNTY, its officers,
21 agents, and employees, against the payment of any and all costs and expenses (including
22 reasonable attorney fees and court costs), damages, claims, suits, losses, and liability for bodily
23 and personal injury to or death of any person or for loss of any property resulting from or
24 arising out of any negligent or wrongful acts, errors or omissions of CONSULTANT, its
25 officers, agents, and employees, in performing or failing to perform any work, services, or
26 functions under this Agreement.
27 B. COUNTY and CONSULTANT hereby declare their mutual intent to cooperate in
28 the defense of any claim, suit, or other action alleging liability, arising from the performance or
Page 16 of 25 Pages
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 failure to perform of any COUNTY construction contractor or subcontractor in connection with
2 any project for which CONSULTANT has been retained under Article III above. Such
3 cooperation may include an agreement to prepare and present a cooperative defense after
4 consultation with CONSULTANT's professional liability insurance carrier.
5 XX. LIABILITY INSURANCE:
6 A. Prior to commencing the duties under the Agreement with the COUNTY, the
7 CONSULTANT shall furnish the COUNTY, at no additional cost to the COUNTY, certificates
8 for the following insurance policies which shall be kept in force during the term of the
9 Agreement (i.e., until the Agreement is terminated or it expires), and for such additional time as
10 may be specified herein with respect to a particular type of policy.
11 1. Commercial General Liability Insurance or Comprehensive General Liability
12 Insurance, naming the COUNTY as an additional insured, with limits of not less than one
13 million dollars ($1,000,000) per occurrence, with an annual aggregate of not less than two
14 million dollars ($2,000,000).
15 2. Comprehensive Automobile Liability Insurance with limits for bodily injury of
16 not less than two hundred fifty thousand dollars ($250,000) per person, five hundred thousand
17 dollars ($500,000) per accident and for property damages of not less than fifty thousand dollars
18 ($50,000), or such coverage with a combined single limit of five hundred thousand dollars
19 ($500,000).
20 3. Worker's Compensation insurance policy as required by the California Labor
21 Code.
22 4. Professional Liability Insurance:
23 a. Professional Liability Insurance with limits of not less than one million
24 dollars ($1,000,000) per occurrence, three million dollars ($3,000,000) annual aggregate, and
25 with a deductible not to exceed fifty thousand dollars ($50,000). A deductible greater than fifty
26 thousand dollars ($50,000) will be acceptable to the COUNTY receiving satisfactory, certified
27 information of the CONSULTANT's ability to support such a deductible. The financial ability
28 to support the difference between fifty thousand dollars ($50,000) and the greater deductible
Page 17 of 25 Pages
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 amount requested by the CONSULTANT shall be guaranteed by any of the following:
2 1). Cash deposit with a trustee bank.
3 2). Irrevocable letter of credit issued by a bank for the same time period as
4 specifically referenced in subparagraph XX.A.4.c herein.
5 3). Withholding payment under terms of the Agreement for the same time
6 period as specifically referenced in subparagraph XX.A.4.c. herein.
7 b. CONSULTANT and subconsultants shall make full disclosure, in writing to
8 the COUNTY, of all pending and open claims and disputes during the course of this Agreement
9 that affect the specified aggregate limits of the Professional Liability Insurance policy.
10 c. Professional Liability Insurance shall be kept in force for a minimum of two
11 (2) years past the date of final payment to CONSULTANT, and including the full and final
12 resolution of all claims, disputes, and matters in question regarding the project.
13 d. In the event that CONSULTANT voluntarily changes, or involuntarily
14 changes due to circumstances beyond its control, its Professional Liability Insurance policy
15 carrier during the period such coverage is required to be in force (as specified in the
16 immediately preceding subparagraph c. of this Article XX, Section A, Paragraph 4), such new
17 policy shall include prior acts coverage retroactive, at least, to the date of execution of this
18 Agreement. CONSULTANT may, at its option and expense, purchase supplemental or "tail"
19 coverage from the former policy carrier, negotiate a retroactive reporting date with the new
20 policy carrier for claims incurred but not reported as of the date of change in policy carrier, and
21 shall in any event maintain Professional Liability Insurance in a manner that provides
22 continuous coverage to the COUNTY throughout the term of this Agreement, and for a period
23 of two (2)years past the issuance of final payment to the CONSULTANT.
