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COUNTY OF FRESNO
Fresno,California
05/29/15
AGREEMENT NO.15-280
CONSULTANT AGREEMENT
THIS AGREEMENT for Real Property Consultant Services,hereinafter referred to
as "the AGREEMENT,"is made and entered into this jV^day of "^Ur-c 2015,
byand between the COUNTY OF FRESNO,a political subdivision ofthe State of
California,hereinafter referred to as "the COUNTY";and Beacon Integrated Professional
Resources,dba Hamner,Jewell &Associates,a California Corporation,whose address is
530 Paulding Circle,Suite A,Arroyo Grande, CA93420, hereinafter referred to as "the
CONSULTANT".
WITNESSETH
WHEREAS,COUNTY desires to retain the CONSULTANT to provide on-call Real
PropertyServices,which may encompass full service real propertyappraisal,acquisition
and relocation assistance services as necessary to assist COUNTY in performing projects
(hereinafter referred to as "the PROJECT(S)")proposed by COUNTY;and
WHEREAS,said CONSULTANT has been selected in accordance with the
COUNTY'S Ordinance Code Chapter 4.10 on the selection of architects,engineers,and
other professionals to provide the Real Property services necessary forthe PROJECTS;
and
WHEREAS,the individual listed below
Donna Conley or Scott Beyelia,Associate Real Property Agents
2220 Tulare Street,6th Floor,Fresno,CA 93721
559-600-4109
dconlev(3)co.fresno.ca.us or rsbevelia(S)co.fresno.ca.us
are designated as the CONTRACT ADMINISTRATORS for this 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
WHEREAS,the individual listed below
Lillian Jewell
1 530 Paulding Circle, Suite A
2 Arroyo Grande, CA 93420
3 (805)773-1459
4 ljewell@hamner-jewell.com
5 is designated as the PROJECT MANAGER for the CONSULTANT for this AGREEMENT,
6 and shall remain so unless the CONSULTANT requests and the DIRECTOR approves, in
7 writing, a change of the CONSULTANT'S PROJECT MANAGER, approval of which shall
8 not be unreasonably withheld; and
9 WHEREAS, said AGREEMENT is subject to 49 Code of Federal Regulations
10 (hereinafter referred to as "49 CFR"), Part 26 Participation by Disadvantaged Business
11 Enterprises in Department of Transportation Financial Assistance Programs,
12 Disadvantaged Business Enterprise programs established by other federal agencies and/o
13 COUNTY'S Disadvantaged Business Enterprise Program (collectively referred to
14 hereinafter as "DBE PROGRAM(S)"),
15 NOW, THEREFORE, in consideration of the promises and covenants set forth
16 herein, the above named parties agree as follows:
17 I. CONTRACTING OF CONSULTANT
18 A. COUNTY hereby contracts with the CONSULTANT as an independent
19 contractor to provide all consultant real property services required for the PROJECT(S).
20 Said services are described in Article II and enumerated in Article Ill herein.
21 B. The CONSULTANT'S services shall be performed as expeditiously as is
22 consistent with professional skill and the orderly progress of the work, based on schedules
23 for each specific PROJECT mutually agreed upon in advance by the CONTRACT
24 ADMINISTRATOR and the CONSULTANT, and consistent with schedules established
25 under Article VI.
26 C. The CONSULTANT'S PROJECT team staff shall be as listed in Appendix A,
27 attached hereto and incorporated herein. Any substitutions of personnel shall be approved
28 by the CONTRACT ADMINISTRATOR, approval of which shall not be unreasonably
COUNTY OF FRESNO
Fresno, California
05/29/15
2
withheld. The CONSULTANT shall notify the CONTRACT ADMINISTRATOR of the names
2 and classifications of employees assigned to each specific PROJECT, and shall not
3 reassign such employees to other the PROJECTS of the CONSULTANT without
4 notification to and prior approval by the CONTRACT ADMINISTRATOR.
5 D. The CONSULTANT may retain, as subconsultants, specialists in such
6 disciplines including, but not limited to, title reports, appraisals, acquisition, and relocation
7 assistance as the CONSULTANT requires to assist in completing the work. All
8 subconsultants used by the CONSULTANT shall be approved in writing by the
9 CONTRACT ADMINISTRATOR before they are retained by the CONSULTANT, approval
10 of which shall not be unreasonably withheld. The subconsultants listed in Appendix B,
11 attached hereto and incorporated herein, shall be considered as approved by the
12 CONTRACT ADMINISTRATOR. The maximum amount of compensation to be paid to the
13 CONSULTANT under Article VI below shall not be increased by any addition or substitution
14 of subconsultants.
15 E. The CONSULTANT and affiliated subconsultants shall not bid to contract or
16 subcontract, for the construction phase of any PROJECT assigned to the CONSULTANT.
17 The CONSULTANT, its subconsultants, and all other service providers, shall not provide
18 any PROJECT-related services for, or receive any PROJECT-related compensation from
19 any construction contractor, subcontractor or service provider awarded a construction
20 contract (hereinafter referred to as "CONTRACTOR") for all or any portion of the
21 PROJECT(S) for which the CONSULTANT provides services hereunder. The
22 CONSULTANT and its subconsultants, and all other service providers, may provide
23 services for, and receive compensation from a CONTRACTOR who has been awarded a
24 construction contract for all or any portion of the PROJECT(S) provided that any such
25 services which are rendered, and any compensation which is received therefor, relates to
26 work outside the scope of AGREEMENT and does not pose a conflict of interest.
27 F. Any subcontract in excess of $25,000 entered into as a result of this
28 AGREEMENT, shall contain all the provisions stipulated in this AGREEMENT to be
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Fresno, California
05/29/15
3
1 applicable to subcontractors.
2 G. The CONSULTANT is responsible for being fully informed regarding the
3 requirements of 49 CFR, Part 26 and the California Department of Transportation's
4 (CAL TRANS) Disadvantaged Business Enterprise program developed pursuant to the
5 regulations, as detailed in Appendix C, attached hereto and incorporated herein.
6 II. DESCRIPTION OF THE WORK COVERED BY AGREEMENT
7 A. The work to be performed by the CONSULTANT under this AGREEMENT
8 includes professional services under Article Ill for various COUNTY Public Works
9 PROJECTS, including but not limited to, full service real property appraisal, acquisition and
1 o relocation assistance services.
11 B. The CONSULTANT agrees to provide the professional services that are
12 necessary for each PROJECT when expressly authorized in writing by the CONTRACT
13 ADMINISTRATOR. Such work by the CONSULTANT shall not begin until the
14 CONSULTANT has received a written Notice to Proceed from the CONTRACT
15 ADMINISTRATOR authorizing the necessary service, agreed upon fee, and scope of work.
16 Ill. CONSULTANT'S SERVICES
17 The CONSULTANT shall submit proposals in response to task orders issued by the
18 CONTRACT ADMINISTRATOR on a project-by-project basis. The CONSULTANT'S
19 proposal at a minimum shall include, but not be limited to, staff qualifications, proposed
20 method and schedule for completing the task(s), completed federal forms and a sealed
21 cost proposal. The CONSULTANT agrees that each professional or other individual
22 performing work on any such PROJECT(S) shall be adequately trained to perform the work
23 and shall possess the proper license, certification or registration as required by law or by
24 accepted standards of the applicable profession. The CONSULTANT agrees to provide
25 the professional services that are necessary to complete the following tasks when
26 expressly authorized in writing by the CONTRACT ADMINISTRATOR:
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COUNTY OF FRESNO
Fresno, California
05/29/15
A.
1.
Title Reports:
As used in Article Ill, Paragraph A of this AGREEMENT: the following
4
1 definitions shall apply:
2 (a) "Report(s)" shall mean Litigation Guarantee(s) as defined by the
3 California Land Title Association, at the time of execution of this AGREEMENT.
4 (b) "Escrow Service(s)" shall mean those services which facilitate a
5 transfer of an interest in real property, during which documents and funds are delivered by
6 CONTRACT ADMINISTRATOR to CONSULTANT to hold in escrow, pursuant to specific
7 instructions from the CONTRACT ADMINISTRATOR.
8 (c) "Title Insurance Policy" shall mean the California Land Title
9 Association standard coverage policy, at the time of execution of this AGREEMENT ..
10 (d) "Updated Report(s)" shall refer to any Report, as defined herein,
11 originally issued to CONTRACT ADMINISTRATOR pursuant to this Agreement and which
12 is then re-issued in a revised or updated form and which covers the same property
13 described in the original Report.
14 (e) "Property" shall refer to the real property parcel(s) or address(es) for
15 which the CONTRACT ADMINISTRATOR has requested a Report.
16 2. CONSULTANT shall furnish Reports, Escrow Services and Title Insurance
17 Policies for properties only as requested in writing by CONTRACT ADMINISTRATOR.
18 3. CONSULTANT shall make a good faith effort to deliver requested Reports to
19 CONTRACT ADMINISTRATOR within thirty (30) days following receipt of the request.
20 4. CONSULTANT shall provide CONTRACT ADMINISTRATOR with three (3)
21 copies of each Report.
22 5. Each Report shall include a copy of the vesting paragraph and shall recite the
23 exact title as it would appear on a grant deed, or other valid instrument of title, followed by
24 the date of recordation and the other recording data of the vesting deed.
25 6. The required Report format shall be determined by the CONTRACT
26 ADMINISTRATOR.
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Fresno, California
05/29/15
7. The Reports shall also include but not be limited to the following:
(a) One copy of the vesting deed;
5
1 (b) Legal description of property;
2 (c) All liens, encumbrances, easements and right of way of record;
3 (d) Assessor's parcel number and valuation;
4 (e) APN map with property marked; and
5 (f) Names, interest and best available addresses for all parties of record
6 with property interest.
7 8. CONSULTANT will advise CONTRACT ADMINISTRATOR within two (2)
8 weeks if CONSULTANT will be unable to deliver any of the requested Reports within the
9 thirty (30) day period. Thereafter, if so requested by CONTRACT ADMINISTRATOR in
10 writing, CONSULTANT shall cease further work on the requested Reports.
11 9. COUNTY shall pay for all services provided by CONSULTANT prior to
12 issuance of any notice to cease work; payment for which shall be pro-rated on the
13 comparison of the work completed to the total work required for each requested Report.
14
15
B.
1.
Appraisal
Upon being assigned a project and having received a written authorization to
16 proceed by the CONTRACT ADMINISTRATOR, CONSULTANT will appraise and furnish a
17 complete narrative appraisal report ("Appraisal"), in triplicate and digital file (PDF on a CD),
18 on the parcels previously bid upon. In addition, CONSULTANT shall include in such
19 Appraisal those additional parcels identified by COUNTY after selection of bid. Such
20 additional parcels shall be limited to those parcels that are a part of the project for which
21 the Appraisal is sought. CONSULTANT shall provide COUNTY with a narrative type
22 appraisal for the parcel(s), containing information as required in the authorization by the
23 CONTRACT ADMINISTRATOR.
24 2. If requested by COUNTY, CONSULTANT shall provide minor updates and
25 revisions to the Appraisal provided pursuant to this Agreement at no cost to COUNTY.
26 Extensive updates and revisions shall be provided at the request of COUNTY and shall be
27 compensated at the hourly and cost rates shown in Appendix D.
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3. The completed Appraisal is to be delivered to the Department of Public
6
1 Works and Planning, Design Division, or as otherwise requested by COUNTY within the
2 time limit stated in the authorization to proceed.
3 4. Pursuant to Government Code, Section 7267.1 (b), the property owner or
4 his/her designated representative must be offered the opportunity to accompany
5 CONSULTANT during his/her inspection of the property. CONSULTANT shall comply with
6 this requirement and include a statement in the Appraisal that on a certain date the owner
7 or his/her designated representative was given this opportunity, and he/she either accepted
8 or declined. CONSULTANT shall indicate the date on which the property was inspected
9 and if the owner or his/her representative was present.
10 5. CONSULTANT will contact the design engineer for the assigned project to
11 review the construction drawings to determine how the proposed grade, drainage, access,
12 etc., will affect the remaining property.
13 6. CONSULTANT warrants that if he/she has any interest, present or
14 contemplated, in any property affected by this Agreement, CONSULTANT will notify
15 COUNTY and waive any opportunity to bid for that Project.
16 7. CONSULTANT agrees that his/her Appraisal and conclusions are for the
17 confidential information of COUNTY and may be used in connection with any Property
18 acquisition or condemnation action or actions involving the properties which are the subject
19 of the Appraisal and that he/she will not disclose his/her conclusions in whole or in part to
20 any person whatsoever other than as provided in this AGREEMENT. CONSULTANT
21 further agrees that his/her Appraisal, conclusions and other work, whether completed or
22 partially completed, are the sole property of COUNTY.
23 8. Written consent is hereby given to COUNTY, at its sole option, to disseminat
24 to the public through the news media, or any other public means of communication, the
25 contents or valuation conclusion of the Appraisal report prepared hereunder.
26 9. Appraisals may be used to make initial offers to property owners and others
27 having an interest in the real estate as required by the Uniform Relocation Assistance and
28 Real Property Acquisition Act.
COUNTY OF FRESNO
Fresno, California
05/29/15
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1 10. Each Appraisal must be reviewed by a qualified review appraiser and contain
2 a Review Appraiser Certificate. The review appraiser is the person responsible for
3 Appraisal quality and value determination. The review appraiser must remain independent
4 and must not be subject to undue influence or pressure from any source to arrive at a
5 particular value or to accept inadequate Appraisals. It is essential that the review appraiser
6 understands his/her responsibility is to recommend an estimate of value for just
7 compensation determination by the acquiring agency. The Uniform Act requires that an
8 official of the acquiring agency (COUNTY) must make the final determination of just
9 compensation.
10 11. Trial Preparation-upon notice from COUNTY that an Eminent Domain or
11 condemnation action has been filed on Property, CONSULTANT shall provide and be
12 compensated for all necessary litigation assistance as may be deemed necessary by
13 COUNTY. Such action may include, but not be limited to, pretrial conferences,
14 depositions, court appearances and updating of appraisals.
