DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
AGREEMENT
CITY OF FRESNO, CALIFORNIA
CONSULTANT SERVICES
THIS AGREEMENT (Agreement) is made and entered into, effective __________________________, by and between the CITY OF FRESNO, a California municipal corporation (City), and Quad Knopf, Inc., a California Corporation (Consultant).
RECITALS
WHEREAS, the City desires to obtain professional architectural and engineering services for the design of plans and gener al construction contract documents for Woodward Park Pickleball Court (Project); and
WHEREAS, the Consultant is engaged in the business of furnishing services as a a licensed architect and engin eer and hereby represents t hat it desires to and is professionally and legally capable of performing the services called for by this Agreement; and
WHEREAS, the Consultant acknowledges t hat this Agreement is subject to the requirements of Fresno Municipal Code Section 4-107 and Administrative Order No. 6-19; and
WHEREAS, this Agreement will be administe red for the City by its Public Works Department Director (Director) or designee.
AGREEMENT
NOW, THEREFORE, in cons ideration of the foregoi ng and of the covenants, conditions, and promises hereinafter c ontained to be kept and performed by the respective parties, it is mutually agreed as follows:
1. Scope of Services.
The Consultant shall perform the services described herein and in Exhibit A to complete the Project more fully described in Exhibit A, and this shall include all work incidental to, or necessary to perform, such services even though not specifically described in Exhibit A. The services of the Consultant shall c onsist of five Parts as described below. A separate Notice to Proceed will be issued for each of the aforementioned Parts. By entry into this Agreement and upon the City’s issuanc e of a written "Notice to Proceed," the City contracts for the services in Part One. The Consultant shall not perform any other Part of the Agreement, and this Agreement shall not be a contract for any other Part, until further performance is authorized by the City’s issuance of a written “Notice to Proceed.” It shall, however, remain the Consultant’s offer to perform all remaining parts described herein. In the event the Cons ultant performs services wit hout the City’s prior written authorization, the Consultant will not be entitled to compensation for such services. (a) Part One. Schematic Design Phase.
(1) The Consultant shall review t he description of the Project set forth in Exhibit A and consult with designated repr esentatives of the City to ascertain the requirements of the Project.
(2) The Consultant shall conduct studies and investigations as DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
necessary to confirm requirements of design including, but not limited to, (i) consulting with the various utility agencie s, and (ii) obtaining all information and data from the respective responsible City department/division that is available in the City’s records and is required by the Consultant in connection with the consulting services including, but not limited to, maps, surveys, reports, information, restrictions, and easements. The Consultant shall notify the City if a topographic survey is required.
(3) The Consultant shall provide a preliminary evaluation of the Project taking into consideration the City’s estimate of the cost of construction (Construction Budget) of One Million Five Hundred Thousand Dollars ($1,500,000.00), including alternative approa ches to design and construction of the Project.
(4) Based upon the mutually agreed upon Project requirements and any adjustments authorized by the City in the Construction Budget, the Consultant shall design and prepare sc hematic design drawings and other documents for review, modification, if r equired, and acceptance by the City staff sufficient to show the concept and sc ope of the proposed Project and the scale and relationship of Project components.
(5) The Consultant shall submit a preliminary estimate of construction cost for review and accept ance by the City. As used herein, "construction cost" means the cost of construction under the general construction contract and does not include The Consultant’s compensation as herein provided.
Such estimate shall include, and shall sepa rately state, the co st of any add or deduct alternatives, the cost of any wo rk which may be let on a segregated bid basis and any equipment or fixtures which may be incorporated in or excluded from the general construction contract as may be necessary to stay within the Construction Budget.
(6) The Consultant shall make as many submittals as may be necessary or desirable to obtain the acc eptance by the City and shall assist the City in applying for and obtaining from applicable public agencies any approval permit, or waiver required by law, which assistance shall include, but not be limited to, making Project information available to the City.
(7) The Consultant may not rely upon any as-builts provided by the City but shall investigate the existing conditions and ascertain the adequacy of such as-builts for the Consultant’s design. The Consultant shall bring to the City’s attention any discrepancies in the as-builts that are discovered by the Consultant.