24 B. CONSULTANT shall give COUNTY at least thirty (30) days written advance notice
25 of any expiration, cancellation or reduction in the coverage of any of the aforesaid policies.
26 C. The COUNTY, its officers, agents and employees, individually and collectively,
27 shall be named as an additional insured under the policy for Commercial General Liability
28 Insurance or Comprehensive General Liability Insurance, but only insofar as the operations
Page 18 of 25 Pages
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 under this Agreement are concerned. Such coverage of COUNTY as additional insured shall
2 apply as primary insurance and any other insurance, or self-insurance, maintained by the
3 COUNTY, its officers, agents, and employees, shall be excess only and not contributing with
4 insurance provided under the CONSULTANT's policies herein.
5 D. In the event CONSULTANT fails to keep in effect at all times insurance coverage as
6 herein provided, the COUNTY may, in addition to other remedies it may have, suspend or
7 terminate this Agreement upon the occurrence of such event.
8 E. All policies shall be issued by admitted insurers licensed to do business in the State
9 of California and possessing a current A.M. Best, Inc. rating of A FSC VII or better.
10 XXI. OWNERSHIP OF DOCUMENTS:
11 A. CONSULTANT understands and agrees that COUNTY shall retain full ownership
12 rights of the drawings and the work-product of CONSULTANT for each project, to the fullest
13 extent permitted by law. In this regard, CONSULTANT acknowledges and agrees that
14 CONSULTANT's services are on behalf of COUNTY and are "works made for hire," as that
15 term is defined in copyright law, by COUNTY; that the drawings and work-product to be
16 prepared by CONSULTANT are for the sole and exclusive use of COUNTY, and shall be the
17 sole property of COUNTY and its assigns, and the COUNTY and its assigns shall be the sole
18 owner of all patents, copyrights, trademarks, trade secrets and other contractual and intangible
19 rights of any kind or nature in connection therewith; that all the contractual or intangible rights
20 of any kind or nature, title, and interest in and to the drawings and work-product will be
21 transferred to COUNTY by CONSULTANT, and CONSULTANT will assist COUNTY to
22 obtain and enforce patents, copyrights, trademarks, trade secrets, and other contractual and
23 intangible rights relating to said drawings and work-product; that COUNTY shall be and
24 become the owner of such drawings and work product, free and clear of any claim by
25 CONSULTANT or anyone claiming any right through CONSULTANT. CONSULTANT
26 further acknowledges and agrees that COUNTY's ownership rights in such drawings and work
27 product shall apply regardless of whether such drawings or work product, or any copies thereof,
28 are in the possession of CONSULTANT, or any other person, firm, corporation, or entity. For
Page 19 of 25 Pages
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 the purpose of this Agreement the terms "drawings and work-product" shall mean all reports
2 and study findings commissioned to develop the design of each project, drawings and schematic
3 or preliminary design documents of each project, certified reproducibles of the original final
4 construction contract drawings of each project, specifications of each project, the approved
5 opinion of probable construction cost of each project, record drawings of each project, as-built
6 plans of each project, and discoveries, developments, designs, improvements, inventions,
7 formulas, processes, techniques, or specific know-how and data generated or conceived or
8 reduced to practice or learning by CONSULTANT, either alone or jointly with others, that
9 result from the tasks assigned to CONSULTANT by COUNTY under this Agreement. County
10 acknowledges and agrees that details, concepts, ideas, devices, configurations, and designs
11 previously developed or used by the CONSULTANT, or developed by the CONSULTANT
12 without COUNTY compensation, shall remain the property of the CONSULTANT and use is
13 granted to COUNTY only for the specific project undertaken under this agreement.