15 C. Acquisition Services: Upon being assigned to provide acquisition services for
16 a PROJECT, the CONSULTANT shall:
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19
20
21
1.
2.
3.
4.
5.
Provide COUNTY General Information Brochure to affected property owners;
Communicate with the property owners;
Provide agents fluent in both English and Spanish, when needed;
Prepare correspondence, letters and reports as necessary;
Provide a written summary of the status of the acquisition of each parcel on a
22 bi-monthly basis and/or upon request of COUNTY staff;
23 6. Prepare files for each parcel including all documents necessary to present
24 first written offer. COUNTY will provide all necessary forms and documents;
25
26
7.
8.
Maintain a log of all pertinent information concerning the PROJECT parcels;
Schedule appointments for face to face meetings and negotiations with
27 property owners;
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Fresno, California
05/29/15
9. Conduct face to face presentation of the written offer, summary statements,
8
1 and lists of compensable items of fixtures and equipment, and addenda to the property
2 owner. Where face to face presentations are not possible, negotiations may be done by
3 telephone or mail;
4 10. Continue negotiations with the property owners and tenants until every
5 reasonable effort has been expended to acquire the property through negotiations;
6 11. In the event the COUNTY's Board of Supervisors, in its discretion,
7 determines that Eminent Domain proceedings are necessary, provide coordination and
8 assistance necessary to aid the condemnation counsel;
9 12. Assist County staff in the preparation of COUNTY Contract/Right of Way
10 Agreement and Escrow Instructions based upon a proforma provided and approved by the
11 COUNTY;
12 13. Obtain signatures on COUNTY Right of Way/Purchase Contracts and
13 Notarize Deed to convey title to the property acquired. Deliver signed Contracts and
14 Notarized Deeds to COUNTY;
15 14. Assist COUNTY staff in the preparation of documents for the COUNTY's
16 approval of Contracts and acceptance of deeds;
17 15. Communicate with engineers, planners, attorneys, real property agents, other
18 agency staff and Consultants;
19 16. Provide information to COUNTY staff for preparation of COUNTY agenda
20 items and public hearing notices, as necessary for approval of acquisition terms;
21 17. Comply with California Relocation Assistance and Real Property Acquisition
22 Guidelines and any other applicable federal, state and local regulations.
23 D. Relocation Services: Upon being assigned to provide relocation services for a
24 PROJECT, the CONSULTANT shall:
25 1. Initiate a relocation assistance program that will provide each affected
26 displaced person or family with financial and advisory assistance. The needs of each
27 displacee will be carefully and individually analyzed to determine what specific benefits and
28 services are required;
COUNTY OF FRESNO
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1 2. Comply with all applicable federal and state laws, rules and regulations
2 relating to relocation assistance and the COUNTY adopted relocation assistance policies
3 and procedures;
4
5
3.
4.
Provide agents fluent in both English and Spanish, when needed;
Prepare Relocation Plans ("Plan") that shall conform to all requirements of
6 State Housing Community Development (HCD) Guidelines California Code of Regulations,
7 Title 25 and the Federal Uniform Act, if applicable, as well as Regulations for
8 Implementation of the California Relocation Assistance Law and Property Acquisition
9 Procedures. The Plan shall include, at a minimum, the following:
10 (a) Analysis of the needs of the residential displacees which would include
11 the number of occupants residing in a dwelling, family size and ages, household income,
12 and any special needs;
13 (b) Analysis of replacement housing resources and the determination as
14 to whether sufficient housing is available to accommodate the number of displacees in the
15 PROJECT;
16 (c) Personal contact with as many of the residential displacees as
17 possible ( 1 00% is preferred);
18 (d) Analysis of any businesses being displaced, and determination of
19 available resources or assistance that may be available;
20 (e) Preparation of a Replacement Housing Plan, if required;
21 5. Provide Residential Relocation services, if required, which shall include, but
22 may not be limited to the following:
23 (a) Interview prospective displacees to ascertain relocation housing needs
24 and verify income and rent/mortgage payments and determine if any special needs exist in
25 the household;
26 (b) Inform displacees of available relocation assistance services and
27 benefits, and explain relocation process;
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COUNTY OF FRESNO
Fresno, California
05/29115
(c) Provide advisory assistance on an on-going basis, including referrals
10
1 to and coordination with social service agencies, housing authorities, and any other
2 services, which may be required;
3 (d) Prepare notices under the direction of the COUNTY and personally
4 deliver required notices, which may include Informational Statements, Notices of
5 Displacement, 90-Day Notices to Vacate, and other notices;
6 (e) Provide displacee, in writing, with referrals to comparable replacement
7 housing;
8 {f) Determine eligibility of each displacee and amount of relocation
9 benefits, including moving payments, rental/down payment assistance, and replacement
10 housing payments and, to the extent possible, include at least three comparable options in
11 the computation, and prepare Entitlement Letter to each displacee;
12 (g) Conduct "decent, safe and sanitary" inspections of comparable
13 replacement dwellings and advise displacee of findings;
14 (h) Prepare all necessary claim forms, secure displacee's signatures on
15 claim forms, and submit claim forms to COUNTY for processing. When checks are
16 available, personally deliver checks to displacee, whenever possible;
17 (i) Obtain moving cost estimates, as needed, and monitor the move, as
18 necessary;
19 Maintain files on each displacee and submit completed files to
20 COUNTY when displacee has received final payment;
21 (k) Provide COUNTY with bi-weekly status reports, or as required, and a
22 written report in a form pre-approved by COUNTY staff summarizing the status of the
23 relocation for each displacee bi-monthly;
24 (I) Provide project management services to coordinate and meet with
25 COUNTY staff to discuss progress and schedule as needed;
26 6. Provide Business Relocation services (if applicable) which includes, but is not
27 limited to the following:
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COUNTY OF FRESNO
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(a) Interview prospective displacees to ascertain relocation needs;
11
1 (b) Inform displacees of available relocation assistance services and
2 benefits, and explain the relocation process;
3 (c) Prepare notices under the direction of the COUNTY and deliver
4 required notices, which may include Informational Statements, Notices of Displacement,
5 90-Day Notices to Vacate, and other notices;
6 (d) Provide displacee, in writing, with referrals to comparable business
7 locations and assist in any planning and/or permitting issues;
8
9
(e)
(f)
Advise business owners of potential claim for loss of goodwill;
Negotiate with business owner for fixtures and equipment, as may be
10 required (COUNTY will provide appraisals for such items and CONSULTANT shall Itemize
11 this cost separately);
12
13 COUNTY;
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15
(g)
(h)
(i)
Facilitate the Notice of Bulk Transfer, fees for which will be paid by
Provide on-going advisory assistance to business owners;
Prepare specifications for the move and inventory of personal
16 property, coordinating with acquisition agent to assure that there is no dispute with property
17 owner, if property owner is not the business owner;
18 Obtain a minimum of two bids from movers that are suited to the type
19 of business being relocated;
20 (k) Monitor the move to replacement site and re-establishment activities,
21 as necessary;
22 (I) Determine eligibility of each affected business and the proposed
23 amount of relocation benefits, including actual and reasonable moving payments, re-
24 establishment payments, or the "in-lieu" payment and prepare and deliver Entitlement
25 Letter;
26 (m) Prepare all necessary claim forms, secure claimant's signatures on
27 claim forms, and submit claim forms to COUNTY for processing and payment (and when
28 checks are available, personally deliver checks to displacee, whenever possible);
COUNTY OF FRESNO
Fresno, California
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1 (n) Maintain files on each displacee, provide COUNTY with bi-weekly
2 status reports, or as required, and submit completed files to COUNTY when displacee has
3 received final payment;
4 (o) Provide project management services to coordinate and meet with
5 COUNTY staff to discuss progress and schedule as needed;
6 IV. OBLIGATIONS OF COUNTY
7 COUNTY will:
8 A. Issue task orders on a project-by-project basis. Task orders will at a minimum
9 include scope of work, location, and schedule for the PROJECT.
10 B. Provide the CONSULTANT with a PROJECT Scope and Schedule, and
11 compensate the CONSULTANT as provided in the AGREEMENT.
12 c. Provide the CONTRACT ADMINISTRATOR as a representative of the
13 COUNTY and who, as such, will work with the CONSULTANT in carrying out the provisions
14 of the AGREEMENT.
15
16
17
18
D.
E.
F.
G.
19 thereto.
20 H.
Provide all surveying and staking.
Provide design of projects and prepare legal descriptions.
Prepare right-of-way maps.
Examine documents submitted and render timely decisions pertaining
Provide a Project Manager who will provide information regarding engineering
21 design philosophy, schedule, and the purpose of a PROJECT.
22 I. Examine documents submitted to the COUNTY by the CONSULTANT and
23 render timely decisions pertaining thereto.
24 J. Provide mailing lists and labels for notification of property owners upon the
25 CONSULTANT'S request.
26 K. Give reasonably prompt consideration to all matters submitted by the
27 CONSULTANT for approval to the end that there will be no substantial delays in
28 CONSULTANT'S program of work. An approval, authorization or request to
COUNTY OF FRESNO
Fresno, California
05/29/15
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1 CONSULTANT given by COUNTY will be binding upon COUNTY under the terms of
2 AGREEMENT only if it is made in writing and signed on behalf of COUNTY by CONTRAC
3 ADMINISTRATOR.
4 V. PERFORMANCE PERIOD
5 A. This AGREEMENT shall go into effect upon execution by the COUNTY. The
6 AGREEMENT shall end on the third anniversary of the execution date, unless prior to its
7 expiration, the term is extended in writing, for no more than two additional one-year terms,
8 by mutual consent of the DIRECTOR and the CONSULTANT. The CONSULTANT shall
9 commence work promptly after receipt of a notice to proceed issued by the CONTRACT
10 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
15
16
A.
1.
Total Fee:
Notwithstanding any other provisions in this AGREEMENT, the Total Fee for
17 the services required under the AGREEMENT shall not exceed the total sum of Two
18 Hundred Fifty Thousand and No/1 00 Dollars ($250,000.00) over the entire term of the
19 AGREEMENT. Compensation for the services rendered shall be computed at the hourly
20 and cost rates shown in Appendix D, subject to any adjustments that may be approved in
21 accordance with Article VI, Section A, Paragraph 3.
22 2. The hourly and cost rates listed herein for services rendered by the
23 CONSULTANT and subconsultants shall remain in effect for the entire duration of the
24 AGREEMENT unless adjusted in accordance with the provisions of Article VI, Section A,
25 Paragraphs 3, 5, or 6.
26 3. The hourly rates paid for services performed by the CONSULTANT and by
27 subconsultants of the CONSULTANT and the rates for expenses incidental to the
28 CONSULTANT'S and subconsultant's performance of services may be adjusted no more
COUNTY OF FRESNO
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1 than once annually for inflation, in accordance with the following provisions: the
2 CONSULTANT may request new labor rates and new rates for expenses incidental to the
3 CONSULTANT'S and subconsultant's performance of services subject to written approval
4 of the CONTRACT ADMINISTRATOR in accordance with the provisions of this Article VI,
5 Section A, Paragraph 3. The CONSULTANT shall initiate the rate adjustment process by
6 submitting to the CONTRACT ADMINISTRATOR a proposed adjusted fee schedule. The
7 proposed adjusted fee schedule shall include proposed hourly rates for all categories of th
8 CONSULTANT and subconsultants wage classifications and proposed rates for incidental
9 expenses listed in Appendix D. The proposed adjusted fee schedule shall not take effect
10 unless approved in writing by the CONTRACT ADMINISTRATOR. The CONSULTANT
11 hereby acknowledges its understanding that approval by the CONTRACT
12 ADMINISTRATOR of any upward adjustment in the hourly and cost rates shall not provide
13 a basis for any increase in the total fee of $250,000.00, as seUorth in Article VI, Section A,
14 Paragraph 1 .
15 4. Expenses incidental to the CONSULTANT'S and subconsultant's
16 performance of services under Article Ill of the AGREEMENT shall be charged at the rates
17 listed in Appendix D, subject to any adjustments that may be approved in accordance with
18 Article VI, Section A, Paragraphs 3, 5, or 6. Unless incorporated in an adjusted fee
19 schedule approved by the CONTRACT ADMINISTRATOR in accordance with Article VI,
20 Section A, Paragraphs 3, 5, or 6, all other expenses incidental to the CONSULTANT'S and
21 subconsultant's performance of the services under Article Ill of the AGREEMENT that are
22 not listed in Appendix D shall be borne by the CONSULTANT.
23 5. In the event that, in accordance with Article I, Section D, the CONTRACT
24 ADMINISTRATOR approves the CONSULTANT to retain additional subconsultants not
25 listed in Appendix B, hourly rates paid for services performed by such additional
26 subconsultants of the CONSULTANT and the rates for expenses incidental to
27 subconsultants performance of services may be adjusted no more than once annually for
28 inflation, in accordance with Article VI, Section A, Paragraph 3. The first annual
COUNTY OF FRESNO
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1 adjustment of hourly and incidental expense rates for such additional subconsultants shall
2 not be approved prior to one year after the CONTRACT ADMINISTRATOR approval of the
3 retention of such additional subconsultant(s) by the CONSULTANT.
4 6. Notwithstanding any other provisions in this AGREEMENT, the CONTRACT
5 ADMINISTRATOR may, at any time, authorize in writing the revision of the
6 CONSULTANT'S or subconsultant's charge rates for incidental expenses to include
7 additional categories of such expenses if, in the opinion of the CONTRACT
8 ADMINISTRATOR, such revision is necessary to facilitate the CONSULTANT'S
9 performance of the PROJECTS.
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11
B.
1.