The City makes no representations regarding any as-builts. (8) Services shall be undertaken and completed in a sequence assuring expeditious completion. All services shall be rendered, and deliverables submitted within Two Hundred Ten (210) calendar days from the issuance of a Notice to Proceed for this Part unless an ex tension of time is approved in writing by the Director. Re-submittals, as necessary to obtain the acceptance by the City, shall be submitted to the City within twenty one (21) calendar days from receipt of the City’s comments unless an extension of time is appr oved in writing by the DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
Director.
(b) Part Two. Design Develo pment Phase. After review and acceptance of the schematic design phase and issuance of a written Notice to Proceed with this Part Two:
(1) Based upon the accepted sch ematic design documents and the Construction Budget, in cluding authorized revisions thereto, the Consultant shall prepare for review and acceptanc e by the City the design development documents consisting of dr awings and other documents to fix and describe the size and character of the Project as neces sary to show treatme nt of significant details. In addition, the Consultant shall pr ovide outline specifications of the work as to kinds of materials, systems, and other such design elements as may be required. Such design development documents and specifications shall be subject to review and acceptance by the City.
(2) The Consultant shall submit a revised estimate of construction cost for review and acceptance by the City. The revised estimate shall include, but shall separately state, the cost of any add or deduct alternates, any work which may be let on a segregated bid basis, and any furnishings, equipment or fixtures which may be incorporated in or excluded from the gener al construction contract as may be necessary to stay within the Construction Budget, including authorized revisions thereto.
(3) In the event that the revis ed estimate of construction cost exceeds the preliminary estimate of c onstruction cost previously accepted, excluding therefrom any add alternate, any work which may be let on a segregated bid basis and any furnishing, equipment or fixtures which was identified in Part 1 as that which may be excluded from the general construction contract, the City shall have the option of accepting or re jecting the revised estimate and the Consultant shall, at no additional cost to the City, make su ch design changes as may be necessary to reduce the revised esti mate so that it shall not exceed the preliminary estimate of construction cost previously accepted by the City. The City shall not increase the scope of the Project except by modification of this Agreement which shall include an agreed upon increase in the Consultant’s compensation. (4) The Consultant shall make as many submittals as may be necessary or desirable to obtain the acc eptance by the City and shall assist the City in applying for and obtaining from applicable public agencies any approval, permit, or waiver required by law, which assistance shall include, but not be limited to, making Project information available to the City.Services shall be undertaken and completed in a sequence assuring expeditious completion. All services shall be rendered, and deliverables submitted wit hin Zero (0) calendar days from the issuance of a Notice to Proceed for this Part unless an extension of time is approved in writing by the Director. Re-s ubmittals, as necessary to obtain the acceptance by the City, shall be submitted to the City within Zero (0) calendar days from receipt of the City’s comments unle ss an extension of time is approved in writing by the Director.
(c) Part Three. Construction Docu ment Phase. After review and DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
acceptance of the design development phase and issuance of a written Notice to Proceed with this Part Three:
(1) The Consultant shall pr epare from the accepted design development documents, detailed plans and specifications setting forth the complete work to be done, and the mate rials, workmanship, finishes and equipment, fixtures, and site work requir ed. The Consultant shall also prepare necessary bidding information, general and special conditions of the general construction contract, technical specifications of the general construction contract, and the bid proposal and general construction contract forms. Such documents shall be subject to the review and acceptance by the City. The Consultant shall cooperate with, assist and be responsive to Purchasing Manager in preparation of all document s including, without limitation, slip-sheeting final documents for printing when requested. The City’s Standard Specifications must be used by the Consultant where possible. Final drawings shall be drawn, printed, or reproduced by a process providing a permanent record in black on vellum, tracing cloth, polyester base film, or high-quality bond copy. Bid, general conditions, contract and bond document forms or formats regul arly used by the City shall be used by the Consultant unless the Director determines they would be impractical for this Project. the Consultant shall be res ponsible for assuring that the special conditions, technical specifications, and any other documents prepared by the Consultant are consistent with any documents regularly used by the City that are used for this Project.
(2) Upon request of the City, t he Consultant shall provide the calculations used to determi ne the general construction contract quantities; and structural calculations for the purpose of obtaining any building permits. (3) The Consultant shall make as many submittals as may be necessary or desirable to obtain the acc eptance by the City and shall assist the City in applying for and obtaining from applicable public agencies any approval, permit, report, statement, or waiver required by law, which assistance shall include, but not be limited to, making Project information available to the City. (4) The Consultant shall provi de the City with two (2) sets of completed plans and two (2) sets of comp leted specifications for review and final acceptance by the City. Should the plans and specifications as submitted by the Consultant not be accepted by the City, t he Consultant shall revise the plans and specifications as needed to obtain final a cceptance at no additional cost to the City.