14 B. If a project is terminated prior to completion of the construction document phase of
15 any project under Article III, a reproducible copy and electronic files of documents as
16 completed at the time of termination of the project shall be submitted by CONSULTANT to the
17 COUNTY, which may use them to complete each project in future phases.
18 C. If the project is terminated at the completion of the construction document phase of
19 any project, a reproducible copy and electronic files of final construction contract drawings
20 (both .dwg and .plt files), specifications, and approved opinion of probable construction cost
21 shall be submitted by CONSULTANT to COUNTY.
22 D. Documents, including drawings and specifications, prepared by CONSULTANT for
23 any project pursuant to this Agreement are not intended or represented to be suitable for reuse
24 by COUNTY or others on extensions of the services provided for that project or any other
25 project. Any use of completed documents for other projects and/or any use of uncompleted
26 documents will be at COUNTY's sole risk and without liability or legal exposure to
27 CONSULTANT.
28 E. COUNTY has requested that certain machine readable information and CAD data on
Page 20 of 25 Pages
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 construction documents be provided by CONSULTANT for each project under this Agreement.
2 Such machine readable information and CAD data are more specifically described in Article III.
3 CONSULTANT shall not be liable for claims, liabilities or losses arising out of, or connected
4 with:
5 1. The modification or misuse by COUNTY, or anyone authorized by COUNTY, of
6 such machine readable information and CAD data; or
7 2. Decline of accuracy or readability of machine readable information and CAD
8 data due to inappropriate storage conditions or duration; or
9 3. Any use by COUNTY, or anyone authorized by COUNTY, of such machine
10 readable information and CAD data for additions to any such project or for the completion of
11 any such project by others, or for other projects.
12 XXII. TIME OF COMPLETION:
13 A. Upon request of the Capital Projects Division Manager or his/her designated
14 representative, the CONSULTANT shall submit for the Capital Projects Division Manager or
15 his/her designated representative's approval, schedules for the performance of the
16 CONSULTANT's services which may be adjusted by mutual agreement as the projects proceed,
17 and shall include allowances for periods of time required for the COUNTY's review and
18 approval of submissions by authorities having jurisdiction over the projects. Time limits
19 established by these schedules approved by Capital Projects Division Manager or his/her
20 designated representative shall not, except as provided in this Agreement, be exceeded by the
21 CONSULTANT.
22 B. CONSULTANT shall diligently proceed with the agreed scope of services and shall
23 provide such services in a timely manner. Failure of the CONSULTANT to meet any deadline
24 listed in the above-referenced schedules once such failure continues more than seven (7)
25 calendar days past the specified completion date (unless the delay is attributable to the
26 COUNTY or State), is sufficient cause to immediately terminate this Agreement, at the option
27 of the COUNTY, in accordance with Section XXIV.C.
28 XXIII.TERM:
Page 21 of 25 Pages
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 The term of this Agreement shall be for a period of three (3) years, commencing on the
2 effective date as first set forth hereinabove. This Agreement may be extended for a maximum
3 of two (2) additional consecutive one-year periods upon approval of both parties no later than
4 thirty (30) days prior to the first day of the next twelve (12) month extension period. The
5 Director of the Department of Public Works and Planning or his/her designee is authorized to
6 execute such written approval on behalf of COUNTY based on CONTRACTOR's satisfactory
7 performance.
8 XXIV.TERMINATION OF AGREEMENT:
9 A. This Agreement may be terminated without cause at any time by the COUNTY upon
10 thirty (30) calendar days' written notice. If the COUNTY terminates this Agreement, the
11 CONSULTANT shall be compensated for services satisfactorily completed to the date of
12 termination based upon the compensation rates and subject to the maximum amounts payable
13 agreed to in Article V, together with such additional services satisfactorily performed after
14 termination which are expressly authorized by the COUNTY Representative in order to
15 conclude the work performed to date of termination.
16 B. If the CONSULTANT purports to terminate the Agreement, or otherwise refuses to
17 perform pursuant to the Agreement, for reasons other than material breach by the COUNTY, the
18 CONSULTANT shall reimburse the COUNTY, up to a maximum of seven thousand, five
19 hundred dollars ($7,500) for the actual expense of issuing a Request For Proposal (RFP),
20 engaging a new CONSULTANT, and the new CONSULTANT's cost in becoming familiar with
21 the previous CONSULTANT's design.