Payments:
Progress payments will be made by the COUNTY upon receipt of the
12 CONSULTANT'S monthly invoices and approval by the CONTRACT ADMINISTRATOR
13 thereof based on the CONTRACT ADMINISTRATOR'S evaluation of the completion of the
14 respective components of the assigned PROJECT. Invoices shall clearly identify the
15 Phase and Task of the work, and shall be submitted with the documentation identified in
16 Article VI, Section 8, Paragraph 5. Invoices shall be forwarded electronically to:
17 PWPBusinessOffice@co.fresno.ca.us.
18 2. Upon receipt of a proper invoice, the CONTRACT ADMINISTRATOR will take
19 a maximum of ten (1 0) working days to review, approve, and submit it to the COUNTY
20 Auditor Controller/Treasurer Tax Collector. Unsatisfactory or inaccurate invoices will be
21 returned to the CONSULTANT for correction and resubmittal. Payment, less retention, if
22 applicable, will be issued to the CONSULTANT within forty (40) calendar days of the date
23 the Auditor Controller/Treasurer Tax Collector receives the approved invoice.
24 3. The COUNTY is entitled to withhold a ten percent (1 0%) retention from the
25 CONSULTANT'S earned compensation in accordance with the provisions of Article VII of
26 the AGREEMENT.
27 4. An unresolved dispute over a possible error or omission may cause payment
28 of the CONSULTANT fees in the disputed amount to be withheld by the COUNTY.
COUNTY OF FRESNO
Fresno, California
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1 5. Concurrently with the invoices, the CONSULTANT shall certify (through
2 copies of issued checks, receipts, or other COUNTY pre-approved documentation) that
3 complete payment, less a ten percent (10%) retention, except as otherwise specified in
4 Article VII, has been made to all subconsultants as provided herein for all previous invoices
5 paid by the COUNTY. However, the parties do not intend that the foregoing create in any
6 subconsultants or sub-contractor a third party beneficiary status or any third party
7 beneficiary rights, and expressly disclaim any such status or rights.
8 6. Final invoices, and separate invoices for retentions, shall be submitted to
9 CONTRACT ADMINISTRATOR no later than thirty (30) days after the phase is completed.
10 Payment for retentions, if any, shall not be made until all services for the phase are
11 completed.
12 7. In the event the DIRECTOR reduces the scope of CONSULTANT'S work
13 under the AGREEMENT for a specific PROJECT (or discontinues a specific PROJECT),
14 whether due to a deficiency in the appropriation of anticipated funding or otherwise, the
15 CONSULTANT will be compensated on a pro rata basis for actual work completed and
16 accepted by the DIRECTOR in accordance with the terms of the AGREEMENT.
17 VII. RETENTION FROM EARNED COMPENSATION
18 In addition to any amounts withheld under Article Ill, the CONSULTANT agrees that
19 the COUNTY, at the discretion of the CONTRACT ADMINISTRATOR, may withhold a ten
20 percent (10%) retention from the earned compensation of the CONSULTANT. If the
21 CONTRACT ADMINISTRATOR determines that retention will be withheld for a PROJECT,
22 the CONTRACT ADMINISTRATOR will so state in writing prior to commencement of the
23 PROJECT by the CONSULTANT and will identify the PROJECT-specific prerequisites
24 (such as successful completion of a PROJECT phase, as an example) for the release of
25 retentions.
26 VIII. TERMINATION
27 A. This AGREEMENT may be terminated without cause at any time by the
28 COUNTY upon thirty (30) calendar days' written notice. If the COUNTY terminates this
COUNTY OF FRESNO
Fresno, California
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17
1 AGREEMENT, the CONSULTANT shall be compensated for services satisfactorily
2 completed to the date of termination based upon the compensation rates and subject to
3 the maximum amounts payable agreed to in Article VI, together with such additional
4 services satisfactorily performed after termination which are expressly authorized by the
5 COUNTY to conclude the work performed to date of termination.
6 B. If the CONSULTANT purports to terminate the AGREEMENT, or otherwise
7 refuses to perform pursuant to the AGREEMENT, for reasons other than material breach
8 by the COUNTY, the CONSULTANT shall reimburse the COUNTY, up to a maximum of
9 $10,000 for the actual expense of issuing a Request For Proposal (RFP), engaging a new
10 consultant, and the new consultant's cost in becoming familiar with the previous
11 CONSULTANT'S work. The COUNTY'S entitlement to such reimbursement shall in no
12 way be construed as a limitation on other damages that may be recoverable by the
13 COUNTY as a result of the CONSULTANT'S termination, in breach of its obligations
14 hereunder.
15 C. The COUNTY may immediately suspend or terminate the AGREEMENT in
16 whole or in part, where in the determination of the COUNTY there is:
17
18
19
20
21
1.
2.
3.
4.
D.
An illegal or improper use of funds;
A failure to comply with any term of this 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
22 COUNTY of any breach of this AGREEMENT or any default which may then exist on the
23 part of the CONSULTANT, nor shall any such payment impair or prejudice any remedy
24 available to the COUNTY with respect to the breach or default. The DIRECTOR shall have
25 the right to demand of the CONSULTANT the repayment to the COUNTY of any funds
26 disbursed to the CONSULTANT under this AGREEMENT, which, in the judgment of the
27 DIRECTOR and as determined in accordance with the procedures of Article XVI, were not
28 expended in accordance with the terms of this AGREEMENT. The CONSULTANT shall
COUNTY OF FRESNO
Fresno, California
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1 promptly refund any such funds upon demand.
2 E. The terms of the AGREEMENT, and the services to be provided thereunder,
3 are contingent on the approval of funds by the appropriating government agency. Should
4 sufficient funds not be allocated, the services provided may be modified, or the
5 AGREEMENT terminated at any time by giving the CONSULTANT thirty (30) days advanc
6 written notice. In the event of termination on the basis of this Paragraph, the
7 CONSULTANT'S entitlement to payment, in accordance with the payment provisions set
8 forth hereinabove, shall apply only to work performed by the CONSULTANT prior to receipt
9 of written notification of such non-allocation of sufficient funding.
10 IX. FUNDING REQUIREMENTS
11 A. It is mutually understood between the parties that this AGREEMENT may
12 have been written before ascertaining the availability of funds or appropriation of funds, for
13 the mutual benefit of both parties, in order to avoid program and fiscal delays that would
14 occur if the AGREEMENT were executed after that determination was made.
15 B. This AGREEMENT is subject to any additional restrictions, limitations,
16 conditions, or any legislation enacted by the Congress, State Legislature or County Board
17 of Supervisors that may affect the provisions, terms, or funding of the AGREEMENT in any
18 manner.
19 C. It is mutually agreed that if sufficient funds are not appropriated, this
20 AGREEMENT may be amended to reflect any reduction in funds.
21 D. The COUNTY has the option to void the AGREEMENT under the 30-day
22 cancellation clause, or to amend the AGREEMENT by mutually acceptable modification of
23 its provisions to reflect any reduction of funds.
24 X. CHANGE IN TERMS
25 A. The AGREEMENT may be amended or modified only by mutual written
26 agreement of both parties. Except as provided in Article V, Section A, any such written
27 amendment to this AGREEMENT may be approved on the COUNTY's behalf only by its
28 Board of Supervisors.
COUNTY OF FRESNO
Fresno, California
05/29/15
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1 B. The CONSULTANT shall only commence work covered by an amendment
2 after the amendment has been fully executed and written notification to proceed has been
3 issued by the CONTRACT ADMINISTRATOR.
4 XI. DISADVANTAGED BUSINESS ENTERPRISES {DBE) PARTICIPATION
5 A. The CONSULTANT must give consideration to Disadvantaged Business
6 Enterprise (hereinafter referred to as "DBE") firms as specified in 23 Code of Federal
7 Regulations (hereinafter referred to as "CFR") Section 172.5(b ), and in 49 CFR, Part 26.
8 The CONSULTANT must meet the DBE goal established for PROJECTS by using DBEs
9 as subconsultants or document a good faith effort to have met the goal. If a DBE
10 subconsultant is unable to perform, the CONSULTANT must make a good faith effort to
11 replace him/her with another DBE subconsultant if the goal is not otherwise met.
12 B. The CONSULTANT is responsible for being fully informed regarding the
13 requirements of Title 49 CFR, Part 26 and CAL TRANS' Disadvantaged Business
14 Enterprise program developed pursuant to the regulations, as detailed in Appendix C,
15 Notice to Proposers DBE Information, attached hereto and incorporated herein.
16 C. A DBE subconsultant may be terminated only with written approval by the
17 CONTRACT ADMINISTRATOR and only for reasons specified in 49 CFR Section 26.53(f).
18 Prior to requesting the CONTRACT ADMINISTRATOR consent for the proposed
19 termination, the CONSULTANT must meet the procedural requirements specified in 49
20 CFR Section 26.53(f).
21 XII. COST PRINCIPLES
22 A. The CONSULTANT agrees that the Contract Cost Principles and Procedures,
23 Title 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq.,
24 shall be used to determine the allowability of cost for individual items. The CONSULTANT
25 shall sign the Certification of Contract Costs and Financial Management System, attached
26 hereto and incorporated herein as Appendix E.
27 B. The CONSULTANT also agrees to comply with federal procedures in
28 accordance with Title 49 CFR, Part 18, Uniform Administrative Requirements for Grants
COUNTY OF FRESNO
Fresno, California
05/29/15
20
1 and Cooperative Agreements to State and Local Governments.
2 c. Any costs for which payment has been made to the CONSULTANT that are
3 determined by subsequent audit to be unallowable under 49 CFR Part 18 and 48 CFR,
4 Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., are subject to
5 repayment by the CONSULTANT to the COUNTY.
6 XIII. COVENANT AGAINST CONTINGENT FEES
7 The CONSULTANT warrants, by execution of this AGREEMENT, that the
8 CONSULTANT has not employed or retained any company or person, other than a bona
9 fide employee working for the CONSULTANT, to solicit or secure this AGREEMENT; and
10 that CONSULTANT has not paid or agreed to pay any company or person other than a
11 bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other
12 consideration, contingent upon or resulting from the award or formation of the
13 AGREEMENT. For breach or violation of this warranty, the COUNTY shall have the right
14 to annul the AGREEMENT without liability, and to pay only for the value of the work
15 actually performed by the CONSULTANT, or alternatively in the COUNTY's discretion, to
16 deduct from the contract price or consideration, or otherwise recover the full amount of
17 such any such commission, percentage, brokerage fee, gift, contingent fee or similar form
18 of consideration previously paid by the CONSULTANT.
19 XIV. RETENTION OF RECORDS/AUDIT
20 A. For the purpose of determining the sufficiency of the CONSUTLANT'S
21 performance of the contract (and compliance with Public Contract Code 10115, et seq. and
22 Title 21, California Code of Regulations, Chapter 21, Section 2500 et seq., when
23 applicable), the CONSULTANT, subcontractors, and the COUNTY, and each of them, shall
24 maintain all books, documents, papers, accounting records, and other evidence pertaining
25 to the performance of this AGREEMENT, including but not limited to, the costs of
26 administering this AGREEMENT.
27 B. All parties shall make such materials available at their respective offices at all
28 reasonable times throughout the entirety of the contract term and for three years from the
COUNTY OF FRESNO
Fresno, California
05/29/15
21
1 date of final payment under the contract, pursuant to Government Code 8546.7. The state,
2 the State Auditor, the COUNTY, Federal Highway Administration, or any duly authorized
3 representative of the federal government shall have access to any books, records, and
4 documents of the CONSULTANT that are pertinent to the contract for audit, examinations,
5 excerpts, and transactions, and copies thereof shall be furnished if requested, as more
6 thoroughly set forth in Section D of Article XV of this AGREEMENT. It shall be the
7 responsibility of the CONSULTANT to ensure that all subcontracts in excess of $25,000
a shall contain this provision.
9 XV. AUDIT REVIEW PROCEDURES
10 A. Any dispute concerning a question of fact arising under an interim or post
11 audit of this contract that is not disposed of by agreement between the parties, shall be
12 reviewed by the COUNTY's Auditor-Controller/Treasurer-Tax-Collector.
13 B. Not later than 30 days after issuance of the final audit report, the
14 CONSULTANT may request a review by the COUNTY's Auditor/Controller/Treasurer/Tax-
15 Collector of unresolved audit issues. The request for review will be submitted in writing.
16 C. Neither the pendency of a dispute nor its consideration by the COUNTY will
17 excuse the CONSULTANT from full and timely performance, in accordance with the terms
18 of this AGREEMENT.
19 D. All CONSULTANT contracts with subconsultants, including cost proposals
20 and indirect cost rates (ICR), are subject to audits or reviews such as, but not limited to, a
21 Contract Audit, an Incurred Cost Audit, an ICR Audit, or a certified public accountant (CPA)
22 ICR Audit Workpaper Review. If selected for audit or review, the contract, cost proposal
23 and ICR and related workpapers, if applicable, will be reviewed to verify compliance with 4
24 CFR, Part 31 and other applicable laws and regulations. In the instances of a CPA ICR
25 Audit Workpaper Review it is the CONSULTANT's responsibility to ensure federal, state, or
26 local government officials are allowed full access to the CPA's workpapers. Contracts with
27 subconsultants, cost proposals, and ICR shall be adjusted by CONSULTANT and
28 approved by the CONTRACT ADMINISTRATOR to conform to the audit or review
COUNTY OF FRESNO
Fresno, California
05/29115
22
1 recommendations. The CONSULTANT agrees that individual terms of costs identified in
2 the audit report shall be incorporated into the contract by this reference if directed by the
3 COUNTY at its sole discretion. Refusal by the CONSULTANT to incorporate audit or
4 review recommendations, or to ensure that the Federal, State, or local governments have
5 access to CPA workpapers, will be considered a breach of contract terms and cause for
6 termination of the AGREEMENT and disallowance of prior reimbursed costs.
7 XVI. ERRORS OR OMISSIONS CLAIMS AND DISPUTES
8
9
A.
1.
