HomeMy WebLinkAbout2025-On-Call-Agreement-Woodard Curran.pdf On-Call Agreement for
Architectural and Engineering Consultant and Other Related Services
Contents
1. Obligations of the Consultant..................................................................................4
2. Obligations of the County ........................................................................................7
3. Term of Agreement...................................................................................................8
4. Termination ...............................................................................................................9
A. Non-Allocation of Funds / Funding Requirements ........................................................9
B. Breach of Contract........................................................................................................9
C. Without Cause............................................................................................................ 10
5. Compensation, Allowable Costs and Payments ..................................................10
A. Maximum Cumulative Amount Available .................................................................... 10
B. Consultant Fee ........................................................................................................... 11
C. Not used..................................................................................................................... 13
D. Retention.................................................................................................................... 13
E. Payments.................................................................................................................... 13
F. Notice to Proceed / Task Orders / Project Cost Proposal ............................................ 15
6. Independent Contractor ............................................................................................ 16
7. Modification / Change in Terms ................................................................................ 17
8. Non-Assignment........................................................................................................ 17
9. Hold Harmless .......................................................................................................... 17
10. Liability Insurance ..................................................................................................... 18
A. Commercial General Liability....................................................................................... 18
B. Automobile Liability...................................................................................................... 19
C. Professional Liability Insurance: .................................................................................. 19
D. Worker's Compensation ............................................................................................. 19
E. Additional Requirements Relating to Insurance.......................................................... 19
11. Audits / Retention of Records ...................................................................................21
12. Notices......................................................................................................................22
13. Governing Law..........................................................................................................22
14. Disclosure of Self-Dealing Transactions ...................................................................22
15. Electronic Signature..................................................................................................23
16. Subconsultants .........................................................................................................24
I. Prompt Progress Payment............................................................................................25
J. Prompt Payment of Withheld Funds to Subconsultants ..............................................25
17. Conflict of Interest.....................................................................................................27
18. Errors or Omissions Claims and Disputes.................................................................28
19. Ownership of Data ....................................................................................................30
20. Consultant's Legal Authority .....................................................................................32
21. Binding Upon Successors.........................................................................................33
22. Severability ...............................................................................................................33
23. State Prevailing Wage Rates ....................................................................................33
C. Payroll Records..........................................................................................................34
E. Penalty.....................................................................................................................36
F. Hours of Labor .........................................................................................................38
1 G. Employment of Apprentices .....................................................................................38
2 Articles 24-39 Not used.......................................................................................................38
40. Entire Agreement..........................................................................................................38
3 41. Signatures.....................................................................................................................40
4 Appendices
5
Appendix A — Listing of all consultants, including CONSULTANT'S "Project Manager"
6 Appendix B — Scope
7 Appendix C — Project Team
Appendix D — Deliverables
8 Appendix E — Cost Proposal
Appendix F — Not Used
9 Appendix G — Self Dealing Transaction Disclosure Form
Appendix H — Subconsultants
10 Appendix I — Conflict of Interest Code
11 Appendix J — Not Used
Appendix K — Not Used
12 Appendix L — Not Used
Appendix M — Not Used
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
2
1 CONSULTANT AGREEMENT
2 This Agreement for Architectural and Engineering Consultant Services, hereinafter
3 referred to as "Agreement," is made and entered into this 8th day of July
4 2025, by and between the County of Fresno, a Political Subdivision of the State of
5 California, hereinafter referred to as "County"; and Woodard & Curran, Inc., a Corporation,
6 whose address is 2175 N. California Boulevard, Suite 315, Walnut Creek, CA 94596
7 hereinafter referred to as "Consultant".
8 Recitals
9 WHEREAS, the County desires to retain the Consultant as one of a number of
10 consultant firms to provide, pursuant to separate agreements, on-call architectural and
11 engineering consulting services, encompassing landscape, architectural, electrical,
12 mechanical, transportation planning, water & natural resources, and such other
13 architectural and engineering disciplines for which each such consultant is qualified, as
14 necessary to assist the County in performing projects (hereinafter referred to as
15 "Project(s)") proposed by the County; and
16 WHEREAS, the Consultant has been selected in accordance with the County's
17 Ordinance Code Chapter 4.10 on the selection of architects, engineers, and other
18 professionals, and in accordance with Chapter 10 of the California Department of
19 Transportation's (Caltrans) Local Assistance Procedures Manual (LAPM), to provide certain
20 professional services necessary for the Projects, as specified herein; and
21 WHEREAS, the individual listed below
22 Erin Haagenson, Program Manager
23 2220 Tulare Street, 6th Floor, Fresno, CA 93721
24 559-388-7292
25 ehaagensonCcDfresnocountyca.gov
26 is designated as the Contract Administrator for this Agreement on behalf of the County, and
27 shall remain so unless the Consultant is otherwise notified in writing by the County's
28
3
1 Director of Public Works and Planning or his/her designee(s) (hereinafter referred to as the
2 "Director"); and
3 WHEREAS, the individual listed in Appendix A, as the firm's "Consultant Project
4 Manager" is designated as the Consultant's Project Manager for this Agreement, and shall
5 remain so unless the Consultant requests and the Director approves, in writing, a change o
6 the Consultant's Project Manager, which approval will not be unreasonably withheld; and
7 Now, Therefore, in consideration of the mutual covenants, terms and conditions
8 herein contained, the parties hereto agree as follows:
9 1. Obligations of the Consultant
10 A. The County hereby contracts with the Consultant as an independent
11 contractor to provide the professional services enumerated in "Consultant's Scope of
12 Services" attached as Appendix B.
13 B. The Consultant's services shall be performed as expeditiously as is
14 consistent with professional skill and the orderly progress of the work, based on schedules
15 for each specific Project mutually agreed upon in advance by the Contract Administrator,
16 and the Consultant.
17 C. The Consultant's Project team staff shall be as listed in Appendix C, attached
18 hereto and incorporated herein. Any substitutions of personnel must be approved in
19 advance by the Contract Administrator, which approval shall not be unreasonably withheld.
20 The Consultant shall notify the Contract Administrator of the names and classifications of
21 employees assigned to each specific Project, and shall not reassign such employees to
22 other projects of the Consultant without notification to and prior approval by the Contract
23 Administrator.
24 D. The Consultant may retain, as subconsultants, specialists as the Consultant
25 requires to assist in completing the work in accordance with Article 16 "Subconsultants.
26 E. Services provided by Consultant on Projects relating to the construction or
27 improvement of roads and bridges shall be done in accordance with American Association
28 of State Highway and Transportation Officials (AASHTO) requirements for applicable
4
1 structures.
2 F. All projects funded wholly or in part by Caltrans must conform to all
3 requirements imposed by Caltrans and the Federal Highway Administration (FHWA), as
4 specified in Chapter 10 of the Caltrans LAPM.
5 G. The services that may be furnished by the Consultant under this Agreement
6 are for all or a portion of the services the Consultant is allowed to provide within the
7 applicable professional discipline limits, as defined in California State License Law, for
8 various Projects on an as needed basis.
9 H. The Consultant agrees to provide the professional services that are
10 necessary for each Project when expressly authorized in writing by the Contract
11 Administrator. Such work by the Consultant shall not begin until the Consultant has
12 received a written Notice to Proceed (NTP) or Task Order from the Contract Administrator
13 authorizing the necessary service, agreed upon fee, and scope of work.
14 I. The Consultant shall submit proposals in response to requests issued by the
15 Contract Administrator on a project-by-project basis. The Consultant's proposal at a
16 minimum shall include, but not be limited to, staff qualifications, proposed method and
17 schedule for completing the task(s), completed federal forms and a sealed cost proposal.
18 The Consultant agrees that each professional or other individual performing work on any
19 such Project(s) shall be adequately trained to perform the work and shall possess the
20 proper license, certification or registration as required by law or by accepted standards of
21 the applicable profession. The Consultant agrees to provide the professional services that
22 are necessary to complete the requested tasks consistent with the scope of its contracted
23 discipline(s), as listed in Appendix B ("Scope"), when expressly authorized in writing by the
24 Contract Administrator.
25 J. Submissions of reports, plans, specifications, and estimates will be submitted
26 in the formats, quantities, and delivery methods delineated in Appendix D "Deliverables"
27 hereto unless other formats, quantities, and/or delivery methods have been mutually
28 agreed upon, in writing, prior to the Consultant's submittal. The Consultant shall verify
5
1 compatible format and quantity prior to final delivery.
2 K. Assist the County, at the Director's express, written authorization, with any
3 claim resolution process involving the construction contractor and the County as specified
4 hereunder, including serving as a witness in connection with any public hearing or legal
5 proceeding, and also including dispute resolutions required by law or hereunder. The
6 parties recognize that this clause is provided as a means of expediting resolution of claims
7 among the construction contractor, the County, and the Consultant. However, it is
8 understood the construction contractor is not an intended third-party beneficiary of this
9 clause. Compensation for these services shall be computed and invoiced at the same
10 hourly rates listed in Appendix E hereto, including travel costs that are being paid for the
11 Consultant's personnel services under this Agreement. Any assistance provided by the
12 Consultant as described in this Article 1, Section K shall be subject to the provisions of
13 Article 5 hereinafter, and shall also be subject to the following:
14 1. The Director may believe the Consultant's work under this Agreement
15 to have included negligent errors or omissions, or that the Consultant may otherwise have
16 failed to comply with the provisions of this Agreement, either generally or in connection with
17 its duties as associated with a particular Project; and that the cause(s) for a claim by the
18 construction contractor may be attributable, in whole or in part, to such conduct on the part
19 of the Consultant. Upon notice by the Director, the payments to the Consultant for such
20 arguably deficient services shall be held in suspense by the County until a final
21 determination has been made of the proportion that the Consultant's fault bears to the fault
22 of all other parties concerned.
23 2. Such amounts held in suspense shall not be paid to the Consultant,
24 pending the final determination as to the Consultant's proportional fault. However, the
25 appropriate percentage of such amount held in suspense shall be paid to the Consultant,
26 once a final determination has been made, and the Consultant thereafter submits a proper
27 invoice to the County. Payment shall be issued in accordance with the procedure outlined
28 in Article 5, Section E, Paragraph 2.
6
1 L. The Consultant's personnel shall typically be assigned to, and remain on,
2 specific Department projects/deliverables until completion and acceptance of the
3 project/deliverables by the Department. Personnel assigned by the Consultant shall be
4 available at the start of a Task Order and after acceptance of the project/deliverable by the
5 Department.
6 M. After the Contract Administrator's approval of the Consultant's personnel
7 proposal and finalization of a Task Order, the Consultant may not add or substitute
g personnel without the Contract Administrator's prior written approval.
g 2. Obligations of the County
10 The County will:
11 A. Provide eligible Consultants the opportunity to compete for Task Orders on a
12 project-by-project basis by providing a miniature Request for Proposal (mini-RFP), except
13 as specified under Section B. The Consultant's eligibility for project types, disciplines, and
14 services is listed in Appendix B.
15 B. The County reserves the right to suspend competition under this Agreement
16 and engage the services of an eligible qualified consultant from the listing attached as
17 Appendix A, in the event that one or more of the following circumstances apply to the
18 needed work:
19 1. Service is available only from a single source;
20 2. There is an emergency which will not permit the time necessary to
21 conduct competitive negotiations;
22 3. After the mini-RFP is issued (as provided in the immediately preceding
23 Section A) competition is determined to be inadequate;
24 4. Services of expert witnesses for litigation or special counsel to assist
25 the County are needed.
26 C. Issue Task Orders on a project-by-project basis. Task Orders will at a
27 minimum include scope of work, location, and schedule for the Project.
28 D. Provide the Consultant with a Project Scope and Schedule, and compensate
7
1 the Consultant as provided in this Agreement.
2 E. Provide an individual Project Administrator to serve as a representative of the
3 County who will coordinate and communicate with the Consultant on all Project technical
4 work, to the extent appropriate, in an effort to facilitate the Consultant's performance of its
5 obligations in accordance with the provisions of this Agreement.
6 F. Provide basic plan sheet layouts as required.
7 G. Examine documents submitted to the County by the Consultant and timely
g render decisions pertaining thereto.
9 H. Provide aerial photographs as required.
10 I. Provide copies of any available existing as-built plans and right-of-way
11 drawings from the County's files.
12 J. Provide list of property owners with addresses for notification of property
13 owners upon the Consultant's request.
14 K. Provide preliminary engineering survey data on existing structures and
15 topographic mapping in the formats, quantities, and delivery methods delineated in
16 Appendix D to the Consultant, if available.
17 L. Prepare all legal descriptions and drawings required for right-of-way
18 acquisition and/or temporary construction permits.
19 M. Provide limited assistance to Consultant, as may be appropriate under the
20 circumstances, in connection with Consultant's processing of required permits.
21 N. Give reasonably prompt consideration to all matters submitted for approval by
22 the Consultant in an effort to assist the Consultant in avoiding any substantial delays in the
23 Consultant's program of work. An approval, authorization, or request to the Consultant
24 given by the County, will be binding upon the County under the terms of this Agreement
25 only if it is made in writing and signed on behalf of the County by the Contract
26 Administrator.
27 3. Term of Agreement
28 A. The term of this Agreement shall be for a period of three (3) years, commencing
8
1 upon execution by the County, through and including the third anniversary of the execution
2 date.
3 B. The Consultant shall commence work promptly after receipt of a Notice to
4 Proceed or Task Order issued by the Contract Administrator. The period of performance for
5 Task Orders shall be in accordance with dates specified in the Task Order. No Task Order
6 will be written which would extend the period of performance beyond the expiration date of
7 this Agreement, the maximum term of which shall not exceed three (3) years.
g 4. Termination
9 A. Non-Allocation of Funds / Funding Requirements
10 The terms and conditions of this Agreement, and the services to be provided
11 hereunder, are contingent on the approval of funds by the appropriating government
12 agency. Should sufficient funds not be allocated, the services provided may be modified, or
13 this Agreement terminated, at any time by giving the Contractor thirty (30) days advance
14 written notice. This Agreement may be terminated without cause at any time by the County
15 upon thirty (30) calendar days' written notice. If the County terminates this Agreement, the
16 Consultant shall be compensated for services satisfactorily completed to the date of
17 termination based upon the compensation rates and subject to the maximum amounts
18 payable agreed to in Article 5, together with such additional services satisfactorily
19 performed after termination which are expressly authorized by the County to conclude the
20 work performed to date of termination.