22 C. The COUNTY may immediately suspend or terminate this Agreement in whole or in
23 part, where in the determination of the COUNTY there is:
24 1. An illegal or improper use of funds;
25 2. A failure to comply with any term of this Agreement;
26 3. A substantially incorrect or incomplete report submitted to the COUNTY;
27 4. Improperly performed service.
28 D. In no event shall any payment by the COUNTY constitute a waiver by the COUNTY
Page 22 of 25 Pages
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 of any breach of this Agreement or any default which may then exist on the part of the
2 CONSULTANT, nor shall such payment impair or prejudice any remedy available to the
3 COUNTY with respect to the breach or default. The COUNTY shall have the right to demand
4 of the CONSULTANT the repayment to the COUNTY of any funds disbursed to the
5 CONSULTANT under this Agreement, which, in the judgment of the COUNTY and as
6 determined in accordance with the procedures of Article IX ("Errors or Omissions Claims and
7 Disputes"), were not expended in accordance with the terms of this Agreement. The
8 CONSULTANT shall promptly refund any such funds upon demand.
9 E. The terms of this Agreement, and the services to be provided thereunder, are
10 contingent on the approval of funds by the appropriating government agency. Should sufficient
11 funds not be allocated, the services provided may be modified, or this Agreement terminated at
12 any time by giving the CONSULTANT thirty(30) days advance written notice.
13 XXV. CONFLICT OF INTEREST:
14 The CONSULTANT shall comply with the provisions of the Fresno County Department
15 of Public Works Conflict of Interest Code, attached hereto as Exhibit B and incorporated herein.
16 Such compliance shall include the filing of annual statements pursuant to the regulations of the
17 State Fair Political Practices Commission.
18 XXVI.DISCLOSURE OF SELF-DEALING TRANSACTIONS
19 A. This provision is only applicable if the CONSULTANT is operating as a
20 corporation (a for-profit or non-profit corporation) or if during the term of this Agreement, the
21 CONSULTANT changes its status to operate as a corporation.
22 B. Members of the CONSULTANT'S Board of Directors shall disclose any self-
23 dealing transactions that they are a party to while the CONSULTANT is providing goods or
24 performing services under this Agreement. A self-dealing transaction shall mean a transaction
25 to which the CONSULTANT is a party and in which one or more of its directors has a material
26 financial interest. Members of the CONSULTANT'S Board of Directors shall disclose any
27 self-dealing transactions that they are a party to by completing and signing a Self-Dealing
28 Transaction Disclosure Form(attached as Exhibit C and incorporated herein by this reference);
Page 23 of 25 Pages
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1 and submitting it to the COUNTY prior to commencing with the self-dealing transaction or
2 immediately thereafter.
3 XXVII. ENTIRE AGREEMENT:
4 This Agreement constitutes the entire agreement between the COUNTY and the
5 CONSULTANT with respect to the subject matter hereof and supersedes all previous
6 negotiations, proposals, commitments, writings, advertisements, publications, and
7 understandings of any nature whatsoever unless expressly included in this Agreement.
8 XXVIII. SEVERABILITY:
9 Should any provision herein be found or deemed to be invalid, this Agreement shall be
10 construed as not containing such provision, and all other provisions which are otherwise lawful
11 shall remain in full force and effect, and to this end the provisions of this Agreement are hereby
12 declared to be severable.
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
Page 24 of 25 Pages
COST ESTIMATING CONSULTANT SERVICES AGREEMENT
1
2
3 IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed
4 as of the day and year first above written.
5
6 CONSU TAN COUNTY OF FRESNO
7 BY: el-Z,(18 (Zotb BY:
8 USSELL A. FOX ERNEST BUDDY MENDES, IRMAN
TITLE: PRESIDENT/CEO BOARD OF SUPERVISORS
9 KITCHELL/CEM, INC ATTEST:
2750 GATEWAY OAKS DRIVE, BERNICE E.SEIDEL,Clerk
10 SUITE 300, Board of-�upervisors
SACRAMENTO, CA 95833-3658 BY ( -�' 1 '� C
11 uty
12 REVIEWED AND RECOMMENDED APPROVED AS TO LEGAL FORM:
FOR APPROVAL DANIEL C. CEDERBORG, COUNT
13 COUNSEL
< I
14
15 BY: BY:
16 BE ARD ERIM DEPUTY
DIRECTOR
17 DEPARTMENT OF UB IC WORKS
AND PLANNING
18
19
APPROVED AS TO ACCOUNTING
20 FORM
VICKI CROW, C.P.A.