(5) After acceptance of final corre ctions, if any, the Consultant shall provide the City with one set of accepted reproducible tracings and bid documents for the Project. In addition, the Consultant shall provide the City with one complete set of CAD/System disk files of drawings and complete disk files of specifications in the following format: .DWG.
(6) The Consultant shall submit a final estimate of construction cost for review and acceptance by the City. Such estimate shall be calculated as of the date all general construction contract documents are delivered to the City in DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
final form ready for reproduction and advertising. Such estimate shall include, but shall separately state, the cost of any add or deduct al ternates, any work which may be let on a segregated basis, and any equipment, or fixtures which may be incorporated in or excluded from the general construction contract. (7) In the event that the final estimate of construction cost exceeds the revised estimate of construc tion cost previously accepted, excluding therefrom any add alternate, any work which may be let on a segregated bid basis and any furnishings, equipment or fixtures which was identified in the final revised estimate in Part 2 as that which may be excluded from the general construction contract, the City shall have the option of accepting or rejecting the final estimate.
If the City elects to reject the final estima te, the Consultant shall at no additional cost to the City, make such design changes as may be necessary to reduce the final estimate so that it shall not exceed the revised estimate of construction cost previously accepted by the City.
(8) Services shall be undertaken and completed in a sequence assuring expeditious completion. All services shall be rendered, and deliverables submitted within eighty-five ( 85) calendar days from the issuance of a Notice to Proceed for this Part unless an extension of time is approved in writing by the Director. Re-submittals, as necessary to obtain the acceptance by the City, shall be submitted to the City within twenty-one ( 21) calendar days from receipt of the City’s comments unless an extension of time is approved in writing by the Director. (d) Part Four. Bidding Phase. A fter review and acceptance of the construction document phase and if the City elects to proc eed to bid, which shall constitute a written Notice to Proceed with this Part Four:
(1) The Consultant shall assist the City in obtaining bids. The Consultant shall not communicate with pot ential bidders regarding this Project without the express prior written authorization of the City’s Purchasing Manager. (2) The Consultant shall, withi n 7 calendar days of any request by the City, expeditiously draft and promptly provide addendum as determined by the City to be reasonable or necessary for the bidding process. (3) If the lowest responsible bid received for the general construction contract exceeds by 10% or more the final estimate of construction cost previously accepted by the City, excluding theref rom any add alternate, any work which may be let on a segregated bid basis and any furnishings, equipment or fixtures which are excluded from the general construction contract, the Consultant shall, within 14 calendar days of any request by the City, revise the plans and specifications as may be necessa ry to stay within 10% of such final estimate of construction cost, at no additional cost to the City provided such bid is received within 180 calendar days after comple tion of services in Section 1(c) of this Agreement. The Consultant shall also submit such revised plans and specifications, together with a new final estimate of co nstruction cost, to the City for review and acceptance. This proced ure, using the latest accepted final estimate of construction cost, shall, upon written notice to the Consultant from the Director, be repeated until an acceptable bid is received that does not exceed the DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
accepted final estimate of construction cost by more than 10%. (e) Part Five. Construction Phase and General Construction Contract Administration. The construction phase will begin with the aw ard of the general construction contract, which shall constitute a written Notice to Proceed with this Part Five and will terminate when a Notice of Completi on is filed. Upon award of a general construction contract for the Project and under the direction of the Director through the City’s designated Construction Manager for the Project:
(1) The Consultant shall attend t he pre-construction conference and, if called upon by the City, act on t he City’s behalf in discussing the various aspects of the construction phase.
(2) The Consultant shall review and recommend in writing to the City acceptance or non-acceptance of shop drawings, equipment and material submittals of the general construction contractor as required by the general construction contract and applicable laws and regulations in a timely manner. The period for the Consultant review shall be as specified in the general construction contract, except if such period is not so specified, the period shall be as determined in the pre-construction conference as mutually agreed upon by the City, the Consultant, and the general construction contractor.