21 B. Breach of Contract
22 The County may immediately suspend or terminate this Agreement in whole or in
23 part, following notice of any alleged breach and a reasonable opportunity for Consultant to
24 cure breach, where in the determination of the County there is:
25 1. An illegal or improper use of funds;
26 2. A material failure to comply with any term of this Agreement;
27 3. A substantially incorrect or incomplete report submitted to the County;
28 4. An improperly performed service.
9
1 In no event shall any payment by the County constitute a waiver by the County of
2 any breach of this Agreement or any default which may then exist on the part of the
3 Consultant, nor shall any such payment impair or prejudice any remedy available to the
4 County with respect to the breach or default. The Director shall have the right to seek of the
5 Consultant the repayment to the County of any funds disbursed to the Consultant under
6 this Agreement, which were not expended in accordance with the terms of this Agreement.
7 The Consultant shall promptly refund any such funds upon demand. This Section survives
8 the termination of this Agreement.
9 C. Without Cause
10 Under circumstances other than those set forth above, this Agreement may be
11 terminated by either party upon the giving of thirty (30) days advance written notice of an
12 intention to terminate to the other party.
13 5. Compensation, Allowable Costs and Payments
14 A. Maximum Cumulative Amount Available
15 The County has or will enter into up to 21 separate agreements, including this
16 Agreement, for performance of the Scope of Services identified hereinabove in Article 1,
17 Section A and more thoroughly in Appendix B attached hereto. The other Agreements are
18 to be entered into by the County with the other consultant firms listed, together with the
19 Consultant, on the list of consultant firms attached hereto as Appendix A. The total amount
20 payable by the County for all the Agreements combined shall not exceed a cumulative
21 maximum total value of Six Million Five Hundred Thousand Dollars ($6,500,000), which
22 "Not to Exceed Sum" hereinafter shall be referenced as the "NTE Sum".
23 It is understood and agreed that there is no guarantee, either expressed or implied,
24 that all or any specific portion of this maximum NTE Sum will be authorized under the On-
25 Call Engineering Consultant Agreements through Task Orders. It is further understood and
26 agreed that there is no guarantee, either expressed or implied, that any Task Order will be
27 assigned to the Consultant or that the Consultant will receive any payment whatsoever,
28 under the terms of this Agreement. Each time a Task Order is awarded under any of the
10
1 Agreements, the County shall send written notification to the Consultant and each of the
2 other consultants that entered into the Agreements. Each such notice shall identify the
3 cumulative total of funds allocated under all Task Orders issued hereunder as of that date,
4 and the remaining unencumbered amount of the NTE Sum. The Consultant acknowledges
5 and agrees that the Count shall not pay any amount under this Agreement that would
6 cause the NTE Sum to be exceeded, and the Consultant shall not enter into a Task Order
7 that exceeds the remaining unencumbered amount of the NTE Sum.
8 B. Consultant Fee
9 1. The approved Consultant's Cost Proposal is attached hereto as
10 Appendix E and incorporated by this reference as though fully set forth herein. If there is
11 any conflict between the provisions set forth in the text of this Agreement and the approved
12 Cost Proposal (Appendix E), this Agreement shall take precedence.
13 2. The hourly and cost rates listed in Appendix E for services
14 rendered by the Consultant and subconsultants shall remain in effect for the entire duration
15 of this Agreement unless adjusted in accordance with the provisions of Paragraphs 3, 5, or
16 6 of this Article 5, Section B.
17 3. The hourly rates paid for services performed by the Consultant and
18 by subconsultants of the Consultant and the rates for expenses incidental to the
19 Consultant's and its subconsultants' performance of services may be adjusted no more
20 than once annually for inflation, in accordance with the following provisions: the Consultant
21 may request new labor rates and new rates for expenses incidental to the Consultant's and
22 subconsultant's performance of services subject to written approval of the Contract
23 Administrator in accordance with the provisions of this Article 5, Section B. The Consultant
24 shall initiate the rate adjustment process by submitting to the Contract Administrator a
25 proposed adjusted fee schedule. The proposed adjusted fee schedule shall include
26 proposed hourly rates for all categories of the Consultant's and any subconsultants' wage
27 classifications and proposed rates for incidental expenses listed in Appendix E. The
28 proposed adjusted fee schedule shall not take effect unless approved in writing by the
11
1 Contract Administrator. The Consultant hereby acknowledges its understanding that
2 approval by the Contract Administrator of any upward adjustment in the hourly and cost
3 rates shall not provide a basis for any increase in the NTE Sum as set forth in Article 5,
4 Section A.
5 4. Expenses incidental to the Consultant's and any subconsultant's
6 performance of services under Article 5 of this Agreement shall be charged at the rates
7 listed in Appendix E, subject to any adjustments that may be approved in accordance with
8 Paragraphs 3, 5, or 6 of this Article 5, Section B. Unless incorporated in an adjusted fee
9 schedule approved by the Contract Administrator in accordance with Paragraphs 3, 5, or 6
10 of this Article 5, Section B, all other expenses incidental to the Consultant's and any
11 subconsultant's performance of the services under Article 1 of this Agreement that are not
12 specifically listed in Appendix E shall be borne by the Consultant.
13 5. In the event that, in accordance with Article 1, Section D, the
14 Contract Administrator approves the Consultant to retain additional subconsultants not
15 listed in Appendix H, hourly rates paid for services performed by such additional
16 subconsultants of the Consultant and the rates for expenses incidental to those additional
17 subconsultants' performance of services may be adjusted no more than once annually for
18 inflation, in accordance with Article 5, Section B, Paragraph 3. The first annual adjustment
19 of hourly and incidental expense rates for such additional subconsultants shall not be
20 submitted for approval prior to one year after the Contract Administrator's approval of the
21 retention of such additional subconsultant(s) by the Consultant.
22 6. Notwithstanding any other provisions in this Agreement, the
23 Contract Administrator may, at any time, authorize in writing the revision of the Consultant's
24 or subconsultant's list of rates for incidental expenses to include additional categories of
25 such expenses if, in the opinion of the Contract Administrator, such revision is necessary to
26 facilitate the Consultant's performance of the Project(s).
27 7. Reimbursement for transportation and subsistence costs shall not
28 exceed the rates as specified in the approved Cost Proposal (Appendix E). The Consultant
12
1 will be responsible for transportation and subsistence costs in excess of State rates.
2 8. The consideration to be paid to Consultant as provided herein, shall
3 be in compensation for all of Consultant's expenses incurred in the performance hereof,
4 including travel and per diem, unless otherwise expressly so provided.
5 C. Not used
6 D. Retention
7 In addition to any amounts withheld under Article 1, the Consultant agrees that the
8 County, at the discretion of the Contract Administrator, may withhold a five percent (5%)
9 retention from the earned compensation of the Consultant. If the Contract Administrator
10 determines that retention will not be withheld for a Project, the Contract Administrator will
11 so state in writing prior to commencement of the Project by the Consultant. The Contract
12 Administrator will identify in writing prior to commencement of the Project the Project-
13 specific prerequisites (such as successful completion of a Project phase, as an example)
14
for the release of retentions.
15
E. Payments
16
1. Progress payments will be made by the County upon receipt of the
17
Consultant's monthly invoices and approval by the Contract Administrator thereof based on
18
the Contract Administrator's evaluation of the completion of the respective components of
19
the assigned Project. Invoices shall clearly identify the Project by Name(s), the Phase, and
20
21 Task(s), comprising the work that is the subject of the invoice, the Notice to Proceed or
22 Task Order number, and the date(s) on which the work was performed. Invoices shall be
23 submitted together with the documentation identified below in Paragraph 5 of this Article 5,
24 Section E. Invoices shall be forwarded electronically to:
25 PWPBusinessOffice(a),fresnocountyca.gov
26 2. Upon receipt of a proper invoice, the Contract Administrator will take
27 a maximum of ten (10) working days to review, approve, and submit it to the County
28 Auditor-Controller/Treasurer-Tax Collector. Unsatisfactory or inaccurate invoices will be
13
1 returned to the Consultant for correction and resubmittal. Payment, less retention if
2 applicable, will be issued to the Consultant within forty-five (45) calendar days of the date
3 the Auditor-Controller/Treasurer-Tax Collector receives the approved invoice.
4 3. The County is entitled to withhold a five percent (5%) retention from
5 the Consultant's earned compensation in accordance with the provisions of Article 5,
6 Section D of this Agreement.
7 4. An unresolved dispute over a possible error or omission may cause
8
payment of the Consultant fees in the disputed amount to be withheld by the County.
9
5. Concurrently with the invoices, the Consultant shall certify (through
10
copies of issued checks, receipts, or other County pre-approved documentation) that
11
complete payment, less a five percent (5%) retention if applicable, has been made to all
12
subconsultants as provided herein for all previous invoices paid by the County. However,
13
14 the parties do not intend that the foregoing creates, as to any subconsultants or
15 subcontractors, any purported third-party beneficiary status or any third-party beneficiary
16 rights whatsoever, and the parties do hereby expressly disclaim any such status or rights.
17 6. Final invoices, and separate invoices for retentions, shall be
18 submitted to Contract Administrator no later than thirty (30) days after the phase is
19 completed. Payment for retentions, if any, shall not be made until all services for the phase
20 are completed.
21 7. In the event the Director reduces the scope of the Consultant's work
22 under this Agreement for a specific Project (or discontinues a specific Project), whether due
23 to a deficiency in the appropriation of anticipated funding or otherwise, the Consultant will
24 be compensated on a pro rata basis for actual work completed and accepted by the
25 Director in accordance with the terms of this Agreement.
26
27
28
14
1 F. Notice to Proceed / Task Orders / Project Cost Proposal
2 1. Upon the acceptance of a project proposal submitted by the
3 Consultant in accordance with the provisions of Article 1, Section I, and if an agreement
4 has been reached on the negotiable items and total cost in connection therewith, then a
5 specific Project will be assigned to the Consultant through issuance by the Contract
6 Administrator of one or more Task Orders or Notices to Proceed (NTP). Task Orders may
7 be negotiated for a lump sum (Firm Fixed Price) or for specific rates of compensation, both
8 of which must be based on the labor and other rates set forth in the Consultant's approved
9
Cost Proposal (Appendix E to this Agreement).
10
2. A Project Cost Proposal is of no force or effect and no expenditures
11
are authorized on a Project and work shall not commence until a Notice to Proceed for that
12
Project has been issued by the County.
13
3. If the Consultant fails to satisfactorily complete a deliverable
14
15 according to the schedule set forth in a Task Order, no payment will be made until the
16 deliverable has been satisfactorily completed.
17 4. When milestone or phase cost estimates are included in the Project
18 Cost Proposal and/or Task Order, the Consultant shall obtain prior written approval for a
19 revised Project Cost Proposal from the Contract Administrator before exceeding such
20 estimate.
21 5. The Consultant shall not commence performance of any work or
22 services hereunder until this Agreement has been formally approved by the County and a
23 Notice to Proceed on a specific Project has been issued by the County's Contract
24 Administrator. No payment will be made prior to approval or for any work performed by the
25 Consultant prior to the County's formal approval of this Agreement.
26 6. The period of performance for each Notice to Proceed shall be in
27 accordance with dates specified in the Notice to Proceed. Consistent with the provisions of
2s
15
1 Article 3, Section B, no Notice to Proceed will be issued that would extend the Consultant's
2 period of performance beyond the expiration date of this Agreement.
3 7. Notices to Proceed may not be used to amend any provision of this
4 Agreement or to expand the scope of the Consultant's work as authorized under the
5 provisions of this Agreement.
6 6. Independent Contractor
7 A. In performance of the work, duties and obligations assumed by the Consultant
8 under this Agreement, it is mutually understood and agreed that the Consultant, including any
9 and all of the Consultant's officers, agents, and employees will at all times be acting and
10 performing as an independent contractor, and shall act in an independent capacity and not as
11 an officer, agent, servant, employee, joint venturer, partner, or associate of the County.
12 Furthermore, the County shall have no right to control or supervise or direct the manner or
13 method by which the Consultant shall perform its work and function. However, the County
14 shall retain the right to administer this Agreement so as to verify that the Consultant is
15 performing its obligations in accordance with the terms and conditions thereof.
16 B. The Consultant and the County shall comply with all applicable provisions of law
17 and the rules and regulations, if any, of governmental authorities having jurisdiction over
18 matters the subject thereof.
19 C. Because of its status as an independent contractor, the Consultant shall have
20 absolutely no right to employment rights and benefits available to County employees. The
21 Consultant shall be solely liable and responsible for providing to, or on behalf of, its
22 employees all legally-required employee benefits. In addition, the Consultant shall be solely
23 responsible and save the County harmless from all matters relating to payment of the
24 Consultant's employees, including compliance with Social Security withholding and all other
25 regulations governing such matters. It is acknowledged that during the term of this
26 Agreement, the Consultant may be providing services to others unrelated to the County or to
27 this Agreement.
28
16
1 7. Modification / Change in Terms
2 A. This Agreement may be amended or modified only by mutual written agreement
3 of both parties. Except to the limited extent allowed under Article 5, Section B, and Article
4 7, Section C, and Article 16, Section A, any such written amendment to this Agreement
5 may be approved on the County's behalf only by its Board of Supervisors.
6 B. The Consultant shall only commence work covered by an amendment after the
7 amendment has been fully executed and written notification to proceed has been issued by
8 the Contract Administrator.
9 C. There shall be no change in Consultant's Project Manager or members of the
10 project team, as listed in Appendix A and the approved Cost Proposal (Appendix E, which
11 is incorporated as a part of this Agreement as provided in Article 5, Section 1), without prior
12 written approval by the County's Contract Administrator. Any substitutions of personnel
13 must be approved in advance by the Contract Administrator, which approval shall not be
14 unreasonably withheld. The Consultant shall notify the Contract Administrator of the names
15 and classifications of employees assigned to each specific Project and shall not reassign
16 such employees to other projects of the Consultant without notification to and prior approval
17 by the Contract Administrator.
18 8. Non-Assignment
19 Neither party shall assign, transfer or sub-contract this Agreement or any of its
20 respective rights or duties under this Agreement hereunder, without the prior written
21 consent of the other party.