Definitions:
A "Consultant" is a duly licensed Architect or Engineer, or other provider of
10 professional services, acting as a business entity (owner, partnership, corporation, joint
11 venture or other business association) in accordance with the terms of an agreement with
12 the COUNTY.
13 2. A "Claim" is a demand or assertion by one of the parties seeking, as a matter
14 of right, adjustment or interpretation of contract terms, payment of money, extension of
15 time, change orders, or other relief with respect to the terms of the contract. The term
16 "Claim" also includes other disputes and matters in question between the COUNTY and
17 the CONSULTANT arising out of or relating to the contract. Claims must be made by
18 written notice. The provisions of Government Code section 901, et seq., shall apply to
19 every claim made to the COUNTY. The responsibility to substantiate claims shall rest with
20 the party making the claim. The term "Claim" also includes any allegation of an error or
21 omission by the CONSULTANT.
22 B. In the spirit of cooperation between the COUNTY and the CONSULTANT, th
23 following procedures are established in the event of any claim or dispute alleging a
24 negligent error, act, or omission, of the CONSULTANT.
25 1. Claims, disputes or other matters in question between the parties, arising out
26 of or relating to this AGREEMENT, shall not be subject to arbitration, but shall be subject to
27 the following procedures.
28
COUNTY OF FRESNO
Fresno, California
05129115
2. The COUNTY and the CONSULTANT shall meet and confer and attempt to
23
1 reach agreement on any dispute, including what damages have occurred, the measure of
2 damages and what proportion of damages, if any, shall be paid by either party. The partie
3 agree to consult and consider the use of mediation or other form of dispute resolution prior
4 to resorting to litigation.
5 3. If the COUNTY and the CONSULTANT cannot reach agreement under
6 Article XVI, Section 8, Paragraph 2, the disputed issues may, upon concurrence by all
7 parties, be submitted to a panel of three (3) for a recommended resolution. The
8 CONSULTANT and the COUNTY shall each select one ( 1) member of the panel, and the
9 third member shall be selected by the other two panel members. The discovery rights
10 provided by California Code of Civil Procedure for civil proceedings shall be available and
11 enforceable to resolve the disputed issues. Either party requesting this dispute resolution
12 process shall, when invoking the rights to this panel, give to the other party a notice
13 describing the claims, disputes and other matters in question. Prior to twenty (20) working
14 days before the initial meeting of the panel, both parties shall submit all documents such
15 party intends to rely upon to resolve such dispute. If it is determined by the panel that any
16 party has relied on such documentation, but has failed to previously submit such
17 documentation on a timely basis to the other party, the other party shall be entitled to a 20-
18 working-day continuance of such initial meeting of the panel. The decision by the panel is
19 not a condition precedent to arbitration, mediation or litigation.
20 4. Upon receipt of the panel's recommended resolution of the disputed issue(s),
21 the COUNTY and the CONSULT ANT shall again meet and confer and attempt to reach
22 agreement. If the parties still are unable to reach agreement, each party shall have
23 recourse to all appropriate legal and equitable remedies.
24 C. The procedures to be followed in the resolution of claims and disputes may
25 be modified any time by mutual agreement of the parties hereto.
26 D. The CONSULTANT shall continue to perform its obligations under this
27 AGREEMENT pending resolution of any dispute, and the COUNTY shall continue to make
28 payments of all undisputed amounts due under this AGREEMENT.
~OUNTY OF FRESNO
Fresno, California
05129/15
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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 and the CONSULTANT shall meet and
3 confer within twenty-one (21) working days after the written notice of the claim has been
4 provided.
5 XVII. SUBCONTRACTING
6 A. The CONSULTANT shall perform the work contemplated with resources
7 available within its own organization; and no portion of the work pertinent to this contract
8 shall be subcontracted without written authorization by the CONTRACT ADMINISTRATOR,
9 excepting only those portions of the work and the responsible subconsultants that are
10 expressly identified in Appendix B hereto.
11 B. Any subcontract in excess of $25,000 entered into as a result of the
12 AGREEMENT, shall contain all the provisions stipulated in this AGREEMENT to be
13 applicable to subconsultants.
14 C. Any substitution of subconsultants must be approved in writing by the
15 CONTRACT ADMINISTRATOR.
16 XVIII. EQUIPMENT PURCHASE
17 A. Prior authorization in writing, by the CONTRACT ADMINISTRATOR shall be
18 required before the CONSULTANT enters into any unbudgeted purchase order, or
19 subcontract exceeding $5,000 for supplies, equipment, or CONSULTANT services. The
20 CONSULTANT shall provide an evaluation of the necessity or desirability of incurring such
21 costs.
22 B. Prior authorization by the CONTRACT ADMINISTRATOR shall be required
23 for purchase of any item, service or consulting work in excess of $5,000 that is not covered
24 in the CONSULTANT'S Cost Proposal; and the CONSULTANT'S request must be
25 accompanied by at least three competitive quotations, unless the absence of bidding is
26 adequately justified, to the satisfaction of the CONTRACT ADMINISTRATOR in his or her
27 discretion, by written explanation provided by the CONSULTANT with its submittal.
28
COUNTY OF FRESNO
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05/29115
C. Any authorized purchase of equipment as a result of this AGREEMENT is
25
1 subject to the following: "The CONSULTANT shall maintain an inventory of all
2 nonexpendable property. Nonexpendable property is defined as having a useful life of at
3 least two years and an acquisition cost of $5,000 or more. If the purchased equipment
4 needs replacement and is sold or traded in, the COUNTY shall receive a proper refund or
5 credit at the conclusion of the contract, or if the contract is terminated, the CONSULTANT
6 may either keep the equipment and credit the COUNTY in an amount equal to its fair
7 market value, or sell such equipment at the best price obtainable at a public or private sale,
8 in accordance with established COUNTY procedures; and credit the COUNTY in an
9 amount equal to the sales price. If the CONSULTANT elects to keep the equipment, fair
10 market value shall be determined at the CONSULTANT'S expense, on the basis of a
11 competent independent appraisal of such equipment. Appraisals shall be obtained from an
12 appraiser mutually agreeable to by the COUNTY and the CONSULTANT, if it is determined
13 to sell the equipment, the terms and conditions of such sale must be approved in advance
14 by the COUNTY." Title 49 CFR, Part 18 requires a credit to Federal funds when
15 participating equipment with a fair market value greater than $5,000.00 is credited to the
16 PROJECT.
17 XIX. INSPECTION OF WORK
18 The CONSULTANT and any subcontractor shall permit the COUNTY, the state, and
19 the FHWA to review and inspect the PROJECT activities and files at all reasonable times
20 during the performance period of the AGREEMENT including review and inspection on a
21 daily basis.
22 XX. INSURANCE
23 A. Without limiting the COUNTY'S right to obtain indemnification from the
24 CONSULTANT or any third parties, the CONSULTANT, at its sole expense, shall maintain
25 in full force and effect, the following insurance policies prior to commencement of any work
26 for the COUNTY and, thereafter, throughout the entire term of this AGREEMENT (with the
27 exception of Professional Liability Insurance, which the CONSULTANT shall maintain in full
2e 'orce and effect for the additional period of time required by Article XX, Section A,
::OUNTY OF FRESNO
Fresno, California
05129/15
26
1 Paragraph 4 ).
2 1. Commercial General Liability Insurance with limits not less than One Million
3 Dollars ($1 ,000,000.00) per occurrence and an annual aggregate of not Jess than Two
4 Million Dollars ($2,000,000.00). This policy shall be issued on a per occurrence basis. Th
5 COUNTY may require specific coverages including completed operations, products liability,
6 contractual liability, Explosion-Collapse-Underground, fire legal liability or any other liability
7 insurance deemed necessary because of the nature of this AGREEMENT.
8 2. Comprehensive Automobile Liability Insurance with limits for bodily injury of
9 Two Hundred Fifty Thousand Dollars ($250,000.00) per person, Five Hundred Thousand
10 Dollars ($500,000.00) per accident and for property damages of Fifty Thousand Dollars
11 ($50,000.00), or such coverage with a combined single limit of Five Hundred Thousand
12 Dollars ($500,000.00). Coverage should include owned and non-owned vehicles used in
13 connection with this AGREEMENT.
14 3. Worker's Compensation insurance policy as required by the California Labor
15 Code.
16 4. Professional Liability Insurance:
17 a. If the CONSULTANT employs licensed professional staff in providing
18 services, Professional Liability Insurance with limits of One Million Dollars ($1,000,000.00)
19 per claim, Two Million Dollars ($2,000,000.00) annual aggregate.
20 b. The Professional Liability Insurance shall be kept in full force and
21 effect for a period of three (3) years from the date of substantial completion of the
22 CONSULTANT'S work as determined by the COUNTY.
23 The CONSULTANT shall obtain endorsements to the Commercial General Liability
24 insurance naming the COUNTY, its officers, agents, and employees, individually and
25 collectively, as additional insured, but only insofar as the operations under this
26 AGREEMENT are concerned. Such coverage for additional insured shall apply as primary
27 insurance and any other insurance, or self-insurance, maintained by the COUNTY, its
28 officers, agents and employees shall be excess only and not contributing with insurance
COUNTY OF FRESNO
Fresno, California
05/29/15
27
1 provided under the CONSULTANT'S policies herein. The CONSULTANT shall give the
2 COUNTY at least thirty (30) days advance written notice of any cancellation, expiration,
3 reduction or other material change in coverage with respect to any of the aforesaid policies.
4 Prior to commencing any such work under the AGREEMENT, the CONSULTANT
5 shall provide to the COUNTY certificates of insurance and endorsements for all of the
6 required policies as specified above, stating that all such insurance coverage has been
7 obtained and is in full force; that the COUNTY, its officers, agents and employees will not
8 be responsible for any premiums on the policies; that such Commercial General Liability
9 insurance names the COUNTY, its officers, agents and employees, individually and
10 collectively, as additional insured, but only insofar as the operations under this
11 AGREEMENT are concerned; that such coverage for additional insured shall apply as
12 primary insurance and any other insurance, or self-insurance, maintained by the COUNTY,
13 its officers, agents and employees, shall be excess only and not contributing with insuranc
14 provided under the CONSULTANT'S policies herein; and that this insurance shall not be
15 cancelled or changed without a minimum of thirty (30) days advance, written notice given
16 to the COUNTY. All certificates shall clearly indicate the COUNTY'S identifying Contract
17 Number for this AGREEMENT, and the certificates shall be sent to the attention of the
18 CONTRACT ADMINISTRATOR.
19 In the event the CONSULTANT fails to keep in effect at all times insurance
20 coverage as provided herein, the COUNTY may, in addition to other remedies it may have,
21 suspend or terminate this AGREEMENT upon the occurrence of such event. All policies
22 shall be issued by admitted insurers licensed to do business in the State of California, and
23 all such insurance shall be purchased from companies possessing a current A.M. Best,
24 Inc. rating of A and FSC VII or better.
25 XXI. OWNERSHIP OF DATA
26 A. All documents, including preliminary documents, calculations, and survey
27 data, required in performing services under the AGREEMENT shall be submitted to, and
28 shall remain at all times the property of the COUNTY regardless of whether they are in the
COUNTY OF FRESNO
Fresno, California
05/29/15
28
1 possession of the CONSULTANT or any other person, firm, corporation or agency.
2 B. The CONSULTANT understands and agrees the COUNTY shall retain full
3 ownership rights of the drawings and work product of the CONSULTANT for the
4 PROJECT, to the fullest extent permitted by law. In this regard, the CONSULTANT
5 acknowledges and agrees CONSULTANT'S services are on behalf of the COUNTY and
6 are "works made for hire," as that term is defined in copyright law, by the COUNTY; that
7 the drawings and work product to be prepared by the CONSULTANT are for the sole and
8 exclusive use of the COUNTY, and that the COUNTY shall be the sole owner of all patents,
9 copyrights, trademarks, trade secrets and other rights and contractual interests in
1 o connection therewith which are developed and compensated solely under the
11 AGREEMENT; that all the rights, title and interest in and to the drawings and work product
12 will be transferred to the COUNTY by the CONSULTANT to the extent the CONSULTANT
13 has an interest in and authority to convey such rights; and the CONSULTANT will assist
14 the COUNTY to obtain and enforce patents, copyrights, trademarks, trade secrets, and
15 other rights and contractual interests relating to said drawings and work product, free and
16 clear of any claim by the CONSULTANT or anyone claiming any right through the
17 CONSULTANT. The CONSULTANT further acknowledges and agrees the COUNTY's
18 ownership rights in such drawings or work product, shall apply regardless of whether such
19 drawings or work product, or any copies thereof, are in possession of the CONSULTANT,
20 or any other person, firm, corporation, or entity. For purposes of this AGREEMENT the
21 terms "drawings and work product" shall mean all reports and study findings commissioned
22 to develop the PROJECT design, drawings and schematic or preliminary design
23 documents, certified reproducibles of the original final construction contract drawings,
24 specifications, the approved estimate, record drawings, as-built plans, and discoveries,
25 developments, designs, improvement, inventions, formulas, processes, techniques, or
26 specific know-how and data generated or conceived or reduced to practice or learning by
27 the CONSULTANT, either alone or jointly with others, that result from the tasks assigned to
28 the CONSULTANT by the COUNTY under the AGREEMENT.
COUNTY OF FRESNO
Fresno, California
05/29/15
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1 C. If the AGREEMENT is terminated during or at the completion of any phase
2 under Article Ill, a reproducible copy of report(s) or preliminary documents shall be
3 submitted by the CONSULTANT to the COUNTY, which may use them to complete the
4 PROJECT(S) at a future time.
5 D. If the PROJECT is terminated at the completion of a construction document
6 phase of the PROJECT, certified reproducibles on 4 mil thick double matte film of the
7 original final construction contract drawings, specifications, and approved engineer's
8 estimate shall be submitted by the CONSULTANT to the COUNTY.