21 AUDITOR-CONTROLLER/
22 TREASURER-TAX COLLECTOR
23 BY:
DEPUT
24
25 FUND: 0001
ORG: 43601150
26 ACCT: 7295
27
28
Page 25 of 25 Pages
Exhibit A
Hourly Rate Schedule
The below hourly rates are fully burdened with employee benefits, statutory requirements,
overhead and profit. These rates are applicable to services requested on an hourly billing basis.
The following Hourly Rate Schedule is effective through 2016, and is subject to a negotiated
increase based upon a mutually agreeable index for subsequent years.
Position Hourly Rate
Engineering/Architecture Department Manager..............................................$185
Estimating Department Manager......................................................................$175
SeniorEstimator...............................................................................................$140
Estimator..........................................................................................................$120
Registered Architect/Licensed Engineer..........................................................$145
Commissioning Agent......................................................................................$145
BIMManager...................................................................................................$155
BIMEngineer...................................................................................................$120
CADDTechnician..............................................................................................$95
Engineering/Architecture Department Administrative Support.........................$80
ProjectDirector................................................................................................$190
ProjectManager...............................................................................................$165
Senior Project Engineer....................................................................................$125
13®
l EXHIBIT B
File $L5123
February 23, 1999
Resolution #99-086
1 BEFORE THE BOARD OF SUPERVISORS
2 OF THE COUNTY OF FRESN0
3 STATE OF CAt.IFORri1A
r ;..
4 In the matter of
a Adoption of Standard Conflict of interest
Resolution 499-0e5
CodefarAll County Departments,
6 ,
7
8 Whereas. the Political Reform Act, Government Code section 81000 et seq..
S requires state and local government agencies to'adopt and promulgate conftid of interest
10 codes;and
11 Whereas.the Fair Political Practloes Commission has,adopted a regulatIon,2
12 Califomis 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 coriforrn to amendments to the Pofflical
18 Reform Act and
1 S Whereas,any local agency may Incorporate this standard conflict of interest code,
and thereafter need not amend the text of Its code to condoms to future amendments to the
17
Polltical Reform Act or its regulations;and
18
Whereas, the Board of Supervisors Is the code reviewing body for all County
19 departments except courts;and
20 Whereas,the Board of Supswisors may adopt the standard confilct of interest
21 code on behalf of all County departments.
22 Now therefore be it resolved,thattheterms 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 offiicers and employees are deegnatad and disclosure categories are set forth,
27
28
1
EXHIBtT B
constitute the conflict of interest codes of each County department except courts.
2 Conflict of interestforms shall be fiied as follows:
3 1. As required by Government Code Section 87500, subdivision (e), the
4 County Administrative Officer, District Attomey, County Counsel, and Audftor
5 ControfledTreasurer-Tax Collector shall file one original oftheir statements with the County
6 Clerk, who shall make and retain copies and forward the originals to the Fair Political
7 Practices Commission.which shall be the filing officer. The County Administrative Officer,
6 District Attorney,County Counsel,and Auditor-ControlleriTreasurer--Tax Collector shall also
9 file one copy of their statements with the Clark to the Board of Supervisors.
10 2. As required by Government Code section 875DD,subdivision 0).all other
11 department heads shall No one original ofthefrstatameids withthelydepartments. Thefing
12 officer of each department shall make and retain a copy of the department head's statement
.13 and shall forward the original to the Clerk to the Board of Supervisors.
14 3. All other designated employees shall file one original of their statements with
15 their departments.
16 All statements shall be public records and shall be made available for public
inspecfion and neproducfton. (Gov.Code,§81008.)