22 9. Hold Harmless
23 A. The Consultant shall defend, hold harmless and indemnify the County, its
24 officers, agents, and employees, against the payment of any and all costs and expenses
25 (including reasonable attorney fees and court costs), damages, claims, suits, losses, and
26 liability for bodily and personal injury to or death of any person or for loss of any property,
27 economic loss or otherwise resulting from or arising out of any negligent or wrongful acts,
28 errors or omissions of the Consultant, its officers, agents, and employees, in performing or
17
1 failing to perform any work, services, or functions under this Agreement. Provided,
2 however, and notwithstanding the immediately preceding sentence, with respect to any
3 Project on which the Consultant has provided design professional services as defined by
4 Civil Code Section 2782.8(c), the Consultant has no obligation to pay for any defense
5 related cost prior to a final determination of its liability, based upon the percentage of
6 comparative fault (if any) finally determined to be attributable to the Consultant's
7 negligence, recklessness or willful misconduct. Following any such determination, the
8 Consultant shall be responsible to pay to the County the dollar amount of all such defense
9 costs incurred by the County that is commensurate with the finally determined percentage
10 of the Consultant's liability, based upon the final determination of the Consultant's
11 comparative fault. The provisions of this Article 9, Section A shall survive termination of this
12 Agreement.
13 B. The County and the Consultant hereby declare their mutual intent to
14 cooperate in the defense of any claim, suit, or other action alleging liability, arising from the
15 negligent performance or failure to perform of any County construction contractor (or its
16 subcontractor(s)) involved in the construction of any Project(s). Such cooperation may
17 include an agreement to prepare and present a cooperative defense after consultation with
18 the Consultant's professional liability insurance carrier.
19 10. Liability Insurance
20 Without limiting the County's right to obtain indemnification from the Consultant or
21 any third parties, the Consultant, at its sole expense, shall maintain in full force and effect,
22 the following insurance policies prior to commencement of any work for the County and,
23 thereafter, throughout the entire term of this Agreement.
24 A. Commercial General Liability
25 Commercial General Liability Insurance with limits of not less than Two Million
26 Dollars ($2,000,000.00) per occurrence and an annual aggregate of not less than Four
27 Million Dollars ($4,000,000.00). This policy shall be issued on a per occurrence basis. The
28 County may require specific coverages including completed operations, products liability,
18
1 contractual liability, Explosion-Collapse-Underground, fire legal liability or any other liability
2 insurance deemed necessary because of the nature of this Agreement.
3 B. Automobile Liability
4 Comprehensive Automobile Liability Insurance with limits of not less than One
5 Million Dollars ($1,000,000.00) per accident for bodily injury and for property damages.
6 Coverage should include any automobile's used in connection with this Agreement.
7 C. Professional Liability Insurance:
8 1. If the Consultant employs licensed professional staff in providing
9 services, Professional Liability Insurance with limits of One Million Dollars ($1,000,000.00)
10 per claim, Three Million Dollars ($3,000,000.00) annual aggregate.
11 2. The Professional Liability Insurance shall be kept in full force and
12 effect for a period of five (5) years from the date of substantial completion of the
13 Consultant's work as determined by the County.
14 D. Worker's Compensation
15 A policy of Worker's Compensation insurance as may be required by the California
16 Labor Code.
17 E. Additional Requirements Relating to Insurance
18 The Consultant shall obtain endorsements to the Commercial General Liability
19 insurance naming the County of Fresno, its officers, agents, and employees, individually and
20 collectively, as additional insured, but only insofar as the operations under this Agreement
21 are concerned. Such coverage for additional insured shall apply as primary insurance and
22 any other insurance, or self-insurance, maintained by the County, its officers, agents, and
23 employees shall be excess only and not contributing with insurance provided under the
24 Consultant's policies required herein. This insurance shall not be cancelled or changed
25 without a minimum of thirty (30) days advance written notice given to the County.
26 The Consultant hereby waives its right to recover from the County, its officers, agents,
27 and employees any amounts paid by the policy of worker's compensation insurance required
28
19
1 by this Agreement. The Consultant is solely responsible to obtain any endorsement to such
2 policy that may be necessary to accomplish such waiver of subrogation, but the Consultant's
3 waiver of subrogation under this paragraph is effective whether or not the Consultant obtains
4 such an endorsement.
5 Prior to commencing any such work under this Agreement, the Consultant shall
6 provide certificates of insurance and endorsements as stated above for all of the foregoing
7 policies, as required herein, to the County of Fresno, Erin Haagenson, Program Manager,
8 2220 Tulare St., Sixth Floor, Fresno, CA 93721, stating that such insurance coverages have
9 been obtained and are in full force; that the County of Fresno, its officers, agents and
10 employees will not be responsible for any premiums on the policies; that for such worker's
11 compensation insurance the Consultant has waived its right to recover from the County, it
12 officers, agents, and employees any amounts paid under the insurance policy and that waive
13 does not invalidate the insurance policy; that such Commercial General Liability insurance
14 names the County of Fresno, its officers, agents and employees, individually and collectively,
15 as additional insured, but only insofar as the operations under this Agreement are concerned;
16 that such coverage for additional insured shall apply as primary insurance and any other
17 insurance, or self-insurance, maintained by the County, its officers, agents and employees,
18 shall be excess only and not contributing with insurance provided under the Consultant's
19 policies herein; and that this insurance shall not be cancelled or changed without a minimum
20 of thirty (30) days advance, written notice given to the County.
21 All policies shall be issued by admitted insurers licensed to do business in the State
22 of California, and such insurance shall be purchased from companies possessing a current
23 A.M. Best, Inc. rating of A FSC VII or better.
24 The Consultant agrees that the bodily injury liability insurance herein provided for,
25 shall be in effect at all times during the term of this Agreement. In the event said insurance
26 coverage expires at any time or times during the term of this Agreement, Consultant agrees
27 to provide at least thirty (30) calendar days prior notice to said expiration date; and a new
28 Certificate of Insurance evidencing insurance coverage as provided for herein, for not less
20
1 than either the remainder of the term of the Agreement, or for a period of not less than one
2 (1) year. New Certificates of Insurance are subject to the approval of County.
3 In the event the Consultant fails to keep in effect at all times the insurance
4 coverages as required by this Article 10, the County may, in addition to any other remedies
5 it may have, suspend or terminate this Agreement upon occurrence of such failure, or may
6 purchase such insurance coverage and charge the cost of the coverage to the Consultant.
7 The County may offset such charges against any amounts owed by the County to the
8 Consultant under this Agreement.
g 11. Audits / Retention of Records
10 A. The Consultant, for the life of this Agreement and five (5) years following its
11 termination or expiration, shall at any time during business hours, and as often as the
12 County may deem necessary, make available to the County for examination all of its
13 records and data with respect to the matters covered by this Agreement. The Consultant
14 shall, upon request by the County, permit the County to audit and inspect all of such
15 records and data, including but not limited to, the costs of administering this Agreement,
16 necessary to ensure the Consultant's compliance with the terms of this Agreement (and
17 compliance with Public Contract Code 10115, et seq. and Title 21, California Code of
18 Regulations, Chapter 21, Section 2500 et seq., when applicable).
19 B. For the purpose of determining compliance with Gov. Code § 8546.7, the
20 Consultant, its subconsultants, and County, for the life of this Agreement and five (5) years
21 following its termination or expiration, shall maintain all books, documents, papers,
22 accounting records, Independent CPA Audited Indirect Cost Rate workpapers, and other
23 evidence pertaining to the performance of the Agreement including, but not limited to, the
24 costs of administering the Agreement. All parties, including the Consultant's Independent
25 CPA, shall make such workpapers and materials available at their respective offices at all
26 reasonable times during the Agreement period and for three (3) years from the date of final
27 payment under the Agreement. The County, Caltrans Auditor, FHWA, or any duly
28 authorized representative of the Federal government having jurisdiction under applicable
21
1 Federal laws or regulations (including without limitation when such jurisdiction is based
2 upon Federal funding of the Project in whole or in part) shall have access to any books,
3 records, and documents of the Consultant, its subconsultants, and the Consultant's
4 Independent CPA, that are pertinent to the Agreement for audits, examinations, workpaper
5 review, excerpts, and transactions, and copies thereof shall be furnished if requested
6 without limitation. It shall be the responsibility of the Consultant to ensure that all
7 subcontracts in excess of $25,000 shall contain this provision.
8 C. This Article 11 survives the termination of this Agreement.
g 12. Notices
10 The delivery of all notices hereunder and communications regarding interpretation of
11 the terms of this Agreement and any proposed changes thereto, shall be accomplished by
12 sending an e-mail, addressed to the Contract Administrator and the Consultant's Project
13 Manager as identified on Pages 3 and 4 of this Agreement. For all claims arising out of or
14 related to this Agreement, nothing in this section establishes, waives, or modifies any
15 claims presentation requirements or procedures provided by law, including but not limited
16 to the Government Claims Act (Division 3.6 of Title 1 of the Government Code, beginning
17 with section 810).
18 13. Governing Law
19 Venue for any action arising out of or related to this Agreement shall only be in
20 Fresno County, California.
21 The rights and obligations of the parties and all interpretation and performance of
22 this Agreement shall be governed in all respects by the laws of the State of California.
23 14. Disclosure of Self-Dealing Transactions
24 This provision is only applicable if the Consultant is operating as a corporation (a for-
25 profit or non-profit corporation) or if during the term of this Agreement, the Consultant
26 changes its status to operate as a corporation. Members of the Consultant's Board of
27 Directors shall disclose any self-dealing transactions that they are a party to while the
28 Consultant is providing goods or performing services under this Agreement. A self-dealing
22
1 transaction shall mean a transaction to which the Consultant is a party and in which one or
2 more of its directors has a material financial interest. Members of the Board of Directors
3 shall disclose any self-dealing transactions that they are a party to by completing and
4 signing a Self-Dealing Transaction Disclosure Form, attached hereto as Appendix G and
5 incorporated herein by reference, and submitting it to the County prior to commencing with
6 the self-dealing transaction or immediately thereafter.
7 15. Electronic Signature
8 The parties agree that this Agreement may be executed by electronic signature as
9 provided in this section.
10 A. An "electronic signature" means any symbol or process intended by an
11 individual signing this Agreement to represent their signature, including but not limited to:
12 (1) a digital signature; (2) a faxed version of an original handwritten signature; or (3) an
13 electronically scanned and transmitted (for example by PDF document) version of an
14 original handwritten signature.
15 B. Each electronic signature affixed or attached to this Agreement: (1) is
16 deemed equivalent to a valid original handwritten signature of the person signing this
17 Agreement for all purposes, including but not limited to evidentiary proof in any
18 administrative or judicial proceeding; and (2) has the same force and effect as the valid
19 original handwritten signature of that person.
20 C. The provisions of this section satisfy the requirements of Civil Code section
21 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3,
22 Part 2, Title 2.5, beginning with section 1633.1).
23 D. Each party using a digital signature represents that it has undertaken and
24 satisfied the requirements of Government Code section 16.5, subdivision (a), paragraphs
25 (1) through (5), and agrees that each other party may rely upon that representation.
26 E. This Agreement is not conditioned upon the parties conducting the
27 transactions under it by electronic means and either party may sign this Agreement with an
28 original handwritten signature.
23
1 16. Subconsultants
2 A. The Consultant may retain, as subconsultants, specialists in such engineering
3 disciplines (including, but not limited to, structural, mechanical, transportation,
4 environmental, water resources, electrical, surveying and geotechnical) as the Consultant
5 requires to assist in completing the work. The subconsultants listed in Appendix H,
6 attached hereto and incorporated herein, shall be considered as approved by the Contract
7 Administrator. Any other subconsultants proposed for use by the Consultant shall be
8 approved in writing by the Contract Administrator before they are retained by the
9 Consultant, which approval shall not be unreasonably withheld.
10 B. Should the Consultant retain any subconsultants, the maximum amount of
11 compensation to be paid to the Consultant under Article 5 shall not be increased. Any
12 additional compensation to be paid to the Consultant for such subconsultants' work shall be
13 limited to administrative time as defined in the fee proposal. Additional fees other than
14 those defined in the fee proposal shall not be reimbursed.
15 C. Consultant shall be as fully responsible to the County for the negligent acts
16 and omissions of its contractors and subcontractors or subconsultants, and of persons
17 either directly or indirectly employed by them, in the same manner as persons directly
18 employed by Consultant.
19 D. Nothing contained in this Agreement shall create any contractual relationship
20 between the County and any of the Consultant's subconsultants, and no subconsultant
21 agreement shall relieve the Consultant of any of its responsibilities and obligations
22 hereunder. The Consultant agrees to be as fully responsible to the County for the acts and
23 omissions of its subconsultants and of persons either directly or indirectly employed by any
24 of them as it is for the acts and omissions of persons directly employed by the Consultant.
25 The Consultant's obligation to pay its subconsultants is a separate and independent
26 obligation that is entirely unrelated to the County's obligation to make payments to the
27 Consultant.
28 E. The C shall perform the work contemplated with resources available within its
24
1 own organization; and no portion of the work pertinent to this contract shall be
2 subcontracted without prior written authorization by the Contract Administrator, excepting
3 only those portions of the work and the responsible subconsultants that are expressly
4 identified in Appendix H.
5 F. Any subcontract in excess of $25,000 entered into as a result of this
6 Agreement, shall contain all the provisions stipulated in this Agreement to be applicable to
7 subcontractors.
8 G. The Consultant shall pay its subconsultants within fifteen (15) calendar days
9 from receipt of each progress payment made to the Consultant by the County.
10 H. Any substitution of subconsultant(s) must be approved in writing by the
11 Contract Administrator in advance of assigning work to a substitute subconsultant.
12 I. Prompt Progress Payment
13 The Consultant or subconsultant shall pay to any subconsultant, not later than fifteen
14 (15) days after receipt of each progress payment, unless otherwise agreed to in writing, the
15 respective amounts allowed Consultant on account of the work performed by the
16 subconsultants, to the extent of each subconsultant's interest therein. In the event that
17 there is a good faith dispute over all or any portion of the amount due on a progress
18 payment from the Consultant or subconsultant to a subconsultant, the Consultant or
19 subconsultant may withhold no more than 150 percent (150%) of the disputed amount. Any
20 violation of this requirement shall constitute a cause for disciplinary action and shall subject
21 the violator to a penalty, payable to the subconsultant, of two percent (2%) of the amount
22 due per month for every month that payment is not made.
23 In any action for the collection of funds wrongfully withheld, the prevailing party shall
24 be entitled to his or her attorney's fees and costs. The sanctions authorized under this
25 requirement shall be separate from, and in addition to, all other remedies, either civil,
26 administrative, or criminal. This clause applies to both DBE and non-DBE subconsultants.