9 E. Documents, including drawings and specifications, prepared by
1 o CONSULTANT pursuant to AGREEMENT are intended to be suitable for reuse by
11 COUNTY or others on extensions of the services provided for PROJECT. Any use of
12 completed documents for projects other than PROJECT(S) and/or any use of uncompleted
13 documents will be at COUNTY'S sole risk and without liability or legal exposure to
14 CONSULTANT.
15 The electronic files provided by the CONSULTANT to the COUNTY are submitted
16 for an acceptance period lasting until the expiration of the AGREEMENT (i.e., throughout
17 the duration of the contract term, including any extensions). Any defects the COUNTY
18 discovers during such acceptance period will be reported to the CONSULTANT and will be
19 corrected as part of the CONSULTANT'S "Basic Scope of Work."
20 F. The CONSULTANT shall not be liable for claims, liabilities or losses arising
21 out of, or connected with (1) the modification or misuse by the COUNTY or anyone
22 authorized by the COUNTY, of such CAD data, or (2) decline of accuracy or readability of
23 CAD data due to inappropriate storage conditions or duration; or (3) any use by the
24 COUNTY, or anyone authorized by the COUNTY, of such CAD data or other PROJECT
25 documentation for additions to the PROJECT for the completion of the PROJECT by
26 others, or for other projects; except to the extent that said use may be expressly
27 authorized, in writing, by the CONSULTANT.
28
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G. The COUNTY, in the discretion of its Board of Supervisors, may permit the
30
1 copyrighting of reports or other products of the AGREEMENT; and provided further, that if
2 copyrights are permitted, the CONSULTANT hereby agrees and this AGREEMENT shall
3 be deemed to provide that the Federal Highway Administration shall have the royalty-free
4 nonexclusive and irrevocable right to reproduce, publish, or otherwise use, and to authoriz
5 others to use, the work for government purposes.
6 XXII. CLAIMS FILED BY COUNTY'S CONSTRUCTION CONTRACTOR
7 A. If claims are filed by the COUNTY's CONTRACTOR relating to work
8 performed by the CONSULTANT'S personnel, and additional information or assistance
9 from the CONSULTANT'S personnel is required in order to evaluate or defend against
10 such claims, then the CONSULTANT hereby agrees in such event to make its personnel
11 available for consultation with the COUNTY's construction contract administration and legal
12 staff and for testimony, if necessary, at depositions and at trial or arbitration proceedings.
13 B. The CONSULTANT'S personnel that the COUNTY considers essential to
14 assist in defending against the CONTRACTOR claims will be made available on
15 reasonable notice from the DIRECTOR. Services of the CONSULTANT'S personnel in
16 connection with consultation or testimony for this purpose will be performed pursuant to a
17 written contract amendment, if determined by the parties to be necessary or appropriate.
18 XXIII. CONFIDENTIALITY OF DATA
19 A. All financial, statistical, personal, technical, or other data and information
20 relative to the COUNTY'S operations, which are designated confidential by the COUNTY
21 and made available to the CONSULTANT in order to carry out the AGREEMENT, shall be
22 protected by the CONSULTANT from unauthorized use and disclosure.
23 B. Permission to disclose information on one occasion, or public hearing held by
24 the COUNTY relating to the contract, shall not authorize the CONSULTANT to further
25 disclose such information, or disseminate the same on any other occasion.
26 C. The CONSULTANT shall not comment publicly to the press or any other
27 media regarding the AGREEMENT or the COUNTY's actions on the same, except to the
28 COUNTY's staff, the CONSULTANT'S own personnel involved in the performance of the
COUNTY OF FRESNO
Fresno, California
05129/15
31
1 AGREEMENT, at public hearings or in response to questions from a Legislative committee.
2 D. The CONSULTANT shall not issue any news release or public relations item
3 of any nature, whatsoever, regarding work performed or to be performed under the
4 AGREEMENT without prior review of the contents thereof by the COUNTY, and receipt of
5 the COUNTY'S written permission.
6 E. All information related to the construction estimate is confidential, and shall
7 not be disclosed by the CONSULTANT to any entity other than the COUNTY.
8 XXIV. NATIONAL LABOR RELATIONS BOARD CERTIFICATION
9 In accordance with Public Contract Code Section 10296, the CONSULTANT hereby
10 states under penalty of perjury that no more than one final unappealable finding of
11 contempt of court by a federal court has been issued against the CONSULTANT within the
12 immediately preceding two-year period, because of the CONSULTANT'S failure to comply
13 with an order of a federal court that orders the CONSULTANT to comply with an order of
14 the National Labor Relations Board.
15 XXV. EVALUATION OF CONSULTANT
16 The CONSULTANT'S services and performance will be evaluated by the COUNTY
17 using the form attached as Appendix F. A copy of the evaluation will be sent to the
18 CONSULTANT for comments. The evaluation together with the comments shall be
19 retained as part of the contract record.
20 XXVI. STATEMENT OF COMPLIANCE: NON-DISCRIMINATION
21 A. The CONSULTANT'S signature affixed herein, and dated, shall constitute a
22 certification under penalty of perjury under the laws of the State of California that the
23 CONSULTANT has, unless exempt, complied with, the nondiscrimination program
24 requirements of Government Code Section 12990 and Title 2, California
25 Administrative Code, Section 8103.
26 B. During the performance of the AGREEMENT, the CONSULTANT and its
27 subconsultants shall not unlawfully discriminate, harass, or allow harassment against any
28 employee or applicant for employment because of sex, race, color, ancestry, religious
COUNTY OF FRESNO
Fresno. California
05/29/15
32
1 creed, national origin, physical disability (including HIV and AIDS), mental disability,
2 medical condition (e.g., cancer), age (over 40), marital status, and denial of family care
3 leave. The CONSULT ANT and subconsultants shall insure that the evaluation and
4 treatment of their employees and applicants for employment are free from such
5 discrimination and harassment. The CONSULT ANT and subconsultants shall comply with
6 the provisions of the Fair Employment and Housing Act (Gov. Code §12990 (a-f) et seq.)
7 and the applicable regulations promulgated thereunder (California Code of Regulations,
8 Title 2, Section 7285 et seq.). The applicable regulations of the Fair Employment and
9 Housing Commission implementing Government Code Section 12990 (a-f), set forth in
10 Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated
11 into the AGREEMENT by reference and made a part hereof as if set forth in full. The
12 CONSULTANT and subconsultants shall give written notice of their obligations under this
13 clause to labor organizations with which they have a collective bargaining or other
14 Agreement.
15 C. The CONSULTANT and subconsultants shall include the nondiscrimination
16 and compliance provisions of this clause in all subcontracts to perform work under the
17 AGREEMENT.
18 XXVII. DEBARMENT AND SUSPENSION CERTIFICATION
19 A. The CONSULTANT'S signature affixed herein, shall constitute a certification
20 under penalty of perjury under the laws of the State of California, that the CONSULTANT
21 has complied with Title 49, Code of Federal Regulations, Part 29, Debarment and
22 Suspension Certificate, which certifies that he/she or any person associated therewith in
23 the capacity of owner, partner, director, officer, or manager, is not currently under
24 suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal
25 agency; has not been suspended, debarred, voluntarily excluded, or determined ineligible
26 by any federal agency within the past three (3) years; does not have a proposed
27 debarment pending; and has not been indicted, convicted, or had a civil judgment rendered
28 against it by a court of competent jurisdiction in any matter involving fraud or official
COUNTY OF FRESNO
Fresno, California
05129115
33
1 misconduct within the past three (3) years. Any exceptions to this certification must be
2 disclosed to the COUNTY on Appendix G.
3 B. Exceptions will not necessarily result in denial of recommendation for award,
4 but will be considered in determining CONSULTANT responsibility. Disclosures must
5 indicate to whom exceptions apply, initiating agency, and dates of action.
6 C. Exceptions to the Federal Government Excluded Parties Listing System
7 maintained by the General Services Administration are to be determined by the Federal
8 Highway Administration.
9 XXVIII. COMPLIANCE WITH LAWS AND STATE PREVAILING WAGE RATES
10 A. The CONSULTANT shall comply with the State of California's General
11 Prevailing Wage Rate requirements in accordance with California Labor Code, Section
12 1770, and all Federal, State, and local laws and ordinances applicable to the work.
13 B. Any subcontract entered into as a result of this contract if for more than
14 $25,000 for public works construction or more than $15,000 for the alteration, demolition,
15 repair, or maintenance of public works, shall contain all of the provisions of this Article.
16 XXVIII. CONFLICT OF INTEREST
17 A. The CONSULTANT shall comply with the provisions of the Fresno County
18 Department of Public Works and Planning Conflict of Interest Code, attached hereto as
19 Appendix Hand incorporated herein. Such compliance shall include the filing of annual
20 statements pursuant to the regulations of the State Fair Political Practices Commission
21 including, but not limited to, portions of Form 700.
22 B. The CONSULTANT shall disclose any financial, business, or other
23 relationship with the COUNTY that may have an impact upon the outcome of this contract,
24 or any ensuing COUNTY construction project. The CONSULTANT shall also Jist current
25 clients who may have a financial interest in the outcome of this contract, or any ensuing
26 COUNTY construction project, which will follow.
27 C. The CONSULTANT hereby certifies that it does not now have, nor shall it
28 acquire any financial or business interest that would conflict with the performance of
COUNTY OF FRESNO
Fresno, California
05/29/15
34
1 services under this AGREEMENT.
2 D. The CONSULTANT hereby certifies that neither the CONSULTANT, nor any
3 firm affiliated with the CONSULTANT will bid on any construction contract, or on any
4 contract to provide construction inspection for any construction PROJECT resulting from
5 this AGREEMENT; provided, however, that this shall not be construed as disallowing
6 CONSULTANT or affiliated firm from performing, pursuant to this AGREEMENT or other
7 agreement with the COUNTY, construction inspection services on behalf of COUNTY for
8 the PROJECT. An affiliated firm is one, which is subject to the control of the same persons
9 through joint ownership, or otherwise.
10 E. Except for subconsultants or subcontractors whose services are limited to
11 providing surveying or materials testing information, no subcontractor who has provided
12 design services in connection with this contract shall be eligible to bid on any construction
13 contract, or on any contract to provide construction inspection for any construction project
14 resulting from this contract; provided, however, that this shall not be construed as
15 disallowing subcontractors who have provided design services for the PROJECT from
16 performing, pursuant to this AGREEMENT or other agreement with the COUNTY,
17 construction inspection services on behalf of the COUNTY for the PROJECT.
18 XXX. REBATES. KICKBACKS OR OTHER UNLAWFUL CONSIDERATION
19 The CONSULTANT warrants that this AGREEMENT was not obtained or secured
20 through rebates kickbacks or other unlawful consideration, either promised or paid to any
21 COUNTY employee. For breach or violation of this warranty, the COUNTY shall have the
22 right, in its discretion, to do any of the following: terminate the AGREEMENT without
23 liability; or to pay only for the value of the work actually performed; or to deduct from the
24 AGREEMENT price, or otherwise recover the full amount of such rebate, kickback or other
25 unlawful consideration.
26 XXXI. PROHIBITION OF EXPENDING COUNTY STATE OR FEDERAL FUNDS FOR
27 LOBBYING
28
COUNTY OF FRESNO
Fresno, California
05/29/15
A. The CONSULTANT shall sign the lobbying forms, attached hereto as
35
1 Appendix I and incorporated herein, as required by the instructions found on each form.
2 B. The CONSULTANT certifies to the best of his or her knowledge and belief
3 that:
4 1. No state, federal or COUNTY appropriated funds have been paid, or will be
5 paid by or on behalf of the CONSULTANT to any person for influencing or attempting to
6 influence an officer or employee of any state or federal agency; a Member of the State
7 Legislature or United States Congress; an officer or employee of the Legislature or
8 Congress; or any employee of a Member of the Legislature or Congress, in connection with
9 any of the following:
10 a.
11 b.
12 c.
13 d.
14 e.
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
the extension, continuation, renewal, amendment, or modification of
15 any state or federal contract, grant, loan, or cooperative agreement.
16 2. If any funds other than federally appropriated funds have been paid, or will be
17 paid to any person for influencing or attempting to influence an officer or employee of any
18 federal agency; a Member of Congress; an officer or employee of Congress, or an
19 employee of a Member of Congress; in connection with this federal contract, grant, loan, or
20 cooperative agreement, then the CONSULTANT shall complete and submit Standard
21 Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions.
22 C. The certification required by the provisions of this Article is a material
23 representation of fact upon which reliance was placed when this transaction was made or
24 entered into. Submission of this certification is a prerequisite for making or entering into
25 this transaction imposed by Title 31, U.S. Code Section 1352. Any person who fails to file
26 the required certification shall be subject to a civil penalty of not less than $10,000 and not
27 more than $100,000 for each such failure.
28
COUNTY OF FRESNO
Fresno, California
05/29/15
D. The CONSULTANT also agrees by signing this document that he or she shall
36
1 require that the language of this certification be included in all lower-tier subcontracts which
2 exceed $100,000, and that all such sub-recipients shall certify and disclose accordingly.
3 XXXII. INDEPENDENT CONTRACTOR
4 A. In performance of the work, duties and obligations assumed by the
5 CONSULTANT under this AGREEMENT, it is mutually understood and agreed that the
6 CONSULTANT, including any and all of the CONSULTANT'S officers, agents, and
7 employees will at all times be acting and performing as an independent contractor, and shall
8 act in an independent capacity and not as an officer, agent, servant, employee, joint venturer,
9 partner, or associate of the COUNTY. Furthermore, COUNTY shall have no right to control o
10 supervise or direct the manner or method by which the CONSULTANT shall perform its work
11 and function. However, COUNTY shall retain the right to administer this AGREEMENT so as
12 to verify that the CONSULTANT is performing its obligations in accordance with the terms
13 and conditions thereof.
14 B. The CONSULTANT and the COUNTY shall comply with all applicable
15 provisions of law and the rules and regulations, if any, of governmental authorities having
16 jurisdiction over matters the subject thereof.