(3) The Consultant shall, at intervals appropriate to the state of construction, familiarize itself with the progress and quality of the work and determine in general if the work is proceeding in accor dance with the general construction contract documents, and keep the City informed of the progress of the work. In the event that the Consultant’s visit to the site results in the discovery of any defect or deficiencies in the work of the general construction contractor, the Consultant shall immediately advise t he City and document, in writing, the work the Consultant deems substandard, and make recommendations where appropriate to reject any work not conforming to the intended design or specifications. Based on the Consultant ’s best knowledge, information and belief, the Consultant shall provi de the City a general written assurance that the work covered by a payment application meets the standards in the general construction contract. As to technical aspects, the Cons ultant shall provide a written judgment of the acceptability of the work for payment applications and final acceptance, subject to the City’s right to overrule the Consultant. (4) Upon written request by the Cit y, the Consultant shall render interpretations of the general constructi on contract documents necessary for the proper execution or progress of the work.
(5) Upon written request by the Cit y, the Consultant shall render written recommendations on change orders, cl aims, disputes, or other questions arising out of the general construction contract, in a timely manner.
Recommendations by the Consultant in favor of a change order that is consequently accepted by the City shall constitute approval by the Consultant who shall then approve the chang e order in writing. T he Consultant shall not unreasonably withhold written approval in the event the City accepts a change order that the Consultant recommended to be rejected. In the event of any DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
technical disputes, the Consultant sha ll provide the City with the Consultant’s written interpretation of the contract documents. The period for the Consultant review shall be as specified in the general construction contract, except if such period is not so specified, the period shall be as determined in the pre- construction conference as mutually agreed upon by the City, the Consultant, and the general construction contractor. If the City, the Consultant, and the respective general construction contractor are unable to mu tually agree on such period for the Consultant review, then the City will make the determination and that determination will be final.
(6) Upon written request by the City, the Consultant shall provide such design and specification services as may be requested by the City to implement change orders necessary for clarification or interpretation of the general construction contract documents or which may have resulted from errors or omissions by the Consultant.
(7) Where change orders arise as a result of an increase in the scope of work or are due to unforeseeable conditions, the parties may modify this Agreement, which modification shall include an agreed upon increase in the Consultant’s compensation.
(8) Upon written request of the City, the Consultant shall assist the City in the preparati on of Progress Payment Estimates and other related construction reports.
(9) The Consultant shall prov ide the City with two sets of original as-grade plans wet-stamped and si gned by the Consultant’s Engineer of Record for the Project submitted for final approval by the City’s Building and Safety Services Division of the Development and Resource Management Department on all projects located outside the Right of Way.
(10) the Consultant shall prepare Record Dr awings by updating the accepted general construction documents in Part 3 to reflect all changes or deviations that occurred during constructi on as reflected on or from each of the following: (i) the general construction contractor provided red-lined plans, (ii) those furnished by the City, (iii) the Consultant provi ded Request for Information responses, and (iv) any the Consultant bul letins, amendments, or clarifications.
The Consultant shall provide the City with one set of vellum Record Drawings for the Project within twenty-eight (28) cal endar days from receipt of red-lined field markups unless an extension of time is approved in writing by the Director. Re- submittals, as necessary to obtain the acceptance by the City, shall be submitted to the City within twenty (20) calendar days from receipt of the City comments unless an extension of time is approved in writing by the Director. In addition, the Consultant shall provide the City with one complete set of CAD/System disk files of Record Drawings in the following format: .DWG.
2. The City’s responsibilities. The City will:
(a) Provide, upon request and cooperati on of the Consultant, access to, and make all provisions necessa ry to, enter upon public or private lands as required for DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
the Consultant to perform such services and inspections as are required in development of the Project; provided, howev er, if the City is unable to obtain access to enter upon public or private lands, the C onsultant shall not be relieved from performing its services as to those public and private lands that are accessible. If the Consultant notifies the City that a topographic survey is required by the Consultant in connection with the consulting services, then the City will be responsible for conducting the topographic survey. (b) Manage and be responsible for all negotiations with owners in connection with land or easement acquisition and provide all required title reports and appraisals.
(c) With the exception of prepari ng correspondence required for design, hold all required special meetings, serve all public and private notices, receive and act upon all protests, and perform all services customarily performed by owners as are necessary for the orderly pr ogress of the work and the su ccessful completion of the Project, and pay all costs incidental thereto.