27 J. Prompt Payment of Withheld Funds to Subconsultants
28 The County may hold retainage from the Consultant as provided in Article 5, Section
25
1 D.
2 1. If the County has elected to hold retainage for a Project under Article 5,
3 Section D, the County shall hold retainage from the Consultant and shall make prompt and
4 regular incremental acceptances of portions, as determined by the County of the contract
5 work and pay retainage to the Consultant based on these acceptances. The Consultant or
6 subconsultant shall return all monies withheld in retention from all subconsultants within
7 fifteen (15) days after receiving payment for work satisfactorily completed and accepted
g including incremental acceptances of portions of the contract work by the County. Any
9 delay or postponement of payment may take place only for good cause and with the
10 County's prior written approval, in order to ensure prompt and full payment of any retainage
11 kept by the Consultant or subconsultant to a subconsultant.
12 Any violation of these provisions shall subject the violating Consultant or
13 subconsultant to the penalties, sanctions, and other remedies specified in Section 3321 of
14 the California Civil Code. This requirement shall not be construed to limit or impair any
15 contractual, administrative or judicial remedies otherwise available to the Consultant or
16 subconsultant in the event of a dispute involving late payment or nonpayment by the
17 Consultant or deficient subconsultant performance and/or noncompliance by a
18 subconsultant. This clause applies to both DBE and non-DBE subconsultants.
19 2. If the County has elected not to hold retainage for a Project under Article 5,
20 Section D, no retainage will be held by the County from progress payments due to the
21 Consultant; and in such case, the Consultant and its subconsultants are prohibited from
22 holding retainage from their subconsultants. Any delay or postponement of payment may
23 take place only for good cause and with the County's prior written approval.
24 Any violation of these provisions shall subject the violating Consultant or
25 subconsultant to the penalties, sanctions, and other remedies specified in Section 3321 of
26 the California Civil Code. This requirement shall not be construed to limit or impair any
27 contractual, administrative or judicial remedies otherwise available to the Consultant or
28 subconsultant in the event of a dispute involving late payment or nonpayment by the
26
1 Consultant, or deficient subconsultant performance and/or noncompliance by a
2 subconsultant. This clause applies to both DBE and non-DBE subconsultants.
3 17. Conflict of Interest
4 A. The Consultant shall comply with the provisions of the Fresno County
5 Department of Public Works and Planning Conflict of Interest Code, attached hereto as
6 Appendix I and incorporated herein by this reference. Such compliance shall include the
7 filing of annual statements pursuant to the regulations of the State Fair Political Practices
8 Commission including, but not limited to, portions of Form 700.
9 B. During the term of this Agreement, the Consultant shall disclose any financial,
10 business, or other relationship with the County that may have an impact upon the outcome
11 of this contract, or any ensuing County construction project. The Consultant shall also list
12 current clients who may have a financial interest in the outcome of this contract, or any
13 ensuing County construction project, which will follow.
14 C. The Consultant certifies that it has disclosed to the County any actual, apparent,
15 or potential conflicts of interest that may exist relative to the services to be provided
16 pursuant to this Agreement. The Consultant agrees to advise the County of any actual,
17 apparent or potential conflicts of interest that may develop subsequent to the date of
18 execution of this Agreement. The Consultant further agrees to complete any statements of
19 economic interest if required by either County ordinance or State law.
20 D. The Consultant hereby certifies that it does not now have nor shall it acquire any
21 financial or business interest that would conflict with the performance of services under this
22 Agreement.
23 E. The Consultant hereby certifies that the Consultant or subconsultant and any firm
24 affiliated with the Consultant or subconsultant that bids on any construction contract or on
25 any Agreement to provide construction inspection for any construction project resulting
26 from this Agreement, has established necessary controls to ensure a conflict of interest
27 does not exist. An affiliated firm is one which is subject to the control of the same persons,
28 through joint ownership or otherwise.
27
1 F. The Consultant and affiliated subconsultants shall not submit bids, or sub-bids,
2 for the contract construction phase of the Project(s) assigned to the Consultant. The
3 Consultant and its subconsultants, and all other service providers, shall not provide any
4 Project-related services for, or receive any Project-related compensation from any
5 construction contractor, subcontractor or service provider awarded a construction contract
6 (hereinafter referred to as "contractor") for all or any portion of the Project(s) for which the
7 Consultant provides services hereunder. The Consultant and its subconsultants, and all
8 other service providers, may provide services for, and receive compensation from a
9 contractor who has been awarded a construction contract for all or any portion of the
10 Project(s), provided that any such services which are rendered, and any compensation
11 which is received therefor, relates to work outside the scope of the Agreement and does
12 not pose a conflict of interest.
13 G. Except for subconsultants or subcontractors whose services are limited to
14 providing surveying or materials testing information, no subcontractor who has provided
15 design services in connection with this contract shall be eligible to bid on any construction
16 contract, or on any contract to provide construction inspection for any construction project
17 resulting from this contract; provided, however, that this shall not be construed as
18 disallowing subcontractors who have provided design services for the Project from
19 performing, pursuant to this Agreement or other agreement with the County, construction
20 inspection services on behalf of the County for the Project.
21 18. Errors or Omissions Claims and Disputes
22 A. Definitions:
23 1. A "Consultant" is a duly licensed architect or engineer, or other provider of
24 professional services, acting as a business entity (owner, partnership, corporation, joint
25 venture or other business association) in accordance with the terms of an agreement with
26 the County.
27 2. A "Claim" is a demand or assertion by one of the parties seeking, as a
28 matter of right, adjustment or interpretation of contract terms, payment of money, extension
28
1 of time, change orders, or other relief with respect to the terms of the contract. The term
2 "Claim" also includes other disputes and matters in question between the County and the
3 Consultant arising out of or relating to the contract. Claims must be made by written notice.
4 The provisions of Government Code section 901, et seq., shall apply to every claim made
5 to the County. The responsibility to substantiate claims shall rest with the party making the
6 claim. The term "Claim" also includes any allegation of an error or omission by the
7 Consultant.
8 B. In the spirit of cooperation between the County and the Consultant, the following
9 procedures are established in the event of any claim or dispute alleging a negligent error,
10 act, or omission, of the Consultant.
11 1. Claims, disputes or other matters in question between the parties, arising
12 out of or relating to this Agreement, shall not be subject to arbitration, but shall be subject
13 to the following procedures.
14 2. The County and the Consultant shall meet and confer and attempt to
15 reach agreement on any dispute, including what damages have occurred, the measure of
16 damages and what proportion of damages, if any, shall be paid by either party. The parties
17 agree to consult and consider the use of mediation or other form of dispute resolution prior
18 to resorting to litigation.
19 3. If the County and the Consultant cannot reach agreement under Article 18,
20 Section B, Paragraph 2, the disputed issues may, upon concurrence by all parties, be
21 submitted to a panel of three (3) for a recommended resolution. The Consultant and the
22 County shall each select one (1) member of the panel, and the third member shall be
23 selected by the other two panel members. The discovery rights provided by California Code
24 of Civil Procedure for civil proceedings shall be available and enforceable to resolve the
25 disputed issues. Either party requesting this dispute resolution process shall, when invoking
26 the rights to this panel, give to the other party a notice describing the claims, disputes and
27 other matters in question. Prior to twenty (20) working days before the initial meeting of the
28 panel, both parties shall submit all documents such party intends to rely upon to resolve
29
1 such dispute. If it is determined by the panel that any party has relied on such
2 documentation but has failed to previously submit such documentation on a timely basis to
3 the other party, the other party shall be entitled to a twenty (20) working day continuance of
4 such initial meeting of the panel. The decision by the panel is not a condition precedent to
5 arbitration, mediation or litigation.
6 4. Upon receipt of the panel's recommended resolution of the disputed
7 issue(s), the County and the Consultant shall again meet and confer and attempt to reach
8 agreement. If the parties still are unable to reach agreement, each party shall have
9 recourse to all appropriate legal and equitable remedies.
10 C. The procedures to be followed in the resolution of claims and disputes may be
11 modified any time by mutual agreement of the parties hereto.
12 D. The Consultant shall continue to perform its obligations under this Agreement
13 pending resolution of any dispute, and the County shall continue to make payments of all
14 undisputed amounts due under this Agreement.
15 E. When a claim by either party has been made alleging the Consultant's negligent
16 error, act, or omission, the County and the Consultant shall meet and confer within twenty-
17 one (21) working days after the written notice of the claim has been provided.
18 19. Ownership of Data
19 A. All documents, including preliminary documents, calculations, and survey data,
20 required in performing services under this Agreement shall be submitted to, and shall
21 remain at all times the property of the County regardless of whether they are in the
22 possession of the Consultant or any other person, firm, corporation or agency.
23 B. The Consultant understands and agrees the County shall retain full ownership
24 rights of the drawings and work product of the Consultant for the Project, to the fullest
25 extent permitted by law. In this regard, the Consultant acknowledges and agrees the
26 Consultant's services are on behalf of the County and are "works made for hire," as that
27 term is defined in copyright law, by the County; that the drawings and work product to be
28 prepared by the Consultant are for the sole and exclusive use of the County, and that the
30
1 County shall be the sole owner of all patents, copyrights, trademarks, trade secrets and
2 other rights and contractual interests in connection therewith which are developed and
3 compensated solely under this Agreement; that all the rights, title and interest in and to the
4 drawings and work product will be transferred to the County by the Consultant to the extent
5 the Consultant has an interest in and authority to convey such rights; and the Consultant
6 will assist the County to obtain and enforce patents, copyrights, trademarks, trade secrets,
7 and other rights and contractual interests relating to said drawings and work product, free
8 and clear of any claim by the Consultant or anyone claiming any right through the
9 Consultant. The Consultant further acknowledges and agrees the County's ownership
10 rights in such drawings or work product, shall apply regardless of whether such drawings or
11 work product, or any copies thereof, are in possession of the Consultant, or any other
12 person, firm, corporation, or entity. For purposes of this Agreement the terms "drawings"
13 and "work product" shall mean all reports and study findings commissioned to develop the
14 Project design, drawings and schematic or preliminary design documents, certified
15 reproducibles of the original final construction contract drawings, specifications, the
16 approved estimate, record drawings, as-built plans, and discoveries, developments,
17 designs, improvement, inventions, formulas, processes, techniques, or specific know-how
18 and data generated or conceived or reduced to practice or learning by the Consultant,
19 either alone or jointly with others, that result from the tasks assigned to the Consultant by
20 the County under this Agreement.
21 C. If this Agreement is terminated during or at the completion of any phase under
22 Article 3, electronic and reproducible copies of report(s) or preliminary documents shall be
23 submitted by the Consultant to the County, which may use them to complete the Project(s)
24 at a future time.
25 D. If the Project is terminated at the completion of a construction document phase o
26 the Project, electronic and certified reproducibles on 4 mil thick double matte film of the
27 original final construction contract drawings, specifications, and approved engineer's
28 estimate shall be submitted by the Consultant to the County.
31
1 E. Documents, including drawings and specifications, prepared by the Consultant
2 pursuant to this Agreement are intended to be suitable for reuse by the County or others on
3 extensions of the services provided for Project. Any use of completed documents for
4 projects other than Project(s) and/or any use of uncompleted documents will be at the
5 County's sole risk and without liability or legal exposure to the Consultant.
6 The electronic files provided by the Consultant to the County are submitted for an
7 acceptance period lasting until the expiration of this Agreement (i.e., throughout the
8 duration of the contract term, including any extensions). Any defects the County discovers
9 during such acceptance period will be reported to the Consultant and will be corrected as
10 part of the Consultant's "Basic Scope of Work."
11 F. The Consultant shall not be liable for claims, liabilities or losses arising out of, or
12 connected with (1) the modification or misuse by the County or anyone authorized by the
13 County, of such CAD data, or (2) decline of accuracy or readability of CAD data due to
14 inappropriate storage conditions or duration; or (3) any use by the County, or anyone
15 authorized by the County, of such CAD data or other Project documentation for additions to
16 the Project for the completion of the Project by others, or for other projects; except to the
17 extent that said use may be expressly authorized, in writing, by the Consultant.
18 G. The County, on the discretion of its Board of Supervisors, may permit the
19 copyrighting of reports or other products. If copyrights are permitted, the Consultant hereby
20 agrees, and this Agreement shall be deemed to provide that the Federal Highway
21 Administration shall have the royalty-free nonexclusive and irrevocable right to reproduce,
22 publish, or otherwise use, and to authorize others to use, the work for government
23 purposes.
24 20. Consultant's Legal Authority
25 The Contractor represents and warrants to the County that:
26 A. The Contractor is duly authorized and empowered to sign and perform its
27 obligations under this Agreement; and
2s
32
1 B. The individual signing this Agreement on behalf of the Contractor is duly
2 authorized to do so and his or her signature on this Agreement legally binds the Contractor
3 to the terms of this Agreement.
4 21. Binding Upon Successors
5 This Agreement shall be binding upon and inure to the benefit of the parties and
6 their respective successors in interest, assigns, legal representatives, and heirs.
7 22. Severability
8 If any part of this Agreement is determined by a court of competent jurisdiction to be
9 unlawful or otherwise unenforceable, then this Agreement shall be construed as not
10 containing such provision, and all other provisions which are otherwise lawful shall remain
11 in full force and effect, and to this end the provisions of this Agreement are hereby declared
12 to be severable.
13 23. State Prevailing Wage Rates
14 A. No Consultant or subconsultant may be awarded an Agreement containing public
15 work elements unless registered with the Department of Industrial Relations (DIR) pursuant
16 to Labor Code section 1725.5. Registration with DIR must be maintained throughout the
17 entire term of this Agreement, including any subsequent amendments.
18 B. The Consultant shall comply with all of the applicable provisions of the California
19 Labor Code requiring the payment of prevailing wages. The General Prevailing Wage Rate
20 Determinations applicable to work under this Agreement are available from the Department
21 of Industrial Relations website http://www.dir.ca.gov. These wage rates are made a specific
22 part of this Agreement by reference pursuant to Labor Code section 1773.2 and will be
23 applicable to work performed at a construction project site. Prevailing wages will be
24 applicable to all inspection work performed at County construction sites, at County facilities
25 and at off-site locations that are set up by the construction contractor or one of its
26 subcontractors solely and specifically to serve County projects. Prevailing wage
27 requirements do not apply to inspection work performed at the facilities of vendors and
2s
33
1 commercial materials suppliers that provide goods and services to the general public.
2 C. Payroll Records
3 1. Each Consultant and subconsultant shall keep accurate certified
4 payroll records and supporting documents as mandated by Labor Code section 1776 and
5 as defined in 8 CCR § 16000 showing the name, address, social security number, work
6 classification, straight time and overtime hours worked each day and week, and the actual
7 per diem wages paid to each journeyman, apprentice, worker, or other employee employed
8 by the Consultant or subconsultant in connection with the public work. Each payroll record
9 shall contain or be verified by a written declaration that it is made under penalty of perjury,
10 stating both of the following:
11 a. The information contained in the payroll record is true and correct.