17 C. Because of its status as an independent contractor, the CONSULTANT shall
18 have absolutely no right to employment rights and benefits available to COUNTY employees.
19 the CONSULTANT shall be solely liable and responsible for providing to, or on behalf of, its
20 employees all legally-required employee benefits. In addition, the CONSULTANT shall be
21 solely responsible and save COUNTY harmless from all matters relating to payment of the
22 CONSULTANT'S employees, including compliance with Social Security withholding and all
23 other regulations governing such matters. It is acknowledged that during the term of this
24 AGREEMENT, the CONSULTANT may be providing services to others unrelated to the
25 COUNTY or to this AGREEMENT.
26 XXXIII. DISCLOSURE OF SELF-DEALING TRANSACTIONS
27 This provision is only applicable if the CONSULTANT is operating as a corporation
28 (a for-profit or non-profit corporation) or if during the term of the AGREEMENT, the
COUNTY OF FRESNO
Fresno, California
05/29/15
37
1 CONSULANT changes its status to operate as a corporation. Members of the
2 CONSULTANT'S Board of Directors shall disclose any self-dealing transactions that they
3 are a party to while the CONSULTANT is providing goods or performing services under the
4 AGREEMENT. A self-dealing transaction shall mean a transaction to which the
5 CONSULTANT is a party and in which one or more of its directors has a material financial
6 interest. Members of the Board of Directors shall disclose any self-dealing transactions that
7 they are a party to by completing and signing a Self-Dealing Transaction Disclosure Form,
8 attached hereto and incorporated as Appendix J and submitting it to the COUNTY prior to
9 commencing with the self-dealing transaction or immediately thereafter.
10 XXXIV. NOTIFICATION
11 All notices hereunder and communications regarding interpretation of the terms of
12 this AGREEMENT and changes thereto, shall be effected by the mailing thereof by
13 registered or certified mail, return receipt requested, postage prepaid, and addressed to
14 the CONTRACT ADMINISTRATOR and the CONSULTANT'S Project Manager identified
15 on Page 1 of this AGREEMENT.
16 XXXV. NON-ASSIGNMENT
17 Neither party shall assign, transfer or sub-contract this AGREEMENT or any of its
18 respective rights or duties hereunder, without the prior written consent of the other party.
19 XXXVI. CONSULTANT'S LEGAL AUTHORITY
20 Each individual executing or attesting the AGREEMENT on behalf of the
21 CONSULTANT hereby covenants, warrants, and represents: (i) that he or she is duly
22 authorized by or in accordance with CONSULTANT'S corporate by-laws to execute or
23 attest and deliver the AGREEMENT on behalf of the CONSULTANT; and (ii) that the
24 AGREEMENT, once he or she has executed it, is and shall be binding upon such
25 Corporation.
26 XXXVII. BINDING UPON SUCCESSORS
27 The AGREEMENT shall be binding upon and inure to the benefit of the parties and
28 their respective successors in interest, assigns, legal representatives, and heirs.
COUNTY OF FRESNO
Fresno, California
05129/15
38
1 XXXVIII. INCONSISTENCIES
2 In the event of any inconsistency in interpreting the documents which constitute the
3 AGREEMENT, the inconsistency shall be resolved by giving precedence in the following
4 order of priority: (1) the text of the AGREEMENT (excluding Appendices); (2) Appendices
5 to the AGREEMENT.
6 XXXIX. SEVERABILITY
7 Should any part of this AGREEMENT be determined to be invalid or unenforceable,
8 then this AGREEMENT shall be construed as not containing such provision, and all other
9 provisions which are otherwise lawful shall remain in full force and effect, and to this end
10 the provisions of this AGREEMENT are hereby declared to be severable.
11 XL. FINAL AGREEMENT
12 Both of the above-named parties to this AGREEMENT hereby expressly agree that
13 this AGREEMENT constitutes the entire agreement which is made and concluded in
14 duplicate between the two parties with respect to the subject matter hereof and supersede
15 all previous negotiations, proposals, commitments, writing, advertisements, publications,
16 and understandings of any nature whatsoever unless expressly included in this
17 AGREEMENT. In consideration of the promises, covenants and conditions contained in
18 this AGREEMENT, the CONSULTANT and the COUNTY, and each of them, do hereby
19 agree to diligently perform in accordance with the terms and conditions of the
20 AGREEMENT, as evidenced by the signatures below.
21
22
23
24
25
26
27
28
COUNTY OF FRESNO
Fresno, California
05/29/15
39
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 FRESNO
Fresno,California
04/08/15
IN WITNESS WHEREOF,the parties hereto have caused this AGREEMENT to be
executed as of the day and year first above written.
CONSULTANT
BY:
NAME:
TITLE:
ADDRESS:530 PAULDING CIRCLE,
SUITE A,ARROYO GRANDE,CA
93420
REVIEWED AND RECOMMENDED
FOR APPROVAL
BY:<!%£*>4SZ"
ALAN WEAVER,DIRECTOR
DEPARTMENT OF PUBLIC WORKS
AND PLANNING
ORG:0130 1910 1912 4360 4510
7205
FUND:0001 0001 0001 0001 0010
0001
SUBCLASS:10000 10000 11000
00001
ACCOUNT:7295
40
COUNTY OF FRESNO
BY:
DEBORAH A.POOCHIGIAN
CHAIRMAN,
BOARD OF SUPERVISORS
ATTEST:
BERNICE E.SEIDEL,Clerk
Board of Supervisors
By.L
Deputy
APPROVED AS TO LEGAL /FORM
COUNTY £OUNSE '
BY:
APPROVED AS TO ACCOUNTING
FORM
:i\tL:LM\BY
VICKI CROW,C.P.A.
AUDITOR-CONTROLLER/
TREASURER-TAX COLLECTOR
APPENDIX A
CONSULTANT PROJECT TEAM
Hamner, Jewell & Associates
APPENDIX A
County of Fresno, On-Call Real Property Services
Staff Member Title .
Anderson, Mary Jo Transaction Coordinator
Bond, Valerie Transaction Quality Manager
Brunsting, Debbie Transaction Coordinator
Gonzales, Danielle RW Agent II
Hess, Gayle Data Manager
Jewell, David RW Agent I, Relocation Assistance
Jewell, Lillian Principal, Program Manager
Joaquin, Tony RW Agent II
Johnson, Heather Senior Associate I
Just, Megan Business Development
Maldonado, Frank On-Call Spanish Interpreter
McDowell, Robert Senior Associate II, Project Manager
Mizrahi, Jennifer Escrow Coordinator
Morales, Giovanni RW Agent I
Peterson, Debbie RW Agent I
Rumble, Jean Licensed Assistant Support
Skidmore, Nancy Administrative Support
Springford, Cathy Senior Associate II, Project Manager
Vazquez, Brianna RW Agent I, Relocation Assistance
Part L Section I: Principals, Key Personnel, and Appraisal Sub-Consultants PagelO
APPENDIX 8
SUBCONSUL TANTS
APPENDIXB
Hamner, Jewell & Associates County of Fresno, On-Call Real Property Services
Keith Hopper, MAl, R/W-AC
Mr. Keith Hopper, MAl, R/W-AC, COREA entered the appraisal field on a full-time basis in 1989,
becoming the third generation of the Hopper family to become part of the valuation profession. He is a
graduate of California State University Fresno with a Bachelor of Science degree in Business
Administration with an emphasis in Real Estate and Urban Land Economics. In 2005, he assumed full
ownership of Hopper & Co. and now oversees all operations. Keith possesses experience in appraising
most types of urban properties as well as many rural property types. He has specialized training and vast
experience in appraising for litigation, including valuations involving condemnation, civil dispute, and
title-related matters.
Kenneth McBay, MAl, SR/WA, ARA
Mr. Kenneth McBay of K.R. McBay Co. has more than 27 years valuation experience and holds the
designations of MAl, SR/W A, and ARA. Ken has substantial utility right of way appraisal experience.
For 10 years, under a master agreement with Placer County Irrigation District, he appraised potable water
and irrigation water rights of way, and he has worked extensively with Sacramento County for many
years. K.R. McBay Co. property types appraised include agricultural properties such as orchards,
vineyards, open cropland, agribusiness facilities such as grain elevators and fertilizer plants. Commercial
properties include industrial, office, retail, multi-family, land, and subdivision properties. Specialty areas
include conservation easement valuation and valuations for eminent domain purposes.
Michael Lockard, MAl, R/W-AC
Located in the Central Valley, Mr. Michael Lockard of Rowland Valuation provides personalized
valuation services at a reasonable cost, geographic presence and insight, and a high level of competence.
He holds the designations of MAl and R/W -AC, and is a Certified MBE. He has extensive experience
and a proven track record providing industrial, agricultural, residential, and commercial properties,
including full and partial acquisitions analysis, severance damages and cost-to-cure analysis. Michael has
completed several appraisals for PG&E and has an existing working relationship with the PG&E real
estate department.
R.H. Tarvin, SR/WA
Mr. Bob Tarvin is an SR/W A, Certified General Real Estate Appraiser, and licensed Real Estate Broker.
After over 25 years as a right of way manager with Caltrans, he has been appraising properties as an
independent appraiser since 1993. His prior business activities also include providing right of way
consultation to the California Department of Water Resources in connection with a 120-mile state water
pipeline project located on the central coast of California and various other local public agency projects.
Bob served as the President of the International Right of Way Association during 1991-92.
Part I, Section I: Principals, Key Personnel, and Appraisal Sub-Consultants Page9
APPENDIX C
DISADVANTAGED BUSINESS ENTERPRISE PROGRAM
Local Assistance Procedures Manual
APPENDIXC
EXHIBIT 10-01
Consultant Proposal DBE Commitment
EXHIBIT 10-01 CONSULTANT PROPOSAL DBE COMMITMENT
(Inclusive of all DBEs listed at bid proposal. Refer to instructions on the reverse side of this form)
Consultant to Complete this Section
5. Contract DBE Goal %: ______ _
DBE Commitment Information
6. Description of Services to be Provided 7. DBE Finn
;L~f A, eney to ,Complete this Section
16. Local Agency Contract Number: ------------------
17. Federal-aid Project Number: --------------------
18. Proposed Contract Execution Date: ---------
Local Agency certifies that all DBE certifications are valid and the
information on this form is complete and accurate:
19. Local Agency Representative Name (Print)
20. Local Agency Representative Signature 21. Date
22. Local Agency Representative Title 23. (Area Code) Tel. No.
Distribution: (I) Original -Consultant submits to local agency with proposal
(2) Copy-Local Agency files
LPP 13-01
8. DBECert.
10; :Total
%Claimed
9. DBE%
~----------~~----------~
er's Signature
U!urM D.
~113-/C/69
15. (Area Code) Tel. No.
Page 1 of2
May 8, 2013
APPENDIX C
Local Assistance Procedures Manual EXHffiiT 10-01
Consultant Proposal DBE Commitment
INSTRUCTIONS -CONSULT ANT PROPOSAL DBE COMMITMENT
Consultant Section
The Consultant shall:
1. Local Agency Name -Enter the name of the local or regional agency that is funding the contract.
2. Project Location -Enter the project location as it appears on the project advertisement.
3. Project Description -Enter the project description as it appears on the project advertisement (Bridge Rehab, Seismic Rehab,
Overlay, Widening, etc.).
4. Consultant Name-Enter the consultant's firm name.
5. Contract DBE Goal % -Enter the contract DBE goal percentage, as it was reported on the Exhibit 10-I Notice to Proposers
DBE Information form. See LAPM Chapter I 0.
6. Description of Services to be Provided -Enter item of work description of services to be provided. Indicate all work to be
. performed by DBEs including work performed by the prime consultant's own forces, if the prime is a DBE. If 100% of the item
is not to be performed or furnished by the DBE, describe the exact portion to be performed or furnished by the DBE. See LAPM
Chapter 9 to determine how to count the participation of DBE firms.
7. DBE Firm Contact Information-Enter the name and telephone number of all DBE subcontracted consultants. Also, enter the
prime consultant's name and telephone number, if the prime is a DBE.
8. DBE Cert. Number -Enter the DBEs Certification Identification Number. All DBEs must be certified on the date bids are
opened. (DBE subcontracted consultants should notify the prime consultant in writing with the date of the decertification if their
status should change during the course of the contract.)
9. DBE % -Percent participation of work to be performed or service provided by a DBE. Include the prime consultant if the prime
is a DBE. See LAPM Chapter 9 for how to count full/partial participation.
10. Total % Claimed-Enter the total DBE participation claimed. If the Total % Claimed is less than item "6. Contract DBE Goal",
an adequately documented Good Faith Effort (GFE) is required (see Exhibit 1 5-H DBE Information -Good Faith Efforts of the
LAPM).
11. Preparer's Signature-The person completing this section of the form for the consultant's firm must sign their name.
12. Preparer's Name (Print)-Clearly enter the name of the person signing this section of the form for the consultant.
13. Preparer's Title-Enter the position/title of the person signing this section of the form for the consultant.
14. Date-Enter the date this section of the form is signed by the preparer.
15. (Area Code) Tel. No. -Enter the area code and telephone number of the person signing this section of the form for the
consultant.
Local Agency Section:
The Local Agency representative shall:
16. Local Agency Contract Number-Enter the Local Agency Contract Number.
17. Federal-Aid Project Number-Enter the Federal-Aid Project Number.
18. Contract Execution Date -Enter date the contract was executed and Notice to Proceed issued. See LAPM Chapter 10, page 23.
19. Local Agency Representative Name (Print) -Clearly enter the name of the person completing this section.
20. Local Agency Representative Signature -The person completing this section of the form for the Local Agency must sign their
name to certify that the information in this and the Consultant Section of this form is complete and accurate.
