HomeMy WebLinkAboutAgreement A-24-237 Amendment 4 to Agreement with Kitchell CEM Inc..pdf 24-0305
Agreement No. 24-237
1 AMENDMENT NO. 4 TO AGREEMENT FOR CONSTRUCTION MANAGEMENT SERVICES
2 THIS AMENDMENT NO. 4 TO AGREEMENT (Fourth Amendment) is made and
3 entered into this 215, day of May , 2024, by and between the County of
4 Fresno (OWNER or COUNTY) and Kitchell Capital Expenditure Managers, Inc.
5 (CONSULTANT).
6 Recitals:
7 WHEREAS, the COUNTY and CONSULTANT entered into an Agreement dated
8 December 16, 2014 identified as Agreement No. 14-736, incorporated herein by reference (the
9 Agreement), for CONSULTANT to provide construction management services for the West
10 Annex Jail project; and
11 WHEREAS, the COUNTY and CONSULTANT entered into the First Amendment to the
12 Agreement dated August 4, 2020 identified as Agreement No. 14-736-1, incorporated herein by
13 reference (First Amendment), which provided for an increase of $579,739 to the maximum
14 Extra Services compensation amount; and
15 WHEREAS, the COUNTY and CONSULTANT entered into the Second Amendment to
16 the Agreement dated May 25, 2021 identified as Agreement No. 14-736-2, incorporated herein
17 by reference (Second Amendment), which provided for an increase of $1,039,532 to the
18 maximum Extra Services compensation amount; and
19 WHEREAS, the additional $1,039,532 amount provided by the Second Amendment
20 increased the maximum Extra Services allocation to $2,695,666, and increased the maximum
21 Total Fee amount under the Agreement to $6,419,518; and
22 WHEREAS, since the date of approval of the Third Amendment, additional delays to the
23 construction schedule, including resolution of longstanding issues to obtain final approval from
24 the Office of State Fire Marshal (OSFM) of the plans for the project's fire/smoke control
25 systems, and the subsequent need to address issues of a mechanical nature regarding
26 inconsistencies in OSFM's directions pertaining to implementation of the physical
27 improvements required by those plans, have resulted in the need to extend further the period
28 for CONSULTANT's continued provision of construction phase services through final OSFM
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1 approval; and
2 WHEREAS, the additional $539,757 amount provided by the Third Amendment
3 increased the maximum Extra Services allocation to $3,235,423, and increased the maximum
4 Total Fee amount under the Agreement to $6,959,275; and
5 WHEREAS, OWNER and CONSULTANT now desire to increase the maximum Extra
6 Services allocation payable under the Agreement by an additional $73,500, in order to ensure
7 adequate funding to compensate CONSULTANT for continuing to provide construction
8 management staff for the anticipated duration of the extended construction schedule and
9 through the post-construction ("project completion") phase, including but not limited to the
10 SB1022 State audit performed by the Board of State and Community Corrections (BSCC); and
11 WHEREAS, the increase of $73,500 to the maximum Extra Services allocation is the
12 estimated amount needed to compensate CONSULTANT for continuing to provide construction
13 management services for such additional time as is required, up to 17.5 weeks (through April
14 30, 2024); and
15 WHEREAS, the increase of $73,500 is based upon the "average per week fee" of
16 $4,200 listed in Exhibit F-1 (attached to this Amendment No. 4 and incorporated by this
17 reference), multiplied by the projected maximum number of additional weeks (17.5) that may be
18 required for completion of CONSULTANT's services; provided, however, that it is expressly
19 understood and acknowledged by the Parties that the actual amount of compensation paid
20 under the Agreement as hereby amended will continue to be governed by the invoices
21 submitted by CONSULTANT, based on the rates listed in Exhibit A to the original Agreement
22 (and subject to any adjustments in the interim pursuant to Paragraph V.A.2 thereof); and
23 WHEREAS, approval of this Amendment No. 4 will increase the maximum amount
24 payable to CONSULTANT for Extra Services to $3,308,923, and will increase the maximum
25 Total Fee amount payable to CONSULTANT to $7,032,775, and
26 NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
27 which is hereby acknowledged, the parties agree as follows:
28 1. That existing County Agreement No. 14-736, Article V, Section A, Paragraph 1,
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1 at Page twenty-three (23), Lines twenty-one (21) through twenty-three (23), is hereby deleted
2 in its entirety and replaced with the following paragraph:
3 "Notwithstanding any other provision in this Agreement, the Total Fee (Basic Fee and
4 Extra Services Allocation) for the services required under this Agreement shall not exceed a
5 total amount of$7,032,775."
6 2. That existing County Agreement No. 14-736, Article IV, Section C, Paragraph 1,
7 at Page twenty-four (24), Line twenty-four (24), beginning with the word "There" and ending on
8 Page twenty-five (25), Line three (3) with the word "exceeded" is hereby deleted in its entirety
9 and replaced with the following paragraph:
10 "There will be an additional maximum allocation of $73,500 to pay for authorized Extra
11 Services. Payment of Extra Services in excess of $3,308,923 is unauthorized and can only be
12 made pursuant to a prior written amendment to this Agreement when the cumulative total of the
13 Basic Fee and Extra Services allocation would thereby be exceeded. The COUNTY
14 Representative shall have the discretion to adjust in writing the Basic Fee and Extra Services
15 limits as long as the total Agreement amount of$7,032,775 is not exceeded."
16 All other terms, conditions, mutual covenants, and promises contained in the
17 Agreement, as previously amended, shall remain in full force and effect, except as hereinabove
18 amended by this Fourth Amendment. COUNTY and CONTRACTOR agree that this Fourth
19 Amendment is sufficient to amend the Agreement and that upon execution of this Fourth
20 Amendment, the original Agreement, together with the First Amendment, the Second
21 Amendment, the Third Amendment and this Fourth Amendment shall collectively be considered
22 as comprising the entire Agreement.
23 The Agreement, as hereby amended, is ratified and continued. All provisions, terms,
24 covenants, conditions and promises contained in the Agreement, and not amended herein,
25 shall remain in full force and effect.
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27 [SIGNATURE PAGE FOLLOWS]
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I The parties are executing this Amendment No. 4 on the date set forth in the introductory
2 clause.
3
4 CONSULTANT COUNTY OFFRESNO
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6 �t
BY: 102
7 ��
Geoffrey Bichartas, Vice President Nathan Magsig, Chairman of the Board
8 Kitchell Capital Expenditure Managers, Inc. of Supervisors of the County of Fresno
2450 Venture Oaks Dr. Suite 500
9 Sacramento, CA 95833
10
11 ATTEST:
Bernice E. Seidel
12 Clerk of the Board of Supervisors
County of Fresno, State of California
13
14 By
15 Deputy
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19 FOR ACCOUNTING USE ONLY
20 ORG No. 8845, 8846
Account No. 8150
21 Fund No. 0400
Subclass No. 10045, 10046
22 Program No. 91157, 91158
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EXHIBIT F-1
KITCHELL
Average Construction Management and Inspection Fee per Week: The below
average per week fees represent construction manager only, and exclude office
staff, inspection staff, and specialized basic services such as design phase
estimating, value engineering, life cycle cost reviews and constructability reviews.
Extension of Services beyond Original Contract ( April 30, 2024) $4,200/wk