12 b. The employer has complied with the requirements of Labor Code sections
13 1771 , 1811, and 1815 for any work performed by his or her employees on the public works
14 project.
15 2. The payroll records enumerated under paragraph (1) above shall be
16 certified as correct by the Consultant under penalty of perjury. The payroll records and all
17 supporting documents shall be made available for inspection and copying by County
18 representatives at all reasonable hours at the principal office of the Consultant. The
19 Consultant shall provide copies of certified payrolls or permit inspection of its records as
20 follows:
21 a. A certified copy of an employee's payroll record shall be made
22 available for inspection or furnished to the employee or the employee's authorized
23 representative on request.
24 b. A certified copy of all payroll records enumerated in paragraph (1)
25 above, shall be made available for inspection or furnished upon request to a representative
26 of the County, the Division of Labor Standards Enforcement and the Division of
27 Apprenticeship Standards of the Department of Industrial Relations. Certified payrolls
28 submitted to the County, the Division of Labor Standards Enforcement and the Division of
34
1 Apprenticeship Standards shall not be altered or obliterated by the Consultant.
2 C. The public shall not be given access to certified payroll records by the
3 Consultant. The Consultant is required to forward any requests for certified payrolls to the
4 County Contract Administrator by both email and regular mail on the business day following
5 receipt of the request.
6 3. Each Consultant shall submit a certified copy of the records
7 enumerated in paragraph (1) above, to the entity that requested the records within ten (10)
8 calendar days after receipt of a written request.
9 4. Any copy of records made available for inspection as copies and
10 furnished upon request to the public or any public agency by the COUNTY shall be marked
11 or obliterated in such a manner as to prevent disclosure of each individual's name, address,
12 and social security number. The name and address of the Consultant or subconsultant
13 performing the work shall not be marked or obliterated.
14 5. The Consultant shall inform the County of the location of the records
15 enumerated under paragraph (1) above, including the street address, city and county, and
16 shall, within five (5) working days, provide a notice of a change of location and address.
17 6. The Consultant or subconsultant shall have ten (10) calendar days in
18 which to comply subsequent to receipt of written notice requesting the records enumerated
19 in paragraph (1) above. In the event the Consultant or subconsultant fails to comply within
20 the ten (10) day period, he or she shall, as a penalty to the County, forfeit one hundred
21 dollars ($100) for each calendar day, or portion thereof, for each worker, until strict
22 compliance is effectuated. Such penalties shall be withheld by the County from payments
23 then due. The Consultant is not subject to a penalty assessment pursuant to this section
24 due to the failure of a subconsultant to comply with this section.
25 D. When prevailing wage rates apply, the Consultant is responsible for verifying
26 compliance with certified payroll requirements. Invoice payment will not be made until the
27 invoice is approved by the County Contract Administrator.
28
35
1 E. Penalty
2 1. The Consultant and any of its subconsultants shall comply with Labor
3 Code section 1774 and 1775. Pursuant to Labor Code section 1775, the Consultant and
4 any subconsultant shall forfeit to the County a penalty of not more than two hundred dollars
5 ($200) for each calendar day, or portion thereof, for each worker paid less than the
6 prevailing rates as determined by the Director of DIR for the work or craft in which the
7 worker is employed for any public work done under the Agreement by the Consultant or by
8 its subconsultant in violation of the requirements of the Labor Code and in particular, Labor
9 Code section 1770 to 1780, inclusive.
10 2. The amount of this forfeiture shall be determined by the Labor
11 Commissioner and shall be based on consideration of mistake, inadvertence, or neglect of
12 the Consultant or subconsultant in failing to pay the correct rate of prevailing wages, or the
13 previous record of the Consultant or subconsultant in meeting their respective prevailing
14 wage obligations, or the willful failure by the Consultant or subconsultant to pay the correct
15 rates of prevailing wages. A mistake, inadvertence, or neglect in failing to pay the correct
16 rates of prevailing wages is not excusable if the Consultant or subconsultant had
17 knowledge of the obligations under the Labor Code. The Consultant is responsible for
18 paying the appropriate rate, including any escalations that take place during the term of the
19 Agreement.
20 3. In addition to the penalty and pursuant to Labor Code section 1775, the
21 difference between the prevailing wage rates and the amount paid to each worker for each
22 calendar day or portion thereof for which each worker was paid less than the prevailing
23 wage rate shall be paid to each worker by the Consultant or subconsultant.
24 4. If a worker employed by a subconsultant on a public works project is
25 not paid the general prevailing per diem wages by the subconsultant, the prime Consultant
26 of the project is not liable for the penalties described above unless the prime Consultant
27 had knowledge of that failure of the subconsultant to pay the specified prevailing rate of
28 wages to those workers or unless the prime Consultant fails to comply with all of the
36
1 following requirements:
2 a. The Agreement executed between the Consultant and the
3 subconsultant for the performance of work on public works projects shall include a copy of
4 the requirements in Labor Code sections 1771, 1775, 1776, 1777.5, 1813, and 1815.
5 b. The Consultant shall monitor the payment of the specified general
6 prevailing rate of per diem wages by the Subconsultant to the employees by periodic
7 review of the certified payroll records of the subconsultant.
8 C. Upon becoming aware of the subconsultant's failure to pay the
9 specified prevailing rate of wages to the subconsultant's workers, the Consultant shall
10 diligently take corrective action to halt or rectify the failure, including but not limited to,
11 retaining sufficient funds due the subconsultant for work performed on the public works
12 project.
13 d. Prior to making final payment to the subconsultant for work performed
14 on the public works project, the Consultant shall obtain an affidavit signed under penalty of
15 perjury from the subconsultant that the subconsultant had paid the specified general
16 prevailing rate of per diem wages to the subconsultant's employees on the public works
17 project and any amounts due pursuant to Labor Code section 1813.
18 5. Pursuant to Labor Code section 1775, the County shall notify the
19 Consultant on a public works project within fifteen (15) calendar days of receipt of a
20 complaint that a subconsultant has failed to pay workers the general prevailing rate of per
21 diem wages.
22 6. If the County determines that employees of a subconsultant were not
23 paid the general prevailing rate of per diem wages and if the County did not retain sufficient
24 money under the Agreement to pay those employees the balance of wages owed under the
25 general prevailing rate of per diem wages, the Consultant shall withhold an amount of
26 moneys due the subconsultant sufficient to pay those employees the general prevailing rate
27 of per diem wages if requested by the County.
28
37
1 F. Hours of Labor
2 Eight (8) hours labor constitutes a legal day's work. The Consultant shall forfeit, as a
3 penalty to the County, twenty-five dollars ($25) for each worker employed in the execution
4 of the Agreement by the Consultant or any of its subconsultants for each calendar day
5 during which such worker is required or permitted to work more than eight (8) hours in any
6 one calendar day and forty (40) hours in any one calendar week in violation of the
7 provisions of the Labor Code, and in particular sections 1810 to 1815 thereof, inclusive,
8 except that work performed by employees in excess of eight (8) hours per day, and forty
9 (40) hours during any one week, shall be permitted upon compensation for all hours
10 worked in excess of eight (8) hours per day and forty (40) hours in any week, at not less
11 than one and one half (1.5) times the basic rate of pay, as provided in section 1815.
12 G. Employment of Apprentices
13 1. Where either the prime Agreement or the subconsultant agreement
14 exceeds thirty thousand dollars ($30,000), the Consultant and any subconsultants under
15 him or her shall comply with all applicable requirements of Labor Code sections 1777.5,
16 1777.6 and 1777.7 in the employment of apprentices.
17 2. Consultant and all subconsultants are required to comply with all Labor
18 Code requirements regarding the employment of apprentices, including mandatory ratios of
19 journey level to apprentice workers. Prior to commencement of work, the Consultant and
20 subconsultants are advised to contact the DIR Division of Apprenticeship Standards
21 website at https://www.dir.ca.gov/das/, for additional information regarding the employment
22 of apprentices and for the specific journey-to-apprentice ratios for the Agreement work. The
23 Consultant is responsible for all subconsultants' compliance with these requirements.
24 Penalties are specified in Labor Code section 1777.7.
25 Articles 24-39 Not used
26 40. Entire Agreement
27 This Agreement constitutes the entire agreement between the Consultant and
28 County with respect to the subject matter hereof and supersedes all previous negotiations,
38
1 proposals, commitments, writings, advertisements, publications, and understandings of any
2 nature whatsoever unless expressly included in this Agreement. In the event of any
3 inconsistency in interpreting the documents which constitute this Agreement, the
4 inconsistency shall be resolved by giving precedence in the following order of priority: (1)
5 the text of this Agreement (2) the County's Request for Qualification "On-Call A&F, and (3)
6 the Consultant's Statement of Qualification made in response to County's Request for
7 Qualification. In consideration of promises, covenants and conditions contained in this
8 Agreement, the Consultant and the County, and each of them, do hereby agree to diligently
9 perform in accordance with the terms and conditions of this Agreement, as evidenced by
10 the signatures below.
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
39
1 41. Signatures
2 IN WITNESS WHEREOF, the parties have executed this Agreement on the date
3 set forth above.
4
5 CONTRACTO COUNTY OF FRESNO
Digitally signed by Steve
6 _ __ Steve White White
Date: 025.07.
1 F a1 mro� n_ �n
(Authorized nature) Steven White, Director
7 Department of Public Works and
Planning
8 Andy Neal, Executive Vice President
Print Name & Title
9
10 Woodard & Curran, Inc.
2175 N. California Boulevard, Suite 315
11 Walnut Creek, CA 94596
12 APPROVED AS TO LEGAL FORM
13 Daniel C. Cederborg, County Counsel
Digitally signed by
14 Zachary Zachary Adams
By: Adams Date 2025.06.30
15 _ 09 05 07-0T00'
16
APPROVED AS TO ACCOUNTING
17 FORM
Oscar J. Garcia, CPA,
18 Auditor-Controller/Treasurer-
Tax Collector
19
90`c`•_
20 By.- Oscar Garcia(Jul2,202519:47EDT)
21
22 FOR ACCOUNTING USE ONLY:
23 Fund: 0001 / 0010 / 0400 / 0700 / 0701 / 0710 / 0720 / 0801
24 Subclass: 10000 / 11000 / 15000 / 15001 / 16900 / 10052 /10053 / 10061 / 10063 / 10065
10067
25
Org: 4360 /4365 /45104511 /45104512 /45104513 /45104514 / 7205 /7910 / 8852 / 885
26 / 8861 / 8863 / 8865 / 8867 / 9015 / 9020 / 9026 / 9028 / 9140
27 Account- 7295
28
40
Appendix A — List of All Consultants and Project Managers
Bedrock Engineering, Inc. Dixon &Associates, Inc
PO Box 25783 620 Dewitt Avenue, Ste 101
Fresno, CA 93729-5783 lovis, CA 93612-1860
Project Manager: Michael Hartley Project Manager: Aaron Spray
sales(a)bed rockeng.com aaron dixonsurveying.com
(559) 645-4849 (559) 297-4200
Black Water Consulting Engineers DLR Group
155 E Shaw Avenue, Suite 206 1050 20th Street, #250
Fresno, CA 93710 Sacramento, CA 95811
Project Manager: Nick Zaninovich Project Manager: Kevin Quan
nick _blackwater-eng.com kguan(a-�dlrgroup.com
(559) 375-1522 (702) 271-2983
Blair, Church & Flynn Consulting Engineers EKI Environment &Water, Inc.
451 Clovis Ave Suite 200 2001 Junipero Serra Blvd Ste 300
Clovis, CA 93612-1194 Daly City, CA 94014-3887
Project Manager: David Mowry, PE Project Manager: Susan Xie, PE
dmowry anbcf-engr.com sxie anekiconsult.com
(559) 326-1400 (650) 292-9135
Construction Scheduling Experts Luhdorff and Scalmanini Consulting Engineers
80 Powers Drive 500 1 st Street
El Dorado Hills, CA 95762-4493 Woodland, CA 95695-4026
Project Manager: Dave Somanchi Project Manager: William Halligan
dsomanchi(a)schedulingexperts.com whalligan(cDlsce.com
(916) 396-1588 (530) 661-0109
Page 1 of 3
Melton Design Group, Inc. Provost & Pritchard Consulting Group
820 Broadway St 455 W Fir Avenue
Chico, CA 95928-5529 Clovis, CA 93611-0242
Project Manager: Greg Melton Project Managers: Analisa Gonzales - Surveying,
greg(ameltondg.com Josh Bridegroom - Transportation Planning,
Gretchen Heisdorf— SWPPP
(530) 518-7593 agonzales(cDppenq.com (surveying)
0bridegroom(@ppenq.com (Transportation Planning)
Net Positive Consulting Engineers
gheisdorf(aDppeng.com (SWPPP)
5 E River Park PI E Suite 303 (559) 449-2700
Fresno, CA 93720-1560
Project Manager: Jonathan Schlundt, PE Sierra West Consulting Group, Inc
0schlundt(a-�npceng.com 9700 Business Park Drive Ste. 102
(559) 365-0974 Sacramento, CA 95827-1712
Project Manager: John Moreno
PBK Architects I more no(a)_sierrawestgrouP.com
895 W. Ashlan Avenue, Suite 101 (916) 925-4000
Clovis, CA 93612
Project Manager: Garen Lencioni TDG Engineering, Inc. (Toole Design Group, LLC)
garen.lencioni(aD-leafengineers.com 360 22nd Street, Suite 501
559) 223-9600 Oakland, CA 94612
Project Manager: Alison Mills
Pezzoni Engineering, Inc. amills(cDtooledesign.com
1150 9th Street, Ste 1415 (510) 298-0740 x168
Modesto, CA 95354-0823
Project Manager: Kevin Pezzoni TJKM Transportation Consultants
KPezzoni(a)Pezengr.com 4305 Hacienda Drive, Suite 550
(209) 554-4602 Pleasanton, CA 94588
Project Manager: Ruta Jariwala
Precision Civil Engineering jariwala(cDtikm.com
1234 O Street (408) 421-0768
Fresno, CA 93721-1830
Project Manager: Craig Roberts, MS, PE
gcroberts(aD-precisioneng.net
(559) 449-4500
Page 2of3
VRPA Technologies
4630 W Jennifer Avenue, Suite 105
Fresno, CA 93722-6415
Project Manager: Erik Ruehr, P.E., T.E.
comeruehr(aD-vrpatechnologies.com
(858) 361-7151
Westwood Professional Services
1165 Scenic Drive, Suite A
Modesto, CA 95350-6155
Project Manager: Kristen Scheidt
kristen.scheidt(a�westwoodps.com
(209) 571-1765
Willdan Engineering
2014 Tulare Street, Suite 515
Fresno, CA 93721-2011
Project Manager: Tyrone Peter
teeter willdan.com
(714) 393-1963
Woodard & Curran, inc.