21. Date -Enter the date the Local Agency Representative signs the form.
22. Local Agency Representative Title -Enter the position/title of the person signing this section of the form.
23. (Area Code) Tel. No.-Enter the area code and telephone number of the Local Agency representative signing this section of the
form.
LPP 13-01
Page 2 of2
May 8, 2013
APPENDIX C
EXHIBIT 10-02 CONSULTANT CONTRACT DBE INFORMATION
(Inclusive of all DBEs listed at contract award. Refer to instructions on the reverse side of this form)
Consultant to Complete this Section
I. Local Agency Name: Col.mt¥ af Eresno
2. Project Location: Councy ofEresno
3. Project Description: Conncy otEresno On Call Heal I!roperty Services
.J. Total Contract Award Ammmt: $ unlmown
5. Consultant Nnme: Beacon Integrated I!rafessional Resources. Im: . dba Hamner. Ie:wd] & Associates
6. Contract DBE Goal %: unknown
7. Total Dollar Amount for all Subconsultnnts: $ TRD
8. TotalNumberofall Subconsultnnts: TBD
Award DBE/DBE Info•·mation
9. Description of Services to be Provided 10. DBEIDBE Finu ll.DBECcrt. 12 DBE Dollar
Contnct Information Number Amount
Real property services Beacon Interzratcd Professional Resources 41056
Inc., dba Hamner, jewell & J\.ssoicatcs
(805) 773-1459
Appraisal services Ruwlanc.l. Valualiun, (209) 645-23·11 419Rii
, Local Agency to Complete this Section '' 13. TolD.I
Dollars
20. Locul Agency Contrnct Nwnbcr: Claimed
$
21. Federul-uid Project Nwnbcr: 14. TolD.I
22. Contrncl Execution Date: %Claimed
%
Local Agency certifies that all DBE certifications are valid and the
information on this form is complete and accurate: ..
23. Locul Agency Rcpn:sL"tllntivc Name (Print)
... ·. tl/1·.·.·_;·.··.·.~·.········..../< '"''"
24. Local Agency Represcnl.nlivc Signature 25. Date ~/(~
26. Local Agency Rcprcscntative Tille 27. (Area Code) Tel. No.
15. Prepnrer's Signature
Lillian D. Tewell
16. Prcparcr's Name (Print)
· Caltrans to Complete this Section Presic.l.enl
Caltrans District Local Assistance Engineer (DLAE) certifies that this form
17. PrcpnrL-r's Tille
has been reviewed for completeness: 12/!5/Jol (805) 773-1459
18. Date 19. (Area Code) Tel. No,
28. DLJ\E Nome (Print) 29. DLJ\E Signature 30. Dute
Distribution: (I} Copy-Email a copy to the Caltmns District Local Assistance Engineer (DLAE) \\lihin 30 Llays of contrnct award. Failure to send a
copy to Ute DLJ\E within 30 days of contrnct nwnrd may result in delay of pnymcnl
(2) Copy -Include in amtrd package sent to Cnltrnns DLJ\E
( 3) Original -Local agency files
Page 1 of2
LPP 13-01 May 8, 2013
Local Assistance Procedures Manual APPENDIX C EXHffiiT 17-F Final Report-Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors STATE OF CALIFORNIA-DEPARTMENT OF TRANSPORTATION FINAL REPORT-UTILIZATION OF DISADVANTAGED BUSINESS ENTERPRISES ADA Notice (DBE), FIRST-TIER SUBCONTRACTORS For individuals with sensory disabilities, this document is available in alternate formats. For information call (916) 654~410 or TDD (916) 654-3880 or write Records and Forms Management, 1120 N Street, MS~9. Sacramento, CA 95814 CEM-2402F (REV 02/2008) CONTRACT NUMBER I COUNTY I ROUTE POST MILES FEDERAL AID PROJECT NO. l ADMINISTERING AGENCY I PRIME CONTRACTOR BUSINESS ADDRESS DESCRIPTION OF CONTRACT PAYMENTS ITE WORK PERFORMED COMPANY NAME AND DBE CERT. M AND MATERIAL BUSINESS ADDRESS NUMBER NON-DBE DBE DATE WORK NO. PROVIDED COMPLETE $ $ $ $ $ $ $ $ $ $ $ $ -$ $ $ $ $ $ $ $ $ $ $ $ ORIGINAL COMMITMENT $ TOTAL $ $ DBE list all First-Tier Subconlractors, Disadvantaged Business Enterprises (DBEs) regardless of tier, whether or not the finns were originally listed for goal credit If actual DBE utilization (or item of work) was different than that approved at time of award, provide comments on back of fonn. List act_llll_amount paid to ea~entity. -CONTRACTOR REPRESENTATIVE'S SIGNATURE RESIDENT ENGINEER'S SIGNATURE Copy Distribution-Caltrans contracts: Copy Distribution-Local Agency contracts: I CERTIFY THAT THE ABOVE INFORMATION IS COMPLETE AND CORRECT BUSINESS PHONE NUMBER TO THE BEST OF MY INFORMATION AND BELIEF, THE ABOVE INFORMATION IS COMPLETE AND CORRECT Original -District Construction Original -District Local Assistance Engineer (submitted with the Repon of Expenditure BUSINESS PHONE NUMBER Copy-Business Enterprise Program Copy-Contractor Copy-District Local Assistance Engineer Copy-Local Agency file I CONTRACT COMPLETION DATE ESTIMATED CONTRACT AMOUNT $ DATE OF FINAL PAYMENT DATE DATE Copy Resident Engineer I LPP 09-02 Page 17-21 July 1, 2012
APPENDIXC
EXHffiiT 17-F Local Assistance Procedures Manual
Final Report-Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors
FINAL REPORT-UTILIZATION OF DISADVANTAGED BUSINESS
ENTERPRISES (DBE), FIRST-TIER SUBCONTRACTORS
CEM 2402(F) (Rev. 02/2008)
The form requires specific information regarding the construction project: Contract Number, County, Route, Post
Miles, Federal-aid Project No., the Administering Agency, the Contract Completion Date and the Estimated Contract
Amount. It requires the prime contractor name and business address. The focus of the form is to describe who did what
by contract item number and descriptions, asking for specific dollar values of item work completed broken down by
subcontractors who performed the work both DBE and non-DBE work forces. DBE prime contractors are required to
show the date of work performed by their own forces along with the corresponding dollar value of work.
The form has a column to enter the Contract Item No. (or Item No's) and description of work performed or materials
provided, as well as a column for the subcontractor name and business address. For those firms who are DBE, there is a
column to enter their DBE Certification Number. The DBE should provide their certification number to the contractor and
notify the contractor in writing with the date of the decertification if their status should change during the course of the
project.
The form has six columns for the dollar value to be entered for the item work performed by the subcontractor.
The Non-DBE column is used to enter the dollar value of work performed for firms who are not certified
DBE.
The decision of which column to be used for entering the DBE dollar value is based on what program(s)
status the firm is certified. This program status is determined by the California Unified Certification Program
by ethnicity, gender, ownership, and control issues at time of certification. To confirm the certification status
and program status, access the Department of Transportation Civil Rights web site at:
http://www.dot.ca.gov/hq/bep or by calling·(916) 324-1700 or the toll free number at (888) 810-6346.
Based on this DBE Program status, the following table depicts which column to be used:
DBE Pro ram Status Column to be used
rogram status shows DBE only with no other programs listed DBE
If a contractor performing work as a DBE on the project becomes decertified and still performs work after their
decertification date, enter the total dollar value performed by this contractor under the appropriate DBE identification
column.
If a contractor performing work as a non-DBE on the project becomes certified as a DBE, enter the dollar value of all
work performed after certification as a DBE under the appropriate identification column.
Enter the total of each of the six columns in Form CEM-2402(F).
Any changes to DBE certification must also be submitted on Form-CEM 2403(F).
Enter the Date Work Completed as well as the Date of Final Payment (the date when the prime contractor made the
"final payment" to the subcontractor for the portion of work listed as being completed).
The contractor and the resident engineer sign and date the form indicating that the information provided is complete and
correct.
Page 17-22
July 1, 2012 LPP 09-02
APPENDIX D
RATES
•
HAMNER, JEWELL & ASSOCIATES
a division of BEACON INTEGRATED PROFESSIONAL RESOURCES, INC
2015
TIME AND MATERIALS FEE SCHEDULE
(Annuat' Contracts)
Managing Senior Associate
Legal Support *
Senior Associate II
Senior Associate I
Associates II
Associates I
Project/Transaction Coordinator
Administrative Assistant
$180 an hour
$180 an hour*
$155 an hour
$130 an hour
$110 an hour
$ 95 an hour
$ 80 an hour
$65 an hour
APPENDIX D
These rates are inclusive of secretarial support and general office expenses, overhead, and profit. Reimbursable
costs that may be passed through to the client as additional expenses include travel expenses (based upon the
standard IRS mileage reimbursement rate for automobile travel, or actual expenses for rail or air travel), special
handling fees such as certified, express mail, and delivery charges, postage, photography and third party photocopy
expenses, certain project/client-specific telephone expenses, and other charges made by third parties in connection
with performing the scope of services. Such third party expenses may include, but are not limited to, such costs as
moving bid fees, title and escrow company charges, and appraisal fees. Fees charged by insurance companies for
issuing insurance certificates for client per contract requirements will also be billed through to client for
reimbursement. Per diem charges may apply in cases where the project area is more than two hours auto
commuting time away from a Hamner, Jewell & Associates ("HJA") office location.
All reimbursable and third party expenses will be billed to the client at cost plus 10%, with appropriate invoices or
other appropriate documentation provided for reference. Mileage and travel costs will be passed through without
mark-up.
Statements for work shall be rendered monthly. Payments are due within 30 days. Payments not received within
said period will accrue interest at a rate of 10% per annum.
At all times, by pre-directive, our clients may structure and direct our efforts and general time expenditures so as to
maintain control of the course and cost of our services.
If HJA is called upon or compelled to provide support for litigation or other proceedings, or respond to subpoenas
in any way whatsoever related to the work HJA has completed on client's behalf, client shall pay HJA for required
time in accordance with the hourly rates and fees specified in this Fee Schedule, except, however, any time for
court testimony and depositions shall be paid at a rate of $275/hour for HJA Senior Associates, $200/hour for HJA
Associates, and $150/hour for HJA Assistants. HJA shall additionally be reimbursed for all out-of-pocket and
overhead expenses in connection with such proceedings. This provision shall survive the term of the contract and
shall be binding without restriction of otherwise stated contract budget liniitations.
Rates may be adjusted once annually, with thirty days advance written notice.
* At the request of several of our clients, this billing rate category has been added specifically in relation to the qualifications
and services of Robert McDowell and Cathy Springford who, as licensed attorneys, can provide cost effective support and
coordination with client legal counselors. Hamner, Jewell & Associates does not, however, provide legal representation or
counsel; we work closely with the legal counsel of our clients to cost effectively assist in resolving any legal matters associated
with services we provide.
C:\Userslmiervin\AppData\Locai\Microsoft\Windows\Temporary Internet Files1Content.Outlook\GOBOS8Gtro015 HJA Fee Schedule-Annual Contracts.doc
..
APPENDIX E
CERTIFICATION OF CONTRACT COSTS AND FINANCIAL
MANAGEMENT SYSTEM
I
EXHIBIT 10-K CONSULTANT CERTIFICATION OF CONTRACT COSTS AND FINANCIAL
MANAGEMENT SYSTEM
(Note: If requestilzg to utilize the Safe Harbor Indirect Cost Rate submit Attachment 1 of
DLA-OB 13-07-Safe Harbor Indirect Cost Rate for Consultant Contracts found at
http://www.dot.ca.gov/hq/Loca/Programs/DLA_ OBIDLA_ OB.htm in lieu of this form.)
Certification of Final Indirect Costs:
Consultant Firm Name: i±l1\Mvt£Y' 1 ,~ vJe_\\ ¥ k?c:CJ a_+..e.Q
Indirect Cost Rate: [ qqi% Date of Proposal Preparation (mm/dd/yyyy): ---------
Fiscal Period Covered for Indirect Cost Rate Developed (mm/dd/yyyy to mm/dd/yyyy): '2o J ~
Contract Number: Project Number: On Co.../ f Cor~+ra. .. cf
I, the undersigned, certify that I have reviewed the proposal to establish final indirect cost rates for the fiscal
period as specified above and to the best of my knowledge and belief:
I. All costs included in this proposal to establish final indirect cost rates are allowable in
accordance with the cost principles of the Federal Acquisition Regulations (FAR) ofTitle 48,
Code of Federal Regulations (CFR), Part 31.
2. This proposal does not include any costs which are expressly unallowable under the cost
principles of the FAR of 48 CFR, Part 31.
All known material transactions or events that have occurred affecting the firm's ownership, organization, and
indirect cost rates have been disclosed as of the date of proposal preparation noted above.
Certification of Financial Management System:
I, the undersigned, certify to the best of my knowledge and beliefthat our financial management system meets the
standards for financial reporting, accounting records, internal and budget control as set forth in the FAR of Title
49, CFR, Part 18.20 to the extent applicable to Consultant.
Certification of Dollar Amount for all A&E contracts:
I, the undersigned, certify that the approximate dollar amount of all A&E contracts awarded by Caltrans or a
Cali\\tia local agency to this firm within the last three (3) calendar years for all State DOT and Local Agencies
is $ a V'e not an A 4 E flr~nd the number of States in which the firm does business is ( .
Certification of Direct Costs:
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 reasonable, allowable and allocable to the contract in accordance with the cost
principles of the FAR of Title 48, CFR, Part 31. Allowable direct costs to a Government contract shall be:
I. Compliant with Generally Accepted Accounting Principles (GAAP) and standards promulgated
by the Cost Accounting Standards Board (when applicable).
Page I of2
May 16,2014
'
2. Compliant with the terms of the contract and is incurred specifically for the contract.
3. Not prohibited by 23 CFR, Chapter I, Part 172 -Administration of Engineering and Design
Related Service Contracts to the extent requirements are applicable to Consultant.