(d) Select the testing laboratory and pay the cost of borings, samplings, and other work involved in soils testing during construction. (e) Conduct onsite inspection during construction to check quality and quantity of work as conditions warrant and be responsible fo r assuring that the general construction contractor carries out all construction work in accordance with the plans and specifications. However, this does not releas e the Consultant from its responsibility to make periodic site visits under Section 1(e) for the purpose of observing the work to determine its general conformity with the pl ans and specificati ons and reporting its findings to the City.
(f) Prepare all change orders during c onstruction in cooperation with the Consultant.
(g) Prepare all Progress Payment Estimates in cooperation with the Consultant following its general assuranc e that the work covered by a payment application meets the standards in the general construction contract documents based upon the Consultant’s best knowledge, information, and belief. (h) Pay, or cause to be paid, plan c heck fees, conditional use permit fees and site plan review fees.
(i) Arrange for and pay, or cause to be paid, any fees associated with Environmental Impact Reports or Statements.
(j) Give reasonably prompt considerati on to all matters submitted by the Consultant for acceptance to the end that there will be no substantial delays in the Consultant’s program of work. For an acceptance, approval, authorization, a request, or any direction to the Consultant to be bi nding upon the City under the terms of this Agreement, such acceptance, approval, authoriz ation, request, or di rection must be in writing, duly authorized by the City and si gned on behalf of the City by the Director.
3. Compen sation.
(a) The Consultant’s sole compensat ion for satisfactory performance of all services required or rendered pursuant to this Agreement shall be a total fee of One DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
Hundred Ninety Six Thousand Two Hundred Do llars (196,200.00), and a contingency amount not to exceed Twenty Five Thousand Dollars ($25,000.00) for any additional work rendered pursuant to Subsection (d) below and authorized in writing by the Director. Such fees include all expenses incurred by the Consultant in performance of such services. (b) Detailed statements shall be rendered monthly and will be payable in the normal course of City business. Such statements shall be for an amount no greater than that attributable to the Part upon which the Consultant is then engaged as provided in Section 3(c) below.
(c) For purposes of determining the division of the total compensation to the Consultant as provided in Section 3( a) above, or should performance of any succeeding Part not be authorized by the City as provided in Section 1 of this Agreement, it is agreed that the total compensation shall be alloc ated to the five Parts of the Consultant’s performance as follows: Part 1 – Sixty Three (63%), Part 2 – Zer o (00%)], Part 3 – Twenty S even (27%)], P art 4 - Four (4%)] and Part 5 - Six (6%)]. P rior to the award of a gener al construction contract for the Pr oject, or should s uch contract not be awarded, the approved Par ts as provided above shall be utilized for purposes of determining the fee due to the Consultant.
(d) The parties may modify this Agreement to increase or decrease the scope of services or provide for the rendition of services not required by this Agreement, which modification shall incl ude an adjustm ent to the Cons ultant’s compensation. Any change in the scope of services must be made by written amendment to the Agreement signed by an authorized repr esentative for eac h party . The Consultant shall not be entitled to any additional compensation if services are performed prior to a signed written amendment. Subsequent to the dat e of completion of Part Three, changes due to Code revisions or enactments adopted after such date shall constitute additional work subject to this Section 3(d).
4. Termination, Remedies, Force Maj eure, and Consolidation of Disputes. (a) This Agreement shall terminate without any liability of the City to the Consu
ltant upon the earlier of: (i ) the Consultant’s filing for protection under the federal bankruptcy laws, or any bankruptcy petition or petition for receiver commenced by a third party against the Consultant; (ii) seven calen dar days prior written notice with or without cause by the City to the Consultant; (iii) the City’s non-appropriation of funds sufficient to meet its obligations hereunder during any City fiscal year of this Agreement, or insufficient funding for the Project; or (iv) expiration of this Agreement. (b) Immediately upon any termination or expiration of this Agreement, the Consultant shall: (i) immediately stop a ll work hereunder; (ii) immediately cause any and all of its subcontractors to cease work; and (iii) return to the City any and all unearned payments and all properties and materials in the possession of the Consultant that are owned by the City. Subject to the terms of this Agreement, the Consultant shall be paid compensation for services satisfactorily performed prior to the effective date of termination. The Consultant shall not be paid for any work or services performed or costs incurred which reasonably could have been avoided.