2175 N. California Boulevard, Suite 315
Walnut Creek, CA 94596
Project Manager: Jim Strandberg, PG, CHG, CEG
I strand berg(a woodardcurran.com
(925) 627-4122
Page 3of3
Consultant's Scope of Services — Appendix B
Consultant Eligible Services Form
Consultant Firm: Woodard & Curran, Inc.
CONSULTANT is approved for these services:
Discipline On-Call Federally Funded
Projects
Architectural Drafting and Design
Assessment Engineering
Certified Access Specialist (CASP)
Certification
Cost Estimating Validation
Construction Scheduling Analysis
Electrical Engineering
Landscaping Architecture
Plumbing and Mechanical Engineering
Qualified SWPPP Developer and/or
Practitioner
Surveying
Traffic Engineering
Transportation Planning
Utility Locating
Water Resource Operators
Water and Natural Resources X
En ineerin
CONSULTANT is responsible for all services listed within this scope document for the
discipline(s), funding sources and category of service (on-call and/or on-call staff
augmentation) which they have been indicated above as well as services listed across
discipline.
Rev. 01/09/25
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
Table of Contents
Tableof Contents............................................................................................................2
Descriptions of Work by Discipline .................................................................................. 3
Water and Natural Resources Engineering ................................................................. 3
On-Call Services ............................................................................................................. 7
TechnicalReports........................................................................................................ 7
Preparation of Various Reports and Studies................................................................ 7
PreliminaryEngineering............................................................................................... 8
Prepare Design Plans, Technical Specifications and Construction Estimate............... 8
Construction Observation .......................................................................................... 10
EngineeringSupport.................................................................................................. 12
2of13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
Descriptions of Work by Discipline
Water and Natural Resources Engineering
1. Groundwater Resources Planning and Analysis
a. Sustainable Groundwater Management Act compliance and Groundwater
Sustainability Plan development
b. Conjunctive use program planning, development, and implementation
C. Aquifer Storage and Recovery (ASR), in-lieu recharge, surface recharge,
and water banking program planning, development, and implementation
d. Groundwater substitution and water transfer program development
e. Water master plans, water supply assessments, integrated water
resources management, salt and nutrient management
f. Local to regional hydrogeologic conceptual models, groundwater/surface
water model development, and sustainable yield analysis
g. Surface water and groundwater interaction (e.g., exchange between
surface water features and underlying groundwater)
h. Water budget analyses
i. Groundwater recharge area mapping
j. Aquifer test design, implementation, and analysis
k. Groundwater monitoring plan development, data collection and
management, and reporting
I. Groundwater flow and transport modeling
M. Land subsidence data collection and interpretation
n. CEQA and NEPA impact analysis, mitigation development, and technical
support
2. Wells and Pump Stations Design and Construction Management
a. Full-service planning, permitting, specification preparation, engineering
design, and construction services associated with new wells and pump
stations
3of13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
b. Hydrogeologic investigations and site characterization
C. Monitoring well design and construction oversight
d. Development of compliance strategies and permit acquisition, including
CEQA compliance and water supply permitting at the local, state and
federal level
e. Groundwater well siting and design
f. Well drilling and testing program design, implementation, and oversight
g. Well repair and modification program development
h. System-head operating analysis and efficient bowl selection
i. Well pump components design and inspection (lineshaft and submersible)
j. Pump station facility design
k. Well field analysis and optimization for simultaneous well operation
I. Pumping plant and well efficiency testing and analysis
M. Aquifer storage and recovery (ASR) wells and pump stations
n. Stormwater collection and infiltration systems
3. Treatment, Storage and Distribution Services Planning, Design, and Construction
Management
a. Full-service planning, permitting, engineering design, and construction
services
b. Groundwater treatment technologies and design for drinking water
including removal of arsenic, hexavalent chromium, total dissolved
solids/salinity, nitrate, organic constituents, iron, and manganese.
C. Surface water treatment feasibility and design for municipal drinking water
d. Point-of-Use (POU) and Point-of-Entry (POE) permitting and design for
small drinking water systems
4of13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
e. Disinfection systems including liquid/gas chlorination, chloramination, UV
treatment and onsite generation
f. Chemical treatment systems including fluoridation, caustic and acid
systems
g. Water storage tanks and reservoirs
h. Booster pump stations
i. Water main pipeline, distribution systems and pressure reducing stations
j. Distribution system hydraulic modeling and analysis
k. Water Master Plans, water system master planning and Capital
Improvement Plan development
I. Urban Water Management Plans
M. Permitting assistance for municipal public water systems, drinking water
treatment plants and facility designs
n. Pilot testing and feasibility studies
4. Environmental Services
a. Salt and nutrient (including nitrate) management and planning
b. Hydrogeologic vulnerability analysis and assessment (agricultural lands,
etc.)
C. Groundwater flow and transport modeling
d. Groundwater monitoring plan development, data collection and
management, and reporting
e. CEQA and NEPA impact analysis, mitigation development, and technical
support
f. Regulatory compliance monitoring and reporting
5of13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
g. Groundwater, surface water, and soil sampling
5. Proposition 218 Services/Grant writing, implementation, and monitoring
a. Prepare studies in compliance with Proposition 218
b. Identify and secure funding resources
C. Assist in implementing projects
d. Grant reporting
6. Modeling Services
a. Conceptual, analytical, empirical, and numerical models
b. Comprehensive groundwater basin resources evaluations
C. Water budget analysis
d. Well field optimization and basin development
e. Aquifer management and conjunctive use evaluations
f. Surface water and groundwater interaction (e.g., exchange between
surface water features and underlying groundwater)
g. Land subsidence
h. Solute transport and groundwater quality (e.g., migration time, speciation)
i. Non-point source contamination (e.g., salinity, nitrate)
j. Vadose zone processes
7. Data Management Systems
a. Development of a data management system
6of13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
On-Call Services
Technical Reports
Applies to all disciplines
Description of Work
Prepare a detailed preliminary engineering report for the project in Department format.
The report shall contain all necessary information in sufficient detail to propose the
project design.
Requirements of Specified Services
1. Ascertain the requirements for Technical Reports through meetings with the
PROJECT ADMINISTRATOR and a review of existing information on the PROJECT(S).
2. The CONSULTANT shall prepare and submit technical reports to the PROJECT
ADMINISTRATOR for each assigned PROJECT. Technical reports shall be prepared in
accordance with the appropriate format required by local, state and federal laws,
regulations and guidelines.
3. When requested by the PROJECT ADMINISTRATOR, the CONSULTANT shall
attend meetings with the COUNTY, federal, state and/or local representatives to discuss
and review the technical report. The CONSULTANT shall prepare brief minutes of
meetings attended and promptly submit the minutes to the PROJECT
ADMINISTRATOR within seven (7) days.
4. The CONSULTANT shall submit each technical report to the PROJECT
ADMINISTRATOR for transmittal to other appropriate agencies for their review and
approval. The CONSULTANT shall revise and resubmit each technical report as
necessary until approved by all appropriate agencies.
5. The CONSULTANT shall prepare and submit technical studies and estimates in the
formats, quantities, and delivery methods delineated in Appendix C. The CONSULTANT
shall verify compatible format and quantity prior to final delivery.
Preparation of Various Reports and Studies
Applies to all disciplines.
Description of Work
1. Analyze project budget;
7of13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
2. Review existing engineering reports from the Department as available;
3. Prepare a detailed project cost estimate, which shall identify the
components and requirements of the project; and
4. Prepare a detailed report or study in Department format.
Preliminary Engineering
Applies to the following disciplines:
Electrical Engineering Landscape Architecture
Plumbing and Mechanical Engineering Traffic Engineering
Water and Natural Resources Architectural Design and Drafting
Engineering
Description of Work
1. Prepare a detailed preliminary engineering report for the project in
Department format. The report shall contain all necessary information in sufficient detail
to propose the project design; and
2. Prepare site plans and grading plans identifying basis of bearing, location
of benchmark used and source of elevation (vertical) datum.
Prepare Design Plans, Technical Specifications and Construction Estimate
Applies to the following disciplines:
Electrical Engineering Landscape Architecture
Plumbing and Mechanical Engineering Traffic Engineering
Water and Natural Resources Architectural Design and Drafting
Engineering
General Description of Work
1. Complete fully the project designs to include comprehensive construction
plans, earthwork volumes, required permits, technical specifications, cross-sections and
final opinion of probable construction cost (Engineer's Estimate) for construction.
2. Apply urban design principals that meet the needs of the individual
communities.
3. Submit the recommended construction period for bidding purposes to the
County for approval and identify materials and equipment requiring long delivery times
that will control the length of the construction Agreement.
8of13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
4. Prepare addenda as necessary for bid documents.
Requirements of Specified Services When Requested
The CONSULTANT shall:
1. Ascertain the requirements for the assigned PROJECT(S) through meetings with
the PROJECT ADMINISTRATOR and a review of an existing schematic layout of the
PROJECT(S).
2. Ascertain any requirements, unforeseen criteria, or issues for the PROJECT(S)
that may be unknown to the PROJECT ADMINISTRATOR and communicate these
requirements, criteria, or issues to the PROJECT ADMINISTRATOR.
3. Design the PROJECT(S) to conform to requirements of the reviewing agencies
having jurisdiction over the PROJECT(S).
4. Design PROJECT(S) to include mitigation measures as required or specified in the
environmental documents.
5. Monitor and keep the PROJECT ADMINISTRATOR informed regarding the impact
of design issues on the PROJECT budget. Upon the written request, the CONSULTANT
shall incorporate into the design, such reasonable design and operational changes as
the PROJECT ADMINISTRATOR deems appropriate as a result of the COUNTY'S
review processes and impact on each PROJECT budget or estimate.
6. Assist the COUNTY in determining all permits that may be required for the
PROJECT and prepare all necessary permits for the COUNTY'S submittal to outside
agencies.
7. Work with the PROJECT ADMINISTRATOR to ensure that the plans, specifications
and estimate meet all requirements to be advertised for construction bids.
8. If required by approval agencies or PROJECT ADMINISTRATOR, submit to the
COUNTY in the appropriate agency forms, the PROJECT background information and
recommended testing and inspection list for materials to be used, identifying type,
quantity, frequency, and schedule, for each PROJECT. Submit required numbers of
sets of plans, specifications, and other documents required by approval agencies to the
PROJECT ADMINISTRATOR.
9. Submit to the PROJECT ADMINISTRATOR plans, specifications and estimates for
review in the formats, quantities, and delivery methods delineated in Appendix C. Prior
to submission of plans, the CONSULTANT shall request from the PROJECT
ADMINISTRATOR examples of acceptable drafting format and reproducible standards.
Verification of compatible format will be required prior to final file delivery. The
PROJECT ADMINISTRATOR, at his/her discretion, may reject a submittal that is
determined insufficient.
9of13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
10. The original drawings and specifications index sheet shall be stamped by a seal
with the CONSULTANT'S and subconsultant's license numbers and/or signed in
accordance with the California Business and Professions Code.
Construction Observation
Applies to the following disciplines:
Certified Access Specialist (CASP) Cost Estimating Validation
Certification
Electrical Engineering Landscape Architecture
Plumbing and Mechanical Engineering Traffic Engineering
Qualified SWPPP Developer and/or Water and Natural Resources
Practitioner Engineering
Professional Project Scheduler Architectural Design and Drafting
General Description of Work
1. Attend the pre-construction conference scheduled by the Department; and
2. Provide services during construction including, but not limited to:
a. Make recommendations to the Department on all claims of the
Department or construction contractor and all other matters relating to the execution
and progress of work, including interpretation of the Agreement documents.
b. Review and make recommendations for samples, schedules, shop
drawings and other submissions for general conformance with the design concept of the
project and for general compliance with the plans and specifications and information
given by the consultant's contract documents.
c. Respond timely to requests from the Department and contractor for
information needed from consultant in order to clarify construction plans and
specification to review the contractor's estimates for all other charges.
d. Recommend and prepare necessary change orders and associated
engineer's estimate.
e. Assist the Department, at the Department's express, written authorization,
with any claim resolution process involving the Department's construction contractor
and the Department, including serving as a witness in connection with any legal
proceedings or dispute resolution processes required by law.
Requirements of Specified Services When Requested
The CONSULTANT shall:
10 of 13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
1. When requested by the PROJECT ADMINISTRATOR, attend meetings
with the COUNTY, and/or any federal, state and/or local representatives. The
CONSULTANT shall prepare brief minutes of all meetings attended and promptly
submit those minutes to the PROJECT ADMINISTRATOR within seven (7) calendar
days.
2. Make recommendations to the COUNTY on all claims of the COUNTY or
the construction contractor and all other matters relating to the execution and progress
of work, including interpretation of the contract documents for the PROJECT.
3. Within seven (7) calendar days of the COUNTY'S request, review and
make recommendations for samples, schedules, shop drawings, and other submissions
for general conformance with the design concept of the PROJECT(S) and for general
compliance with the plans and specifications and information provided by the contract
documents for the PROJECT.
4. Within two (2) working days, respond to requests from the PROJECT
ADMINISTRATOR for information needed from the CONSULTANT in order to clarify
construction plans and specifications and to review the construction contractor's cost
estimates for all change orders.
5. Recommend and assist in the preparation of such change orders as
deemed necessary with supporting documentation, calculations and estimate, for review
and issuance of change orders by the COUNTY Construction Engineer to obtain
appropriate agency acceptance and approval.
6. At intervals appropriate to the stage of construction, or as otherwise
deemed necessary by the CONSULTANT, visit the site of the PROJECT(S) as
necessary to become familiar generally with the progress and quality of the work and to
determine whether the work is proceeding in general accordance with the contract
documents. The CONSULTANT shall not be required to make exhaustive or continuous
onsite inspections but shall give direction to the Construction Inspector as hereinafter
more specifically provided. The CONSULTANT shall not be responsible for the
construction contractor's failure to carry out the construction work in accordance with
the contract documents. However, the CONSULTANT shall immediately advise the
PROJECT ADMINISTRATOR of any known or observed deviation from the contract
documents.