All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be
retained in the project files.
Subconsultants (if applicable)
Proposed Contract Amount (or amount not to exceed if on-call contract): $. ________ _
Prime Consultants (if applicable)
Proposed Total Contract Amount (or amount not to exceed if on-call contract): $ -------
Prime, list all subconsultants and proposed subcontract dollar amounts (attach additional page if necessary):
$ ______________ ___
$ ______________ ___
$. ________ _
$. ________ _
$ ___ -,...-____ _
* Consultant Certification Signature: ---~~~=>'~~t('VI.AJi,_.I,..Aj"""J~------------
Consultant Certifying (Print Name and Title):
Name: ----=L-L.!tf-'-Lfc-"""a"-'-'-f)_s}e-=....>.<.!w.::=..'-efi-=-=----1 _______ _
Title: ___ m~ttt==-n~a_::.:::2§:..j-Jr~~~-=&:::....::· ::::_K-=c=:..o..!.....r..£.:.ifs~~=.::~xR:::..:..=e.~-
consultant Contact Information:
Email: _--=-.p..L ~.&a.CJ....1!:£d-J....::-~c:::_..:_t._h=-.L-4£nl..!...J,....t_OeJ.~~~· 'JAt~tti/~. OJYYJ~
Phone number: (JJ;iOs~773-f~
Date of Certification (mm/dd/yyyy): g_j 2-/.p /J;;::;-
T I
*An individual executive or financial officer ofthe consultant's organization at a level no lower than a Vice
President or Chief Financial Officer, or equivalent, who has authority to represent the financial information
utilized to establish the indirect cost rate proposal submitted in conjunction with the contract.
Note: Per 23 U.S. C. l/2(b)(2)(B), Subconsultants must comply with the FAR Cost Principles contained in 48 CFR. Part 31.
23 CFR Part 172.3 Definitions state: Consultant means the individual or firm providing engineering and design related services as a party
to the contract. Therefore, subconsultants as parties of a contract must complete a certification and send originals to A&/ and keep copies
in Local Agency Project Files.
Distribution: I) Original to Caltrans Audits and Investigations
2) Retained in Local Agency Project Files
Page 2 of2
May 16,2014
APPENDIX F
CONSULTANT PERFORMANCE EVALUATION
t
APPENDIXF
Local Assistance Procedures Manual EXHIBIT 10-S
Consultant Performance Evaluation
Exhibit 10-S Consultant Performance Evaluation
1. PROJECT DATA 2. CONSULTANT DATA
Ia. Project (include title, location, and ActivityiCIP No.) 2a Consultant Name and Address
lb. Brief Description of Project (design, study, etc.) 2b. Consultant's Manager
I c. Budget Cost for Project: $ 2c. Phone: L__)
3. AGENCY DEPARTMENT/SECTION RESPONSIBLE
3a. Department (include section and division) 3b. Agency Project Manager (name & phone)
4. CONTRACT DATA (Engmeermg Services)
4a Contract No.: Termination date: Base Fee: $
Agreement date: Date terminated: Contingency: $
4b. Amendments $ I # $ I #
(Total Value) (Initiated by Agency) (Total VaJue) (Initiated by Agency)
4c. Changes Orders $ 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 Services 4f Historical Record of Key Submittal Dates (enter date or n/a if not applicable)
(Design, study, etc.) Preliminary 30% 70% 90% 100%
Per Agreement
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 $ % ofBaseFee
4h. Number of Days (number) Changed Scope $ % ofBaseFee
Changed Quantities $ % ofBaseFee
4i. Actual Number of Days (number) Program Task Options $ % ofBaseFee
5.0VERALL RATING (Complete Section II on reverse, include comments as appropriate.)
Outstanding Above Average Average Below Average
Sa. Plans/Specifications accuracy
Sb. Consistency with budget
Sc. Responsiveness to Agency Staff
Sd. 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
FinaJ
%
%
%
%
%
Poor N/A
Page 1 of2
May 8, 2013
Local Assistance Procedures Manual
PLANS/SPECIFICATIONS Outstanding Above
ACCURACY Avg.
Plans Specifications
clear and concise
Plans/Specs
Coordination
Pl.ans/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 are minimized
Section III
Item
Item
Item
Item
Item
Item
• Indicates supporting documentation attached.
Distribution: Local Agency Project Files
LPP 13-01
Avg. Below Poor N/A Responsiveness
Avg. To Staff
Timely Responses
Attitude toward Client and
review bodies
Follows directions and
Chain of responsibility
Work product delivered
onume
Timeliness in notifying
Agency of major problems
Resolution of field
Problems
Consistency with
budget
Reasonable Agreement
negotiation
Adherence to fee schedule
Adherence to project
Budget
APPENDIXF
EXHffiiT 10-S
Consultant Performance Evaluation
Outstanding Above Avg. Below Poor N/A
Avg. Avg.
Outstanding Above Avg. Below Poor NIA
Avg. Avg.
EXPLANATIONS AND SUPPLEMENTAL INFORMATION
(Attach additional documentation as needed)
Page 2 of2
May 8, 2013
t ' '
APPENDIX G
DEBARMENT AND SUSPENSION CERTIFICATION
APPENDIXG
Local Assistance Procedures Manual EXHIBIT 12-E
DEBARMENT AND SUSPENSION CERTIFICATION
TITLE 49, CODE OF FEDERAL REGULATIONS, PART 29
The bidder, under penalty ofpeijury, certifies that, except as noted below, he/she or any other
person associated therewith in the capacity of owner, partner, director, officer, and manager:
• Is not currently under suspension, debarment, voluntary exclusion, or determination of
ineligibility by any federal agency;
• Has not been suspended, debarred, voluntarily excluded or determined ineligible by any
federal agency within the past 3 years;
• Does not have a proposed debarment pending; and
• Has not been indicted, convicted, or had a civil judgment rendered against it by a court of
competent jurisdiction in any matter involving fraud or official misconduct within the
past 3 years.
If there are any exceptions to this certification, insert the exceptions in the following space.
Exceptions will not necessarily result in denial of award, but will be considered in determining
bidder responsibility. For any exception noted above, indicate below to whom it applies,
initiating agency, and dates of action.
Notes: Providing false information may result in criminal prosecution or administrative
sanctions.
The above certification is part of the Proposal. Signing this Proposal on the signature
portion thereof shall also constitute signature of this Certification.
APPENDIX H
CONFLICT OF INTEREST CODE
1
2
3
4
APPENDIX H Resolution No. 07·525
BEFORE THE BOARD OF SUPERVISORS
OF THE COUNTY OF FRESNO
STATE OF CALIFORNIA
5 In the matter of
} No.
)
)
6 Amendment of Standard Conflict of
Interest Code for All County
)
)
1 Departments )
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
Whereas, the Political Reform Act, Government Code section 81000 et seq.,
requires state and local government agencies to adopt and promulgate conflict of interest
codes; and
Whereas, the Fair Political Practices Commission has adopted a regulation, Title
2, California Code of Regulations, section 18730, which contains the terms of a standard
conflict of interest code, and which may be amended by the Fair Political Practices
Commission after public notices and hearings to conform to amendments to the Political
Reform Act; and
Whereas, any local agency may incorporate this standard conflict of interest code,
and thereafter need not amend its code to conform to future amendments to the Political
Reform Act or its regulations; and
Whereas, the Board of Supervisors may adopt the standard conflict of interest
code on behalf of all County departments.
Now therefore be it resolved, that the terms of Title 2, California Code of
Regulations, section 18730, and any amendments to it duly adopted by the Fair Political
Practices Commission, are hereby incorporated by reference and, along with the Exhibits A
and 8 approved previously, today, or in the future, by this Board for each County
department, in which officers and employees are designated and disclosure categories are
set forth, constitute the conflict of interest codes of each County department.
COUNTY OF FRESNO
Fresno. Callfornla 1
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 Fresno
Fresno. Calilomia
APPENDIX H
Conflict of interest forms shall be filed as follows:
1. As required by Government Code section 87500, subdivision (e), the County
Administrative Officer, District Attorney, County Counsel, and Auditor-Controllerrrreasurer-
Tax Collector shall file one original of their statements with the County Clerk, who shall make
and retain a copy and forward the original to the Fair Political Practices Commission, which
shall be the filing officer.
2. As required by Government Code section 87500, subdivision 0), all other
department heads shall file one original of their statements with their departments. The filing
officer of each department shall make and retain a copy and forward the original to the Clerk
to the Board of Supervisors, who shall be the filing officer.
3. All other designated employees shall file one original of their statements
with their departments.
Adopted at a regular meeting of the Board of Supervisors, held on the 2nd day of
October, 2007, by the following vote, to wit:
Ayes: Supervisors Larson, Perea, Anderson, Case and Waterston
Noes: None
Absent: None
Chairman, Board of Supervisors
Attest:
#1111~
Clerk
COUNTY OF FRESNO
Fresno. California 2
' .
APPENDIX H
CERTIFICATE OF DELIVERY OF DOCUMENT
I am employed by the County of Fresno as a Deputy Clerk of the
Board of Supervisors. On October 2, 2007, I delivered a copy of
Resolution No. 07-525 to the Chairperson of the Fresno County Board of
Supervisors.
Gael Storm, Deputy Clerk
APPENDIX H
EXHIBIT "A"
PUBLIC WORKS AND PLANNING
Classification
Accountant I /II
Architect
Assistant Real Property Agent
Associate Real Property Agent
Building Inspector 1/11
Building Plans Engineer
Capital Projects Division Manager
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 1/11/111
Field Survey Supervisor
Housing Rehabilitation Specialist 1/11
Information Technology Analyst 1/11/111/IV
Planner 1/11/111
Principal Accountant
Principal Engineer
Principal Planner
Principal Staff Analyst
Public Works and Planning Business Manager
Public Works Division Engineer
Resources Manager
Road Maintenance Supervisor
Road Superintendent
Senior Accountant
Senior Economic Development Analyst
Senior Engineer
Senior Engineering Technician
Senior Geologist
Senior Information Technology Analyst
Senior Planner
Category
2
1
1
1
1
1
1
1
1
1
*
1
1
1
1
2
1
3
1
2
1
1
1
1
1
1
1
1
2, 3
1
2
1
1
2
1
2
1
< I
Classification
Senior Staff Analyst
APPENDIX H
Senior Systems and Procedures Analyst
Staff Analyst I I Ill Ill
Supervising Accountant
Supervising Building Inspector
Supervising Engineer
Supervising Water/Wastewater Specialist
Systems and Procedures Analyst 11111111
Systems and Procedures Manager
Traffic Maintenance Supervisor
Category
1
2
1
2,3
1
1
2, 3
2
2
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.
\ I
APPENDIX H
EXHIBIT "B"
PUBLIC WORKS AND PLANNING
1. Persons in this category shall disclose all reportable investments, interests in real
property, sources of income (including gifts), and business positions. Financial
interests (other than gifts) are reportable only if located within or subject to the
jurisdiction of Fresno County, or if the business entity is doing business or planning
to do business in the jurisdiction, or has done business within the jurisdiction at any
time during the two years prior to the filing of the statement. Real property shall be
deemed to be within the jurisdiction of the County if the property or any part of 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
the County.
2. Persons in this category shall disclose all reportable investments in, income from
(including gifts), and business positions with any business entity which, within the
last two years, has contracted or in the future foreseeably may contract with Fresno
County through its Public 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 services, supplies, materials, machinery, or
equipment to the County.
3. Persons in this category shall disclose all interests in real property within the
jurisdiction of Fresno County. 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 miles of any land owned or used by the County.
\ I •
APPENDIX I
DISCLOSURE OF LOBBYING ACTIVITIES
Local Assistance Procedures Manual
APPENDIX 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:
D a. contract D a. bid/offer/application
3. Report Type:
0 a. initial
4.
6.
b. grant b. initial award
c. cooperative agreement c. post-award
d. loan
e. loan guarantee
f. loan insurance
Name and Address of Reporting Entity
D Prime D Subawardee
Tier , if known
Congressional District, ifknown
Federal Department/Agency:
8. Federal Action Number, if known:
10. Name and Address of Lobby Entity
(If individual, last name, first name, MI)
b. material change
For Material Change Only:
year__ quarter ___ _
date oflast report. ____ _
5. If Reporting Entity in No.4 is Subawardee,
Enter Name and Address of Prime:
Congressional District, ifknown
7. Federal Program Name/Description:
CFDA Number, if applicable ________ _
9. Award Amount, ifknown:
11. Individuals Performing Services (including
address if different from No. 1 Oa)
(last name, first name, Ml)
(attach Continuation Sheet(s) if necessary)
12. Amount of Payment (check all that apply)
$ D actual 0 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)
~
I-
I-
r--
1-
I-....
a. retainer
b. one-time fee
c. commission
d. contingent fee
e deferred
f. other, specifY __________ _
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 11:
(attach Continuation Sheet(s) if necessary)
16. Continuation Sheet(s) attached: Yes D No 0
17. Infonnation requested through this fonn is authorized by Title
31 U.S.C. Section 1352. This disclosure oflobbying 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 infonnation 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:
Signature: _________________ _
Print Name: ________________ __
Title:-------------------
Telephone No.:'--' -------~Date: ____ _
Authorized for Local Reproduction
Standard Form -LLL
Standard Form LLL Rev. 04-28-06
Distribution: Orig-Local Agency Project Files
LPP 13-01
Page 1
May 8, 2013
Local Assistance Procedures Manual
APPENDIX 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. Ifthis 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 ofthe 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 if it 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 ofTransportation, United States Coast Guard.
7. Enter the federal program name or description for the covered federal action (item 1). 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 awaid or loan commitment by the Federal agency, enter the federal amount
of the awaid/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 ofthe individual(s) performing services and include full address if different from I 0 (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
Page2
May 8, 2013
APPENDIXJ
DISCLOSURE OF SELF-DEALING TRANSACTIONS
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).