(c) In the event of termination due to failure of the Consultant to DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
satisfactorily perform in accordance with the terms of this Agreement, the City may withhold an amount that would otherwise be payable as an offset to, but not in excess of, the City’s damages caused by such failure. In no event shall any payment by the City pursuant to this Agreement constitute a waiver by the City of any breach of this Agreement which may then exist on the part of the Cons ultant, nor shall such payment impair or prejudice any remedy available to the City with respect to the breach. (d) Upon any breach of this Agreement by the Consultant, the City may: (i) exercise any right, remedy (in contract, law, or equity), or privilege which may be available to it under applicable laws of the State of California or any other applicable law; (ii) proceed by appropriate court action to enforce the terms of the Agreement; and/or (iii) recover all direct, indirect, consequentia l, economic, and incidental damages for the breach of the Agreement. If it is determi ned that the City impr operly terminated this Agreement for default, such termination shall be deemed a termination for convenience. (e) The Consultant shall prov ide the City with adequate written assurances of future performance, upon the request of the Director or designee, in the event the Consultant fails to comply with any terms or conditions of this Agreement. (f) The Consultant shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Consultant and without its fault or negligence such as, acts of God or the public enemy, acts of the City in its contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Consultant shall notify the Director or designee in writing as soon as it is reasonably possible afte r the commencement of any excusable delay, setting forth the full par ticulars in connection therewith, and shall remedy such occurrence with all reasonable di spatch, and shall promptly give written notice to the Director or designee of the cessation of such occurrence. (g) the Consultant agrees that, notwithstanding any contrary provision in this Agreement, any dispute arising from or relating to this Agreement (including, without limitation, disputes based on contract, tort, equity, or statute) may, at the City’s option, be joined and consolidated with any other dispute or disputes arising from or relating to the Project so that all disputes ar ising from or relating to the Project may be resolved in a single proceeding. the Consultant hereby spec ifically waives any objection it may otherwise have to such joinder and consolidation and specifically consents to mediation, arbitration or any other dispute resolution mechanism, forum or proceeding necessary to effectuate the joinder and consolidation contemplated by this provision.
5. Confidential Informati on, Ownership of Documents and Copyright License. (a) Any reports, information, or other data prepared or assembled by the Consultant pursuant to this Agreement shall not be made av ailable to any individual or organization by the Consultant without the prior wr itten approval of the City. During the term of this Agreement, and thereafter, the Consultant shall not, without the prior written consent of the City, disclose to anyone any Confidential Information. The term Confidential Information for the purposes of this Agreement shall include all proprietary and confidential information of the City, in cluding but not limited to business plans, marketing plans, financial information, desi gns, drawings, specifications, materials, compilations, documents, inst ruments, models, source or object codes and other DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
information disclosed or submitted, orally, in writing, or by any other medium or media.
All Confidential Information shall be and remain confidential and proprietary in the City. (b) Any and all original sketches, penc il tracings of working drawings, plans, computations, specifications, computer disk files, writings and other documents prepared or provided by the Cons ultant pursuant to this Ag reement are the property of the City at the time of preparation and shall be turned over to the City upon expiration or termination of the Agreement or default by the Consultan t. The Consultant grants the City a copyright license to use such drawi ngs and writings. The Consultant shall not permit the reproduction or use thereof by any other person except as otherwise expressly provided herein. The City may modify the design including any drawings or writings. Any use by the City of the aforesaid sketches, tracings, plans, computations, specifications, computer disk files, writings, and other documents in completed form as to other projects or extensions of this Project, or in uncompl eted form, without specific written verification by the Consultant will be at t he City’s sole risk and without liability or legal exposure to the Consultant. The Consultant may keep a copy of all drawings and specifications for its sole and exclusive use.
(c) If the Consultant should subcontract all or any portion of the services to be performed under this Agreement, the Consultant shall cause each subcontractor to also comply with the requirements of this Section 5.
(d) This Section 5 shall survive expiration or termination of this Agreement.
6. Professional Skill.
It is further mutually understood and agreed by and betw een the parties hereto that inasmuch as the Consultant represents to the City t hat the Consul tant and its subcontractors, if any, are skilled in the profession and shall perform in accordance with the standards of said profession necessary to perform the services agreed to be done by it under this Agreement, the City relies upon the skill of the Consultant and any subcontractors to do and perform such services in a skillf ul manner and the Consultant agrees to thus perform the services and r equire the same of any subcontractors.