7. Not have control over or charge of, and shall not be responsible for
construction means, methods, techniques, sequence, or procedure, or for the safety
precautions, programs, or equipment in use in connection with the work, since these are
solely the construction contractor's responsibility under the contract for construction.
8. Submit progress reports on each specific PROJECT in accordance with
the task order. These reports shall be submitted at least once a month. The report shall
be sufficiently detailed for PROJECT ADMINISTRATOR to determine if the
CONSULTANT is performing to expectations or is on schedule, to provide
11 of 13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
communication of interim findings, and so sufficiently address any difficulties or special
problems encountered so remedies can be developed.
9. Advise the PROJECT ADMINISTRATOR of defects and deficiencies
observed in the work of the construction contractor and may recommend that the
DIRECTOR reject work as failing to conform to the contract documents.
10. Conduct site visits and field observations to facilitate recommendations by
the CONSULTANT regarding:
a. dates of substantial completion
b. dates of final completion
c. the DIRECTOR'S acceptance of the work
d. the DIRECTOR'S filing of the Notice of Completion and Issuance of Final
Certificate for payment
e. other issues which may require site visits
11. Control of Construction Project Site
The COUNTY agrees that in accordance with generally accepted practices, the
COUNTY'S construction contractor will be required to assume sole and complete
responsibility for job site conditions during the course of construction projects; including
safety of all persons and property, and that this requirement shall be made to apply
continuously during projects and not be limited to normal working hours. The
CONSULTANT shall not have control over or charge of, and shall not be responsible
for, project means, methods, techniques, sequences or procedures, as these are solely
the responsibility of the construction contractor. The CONSULTANT shall not have the
authority to stop or reject the work of the construction contractor.
Engineering Support
Applies to all disciplines.
Description of Work
1. Provide technical data for the preparation of various funding paperwork.
2. Provide technical data for the preparation of various permit applications.
3. Provide technical data for the preparation of cooperative agreements.
12 of 13
Agreement Appendix B — Consultant's Scope of Services
On-Call Architectural and Engineering Consultant and Related Services
4. Provide technical data for the preparation of utility agreements.
5. Prepare and stamp legal descriptions for the acquisition of right of way.
6. Conduct meetings with property owners regarding projects
7. Review of existing designs for compliance with development plans
8. Provide presentation materials for the Board of Supervisors to be
presented by COUNTY staff.
9. Prepare various tables, maps, charts and diagrams.
10. Provide technical support for request for proposal processes.
11. Serve as a plan checker and independent quantity checker.
13 of 13
Ate Woodard&Curran Appendix C
List of Current Staff & Job Classification
Woodard &Curran's proposed team is listed below byjob classification (internal titles).
Current Staff Member . . Classification
Christy Kennedy, PG, CHG, PE Business Development Leader
Jim Strandberg, PG, CHG, CEG Senior Technical Manager
Jim Blanke, PE, PG, CHG, PMP Senior Technical Leader
Rob Little, PE Senior Practice Leader
Leslie Dumas, PE Senior Technical Leader
Reza Namvar, PHD, PE Senior Technical Manager
Brian van Lienden, PE Senior Project Manager
Haley Johnson Technical Manager 1
Jason House, PG Senior Technical Leader
Mike Matson, PE Senior Delivery Leader
Shawn Kenney, PE, CPSwQ, QSD/P Technical Manager 1
Xavier Irias, PE Senior Technical Leader
Nate McLaughlin, PE Senior Technical Leader
Chris van Lienden, PE Senior Project Manager
Tyler Abercrombie, EIT Technical Manager 1
Fresno County-On-Call A&E and Other Related Consultant Services
Appendix D - Deliverables
Last updated: March 27, 2025
Prior to submissions, the CONSULTANT shall request from the PROJECT
ADMINISTRATOR examples of acceptable drafting format and reproducible standards.
Verification of compatible format will be required prior to final file delivery.
A. Technical Report Standard Submittal Formats:
1. Standard submittal formats:
a. Electronic copy sent via email:
i. Microsoft Word (.docx) formatted for printing on 8 1/2" by 11"
pages
ii. Microsoft Excel (.xlsx) formatted for printing on 8 1/2" by 11"
or 11" by 17" pages
iii. Adobe (.pdf) formatted for printing on 8 '/2" by 11" or 11" by
17" pages
iv. AutoCAD Civil 3D, as .DXF or .DWG files
V. Other mutually agreed upon format. Hardcopies upon
request.
2. Technical studies and estimates:
a. Electronic copy sent via email:
i. Microsoft Word (.docx)
ii. Microsoft Excel (.xlsx)
iii. Signed Final Version in Adobe (.pdf)
iv. Other mutually agreed upon format. Hardcopies upon
request.
3. Drawings:
a. Electronic copy sent via email:
i. AutoCAD Civil 3D as .DXF or .DWG files
ii. Hardcopies upon request.
B. Design Plans, Technical Specifications and Construction Estimate:
1. 30%, 60%, and 90% plans, specifications and estimates for review
a. Progress prints and final originals of the plans, specifications, and
estimates.
b. Standard submittal format
c. Hardcopies on 22" X 34" pages (up to 10 copies) upon request.
2. Accepted Final original plans, specifications and estimates shall include
Page 1 of 2
a. Electronic copy sent via email
i. Final plans, cross sections and slope stake information,
design calculations, quantity calculations, and other design
information as applicable to the PROJECT.
ii. Final specifications and estimates
iii. Plan sheets, cross sections, earthwork calculations and
slope stake information shall be in:
• AutoCAD Civil 3D
iv. Specifications shall be in:
• Microsoft Word (.docx) formatted for printing on 8 '/2"
by 11" pages
V. Final engineer's estimates shall be in:
• Microsoft Excel (.xlsx)
b. Hardcopies (Upon request)
i. Plan Set: One (1) original reproducible plan set on 22" by 34"
sheets of bond paper and 4 mil thick double matte film.
ii. Cross Sections: One (1) reproducible copy of cross sections
on 22" by 34" sheets of bond paper and 4 mil thick double
matte film.
iii. Final Specifications and Engineer's Estimates: One (1)
stamped and wet signed paper copy on 8 '/2" by 11" pages.
C. County-provided preliminary engineering survey data on existing
structures and topographic mapping shall be in:
a. AutoCAD Civil 3D
b. Or other mutually agreed upon format
Page 2 of 2
Appendix E
SAMPLE COST PROPOSAL
Sample Only-Required Cost Proposal Template To Be Determined By Agency
SAMPLE COST PROPOSAL 2
SPECIFIC RATE OF COMPENSATION(USE FOR ON-CALL OR AS-NEEDED CONTRACTS)
(CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Note: Mark-ups are Not Allowed
Consultant Woodard & Curran. Inc. V Prime Consultant D Subconsultant D 2n' Tier Subconsultant
Project No. RFQ:PWP24-03 Contract No. Contract Amount$ Date 03 L14/2Q25
For Combined Rate 76.5% 148% 224%
Fringe Benefit% + General &Administrative% = Combined ICR%
OR
For Home Office Rate
Fringe Benefit% + General &Administrative% = Home Office ICR%
For Field Office Rate
Fringe Benefit% + General &Administrative% = Field Office ICR%
Note:Rates would be capped at Woodard&Curran standard rate Fee - 1 1%
BILLING INFORMATION CALCULATION INFORMATION
i Hourly Billing Rates Effective Date of Hourly Rate Actual orAvg. %or$ Hourly Range-
Name/Job Title/Classification Straight OT(1.5x) OT(2x) From To a
a Hourly Rate Increase for Classifications Only
Jim Blanke* $391.35 $587.03 $782.71 3/15/2025 3/16/2026 $108.72 0.0% Not Applicable
Christy Kennedy* $464.71 $697.07 $929.43 3/15/2025 3/16/2026 $129.10 0.0% Not Applicable
Brian vanLienden* $331.99 $497.99 $663.99 3/15/2025 3/16/2026 $92.23 0.0% Not Applicable
Leslie Dumas* $389.81 $584.71 $779.61 3/15/2025 3/16/2026 $108.29 0.0% Not Applicable
Reza Namvar* $338.62 $507.93 $677.24 3/15/2025 3/16/2026 $94.07 0.0% Not Applicable
Haley Johnson* $235.20 $352.80 $470.40 3/15/2025 3/16/2026 $65.34 0.0% Not Applicable
Jim Strandberg* $372.99 $559.49 $745.99 3/15/2025 3/16/2026 $103.62 0.0% Not Applicable
Jason House* $292.72 $439.08 $585.45 3/15/2025 3/16/2026 $81.32 0.0% Not Applicable
Mike Matson* $513.34 $770.02 $1,026.69 3/15/2025 3/16/2026 $142.61 0.0% Not Applicable
Shawn Kenney* $265.98 $398.97 $531.95 3/15/2025 3/16/2026 $73.89 0.0% Not Applicable
Rob Little* $410.00 $615.00 $820.00 3/15/2025 3/16/2026 $113.90 0.0% Not Applicable
Xavierlrias* $439.59 $659.38 $879.18 3/15/2025 3/16/2026 $122.12 0.0% Not Applicable
Nate McLaughlin* $326.92 $490.38 $653.84 3/15/2025 3/16/2026 $90.82 0.0% Not Applicable
Chris vanLienden* 1 $352.73 $529.09 $705.46 3/15/2025 3/16/2026 $97.99 0.0% Not Applicable
Tyler Abercrombie* $240.92 $361.39 $481.85 1 3/15/2025 1 3/16/2026 1 $66.93 1 0.0% 1 Not Applicable
(Addpages as necessary)
Page 1 of 4
SAMPLE COST PROPOSAL
Sample Only-Required Cost Proposal Template To Be Determined By Agency
NOTES:
1. Key personnel must be marked with an asterisk(*)and employees that are subject to prevailing wage requirements must be marked with two asterisks(**).All costs
must comply with the Federal cost principles.Subconsultants will provide their own cost proposals.
2. The cost proposal format shall not be amended.
3. Billing rate=actual hourly rate*(1+ICR) * (1+ Fee). Indirect cost rates shall be updated on an annual basis in accordance with the consultants annual accounting
period and established by a cognizant agency or accepted by Caltrans.All costs must comply with the Federal cost principles for reimbursement.
4. For named employees and key personnel enter the actual hourly rate. For classifications only,enter the Average Hourly Rate for that classification.
SAMPLE COST PROPOSAL 2
SPECIFIC RATE OF COMPENSATION(USE FOR ON-CALL OR AS-NEEDED CONTRACTS)
(CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Consultant ❑ Prime Consultant ❑ Subconsultant
Project No. Contract No-------------------------------------Date
SCHEDULE OF OTHER DIRECT COST ITEMS (Add additional pages as necessary)
Description of Item Quantity Unit Unit Cost Total
Mileage Costs $ 0.00
Equipment Rental and Supplies $ 0.00
Permit Fees $ 0.00
Plan Sheets $ 0.00
Test $ 0.00
Vehicle $ 0.00
Subconsultant 1:
Subconsultant 2:
Subconsultant 3:
Subconsultant 4:
Subconsultant 5:
Note:Add additional pages if necessary.
NOTES:
1. List other direct cost items with estimated costs.These costs should be competitive in their respective industries and supported with appropriate documentation.
2. Proposed ODC items should be consistently billed regardless of client and contract type.
3. Items when incurred for the same purpose,in like circumstance,should not be included in any indirect cost pool or in the overhead rate.
4. Items such as special tooling,will be reimbursed at actual cost with supporting documentation(invoice).
5. Items listed above that would be considered "tools of the trade"are not reimbursable as other direct cost
6. Travel related costs should be pre-approved by the contracting agency and shall not exceed current State Department of Personnel Administration rules.
Page 2 of 4
SAMPLE COST PROPOSAL
Sample Only-Required Cost Proposal Template To Be Determined By Agency
7. If mileage is claimed,the rate should be properly supported by the consultant's calculation of their actual costs for company vehicles.In addition,the miles claimed
should be supported by mileage logs.
8. If a consultant proposes rental costs for a vehicle,the company must demonstrate that this is its standard procedure for all of their contracts and that they do not
own any vehicles that could be used for the same purpose.
9. The cost proposal format shall not be amended.All costs must comply with the Federal cost principles.
10. Add additional pages if necessary.
11. Subconsultants must provide their own cost proposals.
Page 3 of 4
SAMPLE COST PROPOSAL
Sample Only-Required Cost Proposal Template To Be Determined By Agency
SAMPLE COST PROPOSAL 2
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 actual, reasonable, allowable, and allocable to the contract in
accordance with the contract terms and the following requirements:
7. Generally Accepted Accounting Principles (GAAP)
8. Terms and conditions of the contract
9. Title 23 United States Code Section 112 - Letting of Contracts
10. 48 Code of Federal Regulations Par t 31 - Contract Cost Principles and Procedures
11. 23 Code of Federal Regulations Part 172-Procurement, Management, and
Administration of Engineering and Design Related Service
12. 48 Code of Federal Regulations Par t 9904- Cost Accounting Standards Board (when
applicable)
All costs must be applied consistently and fair1 y to all contracts. All documentation of compliance must
be retained in the project files and be in compliance with applicable federal and state requirements.
Costs that are noncompliant with the federal and state requirements are not eligible for reimbursement.
Prime Consultant orSubconsultant Certifying:
Name: Christy Kennedy Title*:Sr. Vice President
Signature: cklcat9
Date of Certification (mm/dd/yyyy): 3/14/2025
Email: cskennedy(a woodardcurr .com Phone Number: (650)283-5748
Address: 2175 N. California Boulevard, Suite 810, Walnut Creek, CA 94596
*An individual executive or financial officer of the consultant's or subconsultant's organization at
a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has
authority to represent the financial information utilized to establish the cost proposal for the
contract.
List services the consultant is providing under the proposed contract:
On-Call A&E Consultant and Related Services for the Water& Natural Resources Engineering Services
Category
Page 4 of 4
EXHIBIT 10-H2 COST PROPOSAL Page I of
SPECIFIC RATE OF COMPENSATION(USE FOR ON-CALL OR AS-NEEDED CONTRACTS)
(NON-PREVAILING WAGE CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Note:Mark-ups are Not Allowed
Consultant Central Valley Engineering& Surveying, ❑ Prime Consultant N Subconsultant ❑ 2nd Tier Subconsultant
Inc.