17
18 Adopted at a regular meeting of the Board of Supervisors,held on the 23rd day
of February .19 99,by the following vote,to wit;
i9
20 Ayes: supervisors Koligian, Case, Arambula, oken, Zevp
21 Noes; None
22 Absent: None
23
4cx-'O"4)�)
24 c , BOM Nrt as
.AT�E9Ts
SHM G8M3i70m, C'LM
25 BnAR11 of saPsMsoas
26 r
27 sy V' f
P
28 pile #15123 Agenda #28 Rasolution #99-086
2
-,EXHIBIT B
EXHIBIT"A"
PUBLIC WORKS AND PLANNING
Classification Category
Accountant I/If 2
Architect 1
Assistant Real Property Agent 1
Associate Real Property Agent 1
Building Inspector I/it 1
Building Plans Engineer 1
Capital Projects Division Manager 1
Chief Building Inspector 1
Chief of Field Surveys 1
Community Development Manager 1
Consultant `
Deputy Director of Planning 1
Deputy Director of Public Works 1
Development Services Manager 1
Director of Public Works and Planning 1
Disposal Site Supervisor 2
Engineer I/11/111 1
Field Survey Supervisor 3
Housing Rehabilitation Specialist I 111 1
Information Technology Analyst 1/II/III/IV 2
Planner I/If/III 1
Principal Accountant 1
Principal Engineer 1
Principal Planner 1
Principal Staff Analyst 1
Public Works and Planning Business Manager 1
Public Works Division Engineer 1
Resources Manager 1
Road Maintenance Supervisor 2, 3
Road Superintendent 1
Senior Accountant 2
Senior Economic Development Analyst 1
Senior Engineer 1
Senior Engineering Technician 2
Senior Geologist 1
Senior Information Technology Analyst 2
Senior Planner 1
(-EXHIBIT B
Classification Category
Senior Staff Analyst 1
Senior Systems and Procedures Analyst 2
Staff Analyst 1/11/111 1
Supervising Accountant 2. 3
Supervising Building Inspector 1
Supervising Engineer 1
Supervising Water/Wastewater Specialist 2, 3
Systems and Procedures Analyst I/11/Ill 2
Systems and Procedures Manager 2
Traffic Maintenance Supervisor 2
* Consultants shall be included In the 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 position", is hired to perform a range
of duties that is limited in scope and thus is not required to fully comply with the
disclosure requirements in this section. Such written determination shall 'include a
description of the 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 public inspection
in the same manner and location as this conflict of interest code.
E5XHI$IT B
EXHIBIT"8"
PUBUC WORKS ANP PLANNING
1. Persons In this category must disclose all Investments, interests In real property and
Income,and business positions. Financial Interests are reportable dnty If located within
or subject to the jurisdiction of Fresno-Countyi or-If the business entity,is-doing
business or planning to do business in the jurisdlcllon,or has done business within the
ji.irisdictidn at any nine during the two year's prlo'r'td*1he flllag of the sWemsnL Real
property shall be deemed to be within the Jurisdiction" of the County if it Is looted
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 the County.
2. Parsons in this category shall disclose all investments In, income from, and business
positions with any business entity which,within Me lest two years,has contracted Orin
the future may forsesably contract with Fresno County through its Public Works and
Planning Department,.Solld Waste Commissions within the jurisdiction,or to anyother
joint powers agency Mitch Fresno County is a member to provide services, supplies,
materials,machinery, or equipment to the County.
S. Persons In the category shall disclose all Inter eMs in real property within the
jurisdiction. Real Property shall be deemed to be within the jurisdiction Ifthe property
or any part of It Is located within or not more then 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.
Attachment C
SELF-DEALING TRANSACTION DISCLOSURE FORM
In order to conduct business with the County of Fresno (hereinafter referred to as
"County"), members of a corporation's board of directors of the Consultant, 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
in which one or more of its directors has a material financial interest"
The definition above will be utilized for purposes of completing this disclosure form.
INSTRUCTIONS
(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 Code.
(5) Form must be signed by the board member that is involved in the self-dealing
transaction described in Sections (3) and (4).
Page 1 of 2
Attachment C
(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:
Page 2of2