Project No. PWP24-036 Contract No. Contract Amount$ TBD March 11,2025
For Combined Rate
Fringe Benefit 60% +General and Administrative 105% = 165% Combined ICR
OR
For Home Office Rate
Fringe Benefit% +General and Administrative% = Home Office ICR%
For Field Office Rate
Fringe Benefit% +General and Administrative% = Field Office ICR%
Fee = 10%
BILLING INFORMATION CALCULATION INFORMATION
Name/Job Title/Classification' Hourly Billing Rates' Effective Date of Hourly Rate Actual or Avg. %or$ Hourly Range-
Straight' 4 OT(1.5x) OT(2x) From To Hourly Rate Increase for Classifications Only
Field Surveyor Certifield Chief of $179.93 $211.19 $242.4 1/1/2025 2/31/2025 $95.86
$95.86
Pa mNarinder S $188.94 $99.04 $105.87 $99.04
.Sahota $198.38 $221.76 $254.5 1/l/2026 12/31/2026 $102.37 $109.12 $102.3
7$232.84 $267.3 1/1/20271/31/2027
Field surveyor-Chief of Party Chris $168.36 $197.61 $$226.85 1/l/2025 12/31/2025 $77.80 $102.42 $91.84-$105.00
Stuber $179.93 $211.19 $242.44 1/l/2026 12/31/2026 $95.91 $105.87
188.94 $221.76 $254.58 1/l/2027 12/31/2027 $99.09
Office Surveyor-Narinder Sahota $146.69 $172.20 $197.71 01/01/2025 12/31/2025 $65.23 0.0% $65.23 -$86.00
ield surveyor-4st Feriodppren ice $115.14 $135.14 $155.14 01/01/2025 12/31/2025 $80 0.0% $80.00-$100.
Armando Salmon
Office Surveyor-Laura Leonardo $83.38 $97.88 $112.38 01/01/2025 12/31/2025 $30 0.0% $30,445.
Office Clerical Service-Minnie $83.38 $97.88 $112.38 01/01/2025 12/31/2025 $45 0.0% $45,-$50
Sahota
(Add pages as necessary)
Local Assistance Procedures Manual EXHIBIT 10-112
Cost Proposal
NOTES:
1. Key personnel must be marked with an asterisk(*)and employees that are subject to prevailing wage requirements must be marked with two asterisks(**).All costs must comply
with the Federal cost principles.Subconsultants will provide their own cost proposals.
2. The cost proposal format shall not be amended.
3. Billing rate=actual hourly rate*(1+ICR)*(1+Fee). Indirect cost rates should be based on the consultant's annual accounting period,established by a cognizant agency or
accepted by Caltrans.All costs must comply with the Federal cost principles for reimbursement.
4. For named employees and key personnel enter the actual hourly rate. For classifications only,enter the Average Hourly Rate for that classification.
EXHIBIT 10-112 COST PROPOSAL Page 2 of 3
SPECIFIC RATE OF COMPENSATION(USE FOR ON-CALL OR AS-NEEDED CONTRACTS)
(CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Consultant Central Valley Engineering& Surveying,Inc. ❑ Prime Consultant ® Subconsultant
Project No.Surveying and civil support in Contract No. Date March 11, 2025
Fresno area
SCHEDULE OF OTHER DIRECT COST ITEMS (Add additional pages as necessary)
Description of Item Quantity Unit Unit Cost Total
Travel 100 Mile $.65 $65.00
Per Diem 1 Night $100 $100
Subconsultant 1: $
Subconsultant 2: $
Subconsultant 3: $
Subconsultant 4: $
Subconsultant 5: $
Note:Add additional pages if necessary.
NOTES:
I. List other direct cost items with estimated costs.These costs should be competitive in their respective industries and supported with appropriate documentation.
2. Proposed ODC items should be consistently billed regardless of client and contract type.
3. Items when incurred for the same purpose,in like circumstance,should not be included in any indirect cost pool or in the overhead rate.
4. Items such as special tooling,will be reimbursed at actual cost with supporting documentation(invoice).
5. Items listed above that would be considered"tools of the trade"are not reimbursable as other direct cost.
2
Local Assistance Procedures Manual EXHIBIT 10-112
Cost Proposal
6. Travel related costs should be pre-approved by the contracting agency and shall not exceed current State Department of Personnel Administration rules.
3
Local Assistance Procedures Manual EXHIBIT 10-112
Cost Proposal
7. If mileage is claimed,the rate should be properly supported by the consultant's calculation of their actual costs for company vehicles.In addition,the miles claimed should be
supported by mileage logs.
8. If a consultant proposes rental costs for a vehicle,the company must demonstrate that this is its standard procedure for all of their contracts and that they do not own any vehicles
that could be used for the same purpose.
9. The cost proposal format shall not be amended.All costs must comply with the Federal cost principles.
10. Add additional pages if necessary.
11. Subconsultants must provide their own cost proposals.
4
Local Assistance Procedures Manual EXHIBIT 10-112
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Page 3 of 3
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 actual,reasonable, allowable,and allocable to the contract in accordance with the
contract terms and the following requirements:
7. Generally Accepted Accounting Principles(GAAP)
8. Terms and conditions of the contract
9. Title 23 United States Code Section 112 -Letting of Contracts
10. 48 Code of Federal Regulations Part 31 -Contract Cost Principles and Procedures
11. 23 Code of Federal Regulations Part 172 -Procurement,Management,and Administration of
Engineering and Design Related Service
12. 48 Code of Federal Regulations Part 9904 -Cost Accounting Standards Board(when applicable)
All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be
retained in the project files and be in compliance with applicable federal and state requirements. Costs that are
noncompliant with the federal and state requirements are not eligible for reimbursement.
Prime Consultant or Subconsultant Certifying,:
Name: Minnie Sahota Title Office Manager
Signature : W44 t?,- Date of Certification 03-11-2025
Email: nsahotakcveas.com Phone Number:559-891-8811
Address 2511 Logan Street Selma CA 93662
*An individual executive or financial officer of the consultant's or subconsultant's organization at a level
no lower than a Vice President or a Chief Financial Officer, or equivalent,who has authority to represent
the financial information utilized to establish the cost proposal for the contract.
List services the consultant is providing under the proposed contract:
Surveying and civil support in Fresno area
Page 5 oN
July 07,2019
County of Fresno - On-Call Engineering Consultant Services Appendix G
SELF-DEALING TRANSACTION DISCLOSURE FORM
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 in which one
or more of its directors has a material financial interest"
The definition above will be utilized for purposes of completing this disclosure form.
INSTRUCTIONS
(1) Enter board member's name,job title (if applicable), and date this disclosure is being made.
(2) Enter the board member's company/agency name and address.
(3) Describe in detail the nature of the self-dealing transaction that is being disclosed to the
County. At a minimum, include a description of the following:
a. The name of the agency/company with which the corporation has the transaction; and
b. The nature of the material financial interest in the Corporation's transaction that the
board member has.
(4) Describe in detail why the self-dealing transaction is appropriate based on applicable
provisions of the Corporations Code.
(5) Form must be signed by the board member that is involved in the self-dealing transaction
described in Sections (3) and (4).
County of Fresno - On-Call Engineering Consultant Services Appendix G
(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):
rq IA\,\
(4) Explain why this self-dealing transaction is consistent with the requirements of Corporations Code 5233(a):
(5)Authorized Signature
Signature: Date:
Appendix H
Subconsultants
None
-- -- ---- -- --. _ _ _. Appendix
Resolution No. 07-525
1 BEFORE THE BOARD OF SUPERVISORS
2 OF THE COUNTY OF FRESNO
3 STATE OF CALIFORNIA
4
} No.
5 In the matter of )
}
6 Amendment of Standard Conflict of )
Interest Code for All County )
7 Departments )
s
9 Whereas, the Political Reform Act, Government Code section 81000 et seq.,
10 requires state and local government agencies to adopt and promulgate conflict of interest
11 codes; and
12 Whereas, the Fair Political Practices Commission has adopted a regulation, Title
13 2, California Code of Regulations, section 18730, which contains the terms of a standard
14 conflict of interest code, and which may be amended by the Fair Political Practices
15 Commission after public notices and hearings to conform to amendments to the Political
16 Reform Act; and
17 Whereas, any local agency may incorporate this standard conflict of interest code,
18 and thereafter need not amend its code to conform to future amendments to the Political
19 Reform Act or its regulations; and
20 Whereas, the Board of Supervisors may adopt the standard conflict of interest
21 code on behalf of all County departments.
22 Now therefore be it resolved, that the terms of Title 2, California Code of
23 Regulations, section 18730, and any amendments to it duly adopted by the Fair Political
24 Practices Commission, are hereby incorporated by reference and, along with the Exhibits A
25 and B approved previously, today, or in the future, by this Board for each County
26 department, in which officers and employees are designated and disclosure categories are
27 set forth, constitute the conflict of interest codes of each County department.
28
COUNTY OF FRESNO
Fresno,California 1 -
1
1
Conflict of interest forms shall be filed as follows:
2
1. As required by Government Code section 87500, subdivision(e),the County
3
Administrative Officer, District Attorney, County Counsel, and Auditor-Controller/Treasurer-
4 Tax Collector shall file one original of their statements with the County Clerk,who shall make
5 and retain a copy and forward the original to the Fair Political Practices Commission, which
6
shall be the filing officer.
7 2. As required b Government Code section 87500, subdivision q y Q), all other
8 department heads shall file one original of their statements with their departments. The filing
9 officer of each department shall make and retain a copy and forward the original to the Clerk
10 to the Board of Supervisors, who shall be the filing officer.
11 3. All other designated employees shall file one original of their statements
12 with their departments.
13 Adopted at a regular meeting of the Board of Supervisors, held on the 2nd day of
14 October, 2007, by the following vote, to wit:
15 Ayes: Supervisors Larson, Perea, Anderson, Case and Waterston
I 16 Noes: None
1
17 Absent: None
18
19 F
20
Chairman, Board of Supervisors
21
22 Attest:
23 _0/
24 (�J�
25 Clerk
26
i
27
28
i
COUNTY OF FRESNO
Fresno,Cellfarnia 2
County of Fresno
Fresno,California
COUV
rl Conflict of Interest Code [n Email Me]
Double click!
1eS ! Local Agency Annual / Biennial Report
F-RE`s.
In accordance with Government Code Section 87306.5, this department has reviewed its Conflict of
Interest Code and has determined that (check one of the following):
1. ❑ Our department's Conflict of Interest Code accurately designates all positions
within our department which make or participate in the making of decisions which
may foreseeably have a material effect on any financial interest; and the
disclosure category assigned to each such position accurately requires the
disclosure of all of the specific types of investments, business positions, interests
in real property, and sources of income that are reportable under Government
Code Section 87302 ("reportable under Government Code Section 87302"
means: an investment, business position, interest in real property, or source of
income shall be made reportable by the Conflict of Interest Code if the business
entity in which the investment or business position is held, the interest in real
property, or the income or source of income may foreseeably be affected
materially by any decision made or participated in by the designated employee
by virtue of his or her position); or,
2. ❑ Our department's Conflict of Interest Code is in need of amendment. We have
determined that the following amendments are necessary (check applicable
items, and refer to Exhibits "A" and "B" for detail if appropriate):
A. ❑ Include new positions (including consultants) that must be designated.
B. ❑ Include or delete positions because changes in duties.
C. ❑ Include positions that manage public investments.
D. ❑ Revise disclosure categories.
E. ® Revise the titles of existing positions.
F. ❑ Delete titles of positions that have been abolished.
G. ❑ Other (describe)
CONTACT PERSON DEPARTMENT
Sam Mann PWP
I hereby approve the foregoing reported information for our department:
stwhite 12/28/2023 9:48:57 AM [a Sign] Double click!
Department Head Signature/Date
Note: Government Code Section 87306 requires that when an agency (e.g., your department) has determined
that amendments or revisions are necessitated by changed circumstances, the amendments or revisions
shall be submitted to the code reviewing body within 90 days after the changed circumstances have
become apparent.
EXHIBIT "A"
PUBLIC WORKS AND PLANNING
Classification Category
Accountant I / II 2
Architect 1
Building Inspector I / II 1
Building Plans Engineer 1
Chief Building Inspector 1
Chief of Field Surveys 1
Consultant
Deputy Director of Planning 1
Deputy Director of Public Works 1
Development Services & Capital Projects Manager 1
Director of Public Works and Planning 1
Disposal Site Supervisor 2
Engineer I / II / III 1
Field Survey Supervisor 3
Financial Analyst I / 11 / III 1
Housing Rehabilitation Specialist I / 11 1
Information Technology Analyst I / II / III / IV 2
Landfill Operations Manager 1
Planner I / II / III 1
Planning and Resource Management Official 1
Principal Accountant 1
Principal Planner 1
PFORoipal Staff ARalyst Program Manager 1
P NOG Works and DlonniRg B iciness MaRa ver I
Public Works and Planning Finance Division Manager 1
R bliG Works and Planning Information TeGhn y onager 1
Departmental Information Technology Manager 1
Public Works Division Engineer 1
Resources Division Manager 1
Right-of-Way Agent II / III 1
Road Maintenance & Operations Division Manager 1
Road Maintenance Supervisor 1
Road Superintendent 1
Senior Accountant 2
Senior Engineer 1
Senior Engineering Technician 2
Senior Information Technology Analyst 2
Senior Planner 1
Senior Staff Analyst 1
Classification Category
Staff Analyst I / 11 / 111 1
Supervising Accountant 1
Supervising Architect 1
Supervising Building Inspector 1
Supervising Engineer 1
Supervising Water/Wastewater Specialist 1
Traffic Maintenance Supervisor 2
Water & Natural Resources Manager 1
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.
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.
ti co�WIPRE
Macros Must Be Enabled --Please Re-open and Enable
Conflict of Interest Code [0 Email Me]
Double click!
°� of the County of Fresno
Steven E. White, HEREBY SUBMITS THE FOLLOWING AMENDED CONFLICT OF
INTEREST CODE TO THE BOARD OF SUPERVISORS OF THE COUNTY OF FRESNO.
AGENCY: Public Works and Planning
stwhite 12/29/2023 11-46-28 AM [a Sign] Double click!
Department Head Signature/Date
RECEIVED ON BEHALF OF THE BOARD OF SUPERVISORS OF THE COUNTY OF
FRESNO.
Q , e•��yQ , [Q Sign] Doubleaick!
Clerk of the Board of Supervisors
THE FOLLOWING CONFLICT OF INTEREST CODE, HAVING BEEN SUBMITTED
BY THE AGENCY DESIGNATED ABOVE, WAS APPROVED BY ORDER OF THE CODE-
REVIEWING BODY ON 2,&1a24
OTHER ACTION (IF ANY):
c r
L. [Q Sign] Double click!
Clerk of the Board of Supervisors