Therefore, any acceptance of such services by the City shall not operate as a release of the Consultant or any subcontractors from said professional standards.
7. Indemnification.
To the furthest extent allowed by law, in cluding California Civil Code section 2782.8 the Consultant shall indemnify, hold harmless and defend the City and each of its officers, officials, employees, agents, and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage), and from any and all claims, demands and actions in law or equity (including reasonable attorney’s fees, litigation expenses and cost to enforce this agreement) that arise out of, pertain to, or relate to the negligence, recklessness or willful misconduct of the Consultant, its principals, officers, employees, agents or volunteers in the performance of this Agreement.
If the Consultant should subcontract all or any portion of the serv ices to be performed DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
under this Agreement, the Consultant shall require each subcontractor to indemnify, hold harmless and defend the City and each of its offi cers, officials, employees, agents, and volunteers in accordance with the terms of the preceding paragraph.
This section shall survive termination or expiration of this Agreement.
8. Insurance.
(a) Throughout the life of this Agreem ent, the Consultant shall pay for and maintain in full force and effect all insurance as required in Exhibit B , which is incorporated into and part of this Agreement, with an insuranc e company(ies) either (i) admitted by the California Insurance Comm issioner to do business in the State of California and rated no less than “A-VII” in the Best’s Insurance Rating Guide, or (ii) as may be authorized in writing by the City’s Risk Manager or designee at any time and in its sole discretion. The required policies of insurance as stated in Exhibit B shall maintain limits of liability of not le ss than those amounts stated ther ein. However, the insurance limits available to the City, its officers, officials, employees, agents, and volunteers as additional insureds, shall be the greater of the minimum limits specified therein or the full limit of any insurance proceeds to the named insured.
(b) If at any time during the life of the Agreement or any extension, the Consultant or any of its subcontractors/s ub-consultants fail to maintain any required insurance in full force and effect, all services and work under this Agreement shall be discontinued immediately, and all payments due or that become due to the Consultant shall be withheld until notice is received by the City that the required insurance has been restored to full force and effect and that t he premiums therefore have been paid for a period satisfactory to the City. Any failure to maintain the required insurance shall be sufficient cause for the City to terminate th is Agreement. No action taken by the City pursuant to this section shall in any way relieve the Consultant of its responsibilities under this Agreement. The phrase “fail to maintain any required insurance” shall include, without limitation, notification received by the City that an insurer has commenced proceedings, or has had proceedings commenced against it, indicating that the insurer is insolvent. (c) The fact that insur ance is obtained by the C onsultant shall not be deemed to release or diminish the liability of the Consultant, including, without limitation, liability under the indemnity provisions of this Agreement. The duty to indemnify the City shall apply to all claims and liability regar dless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of the Consultant, its principals, officers, agents, employees, persons under the supervision of the Consultant, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed directly or indirectly by any of them.
(d) If the Consultant should subcontract all or any portion of the services to be performed under this Agreement , the Consultant shall require each subcontractor/sub- consultant to provide insurance protecti on, as an additional insured, to the City and each of its officers, offici als, employees, agents, and volunteers in accordance with the terms of this section, e xcept that any required certificates and applicable endorsements shall be on file with the Consultant and the City prior to the DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
commencement of any services by the subcontractor. the Consultant and any subcontractor/sub-consultant shall establish additional insured status for the City, its officers, officials, employees, agents, and vo lunteers by using Insurance Service Office (ISO) Form CG 20 10 11 85 or both CG 20 10 04 13 and CG 20 37 04 13 or by an executed manuscript company endorsement providing additional insured status as broad as that contained in ISO Form CG 20 10 11 85.
9. Conflict of Interest and Non-Solicitation.
(a) Prior to the City’s execution of this Agreement, the Consultant shall complete a City of Fresno conflict of interest disclosure statement in the form as set forth in Exhibit C. During the term of this Agreement, the Consultant shall have the obligation and duty to immediately notify the City in writing of any change to the information provided by the Consultant in such statement.
(b) The Consultant shall comply, and require its subcontractors to comply, with all applicable (i) professional canons and requirements governing avoidance of impermissible client conflicts ; and (ii) federal, stat e, and local conflict of interest laws and regulations including, wit hout limitation, California Government Code Section 1090 et. Seq., the California Political Reform Act (California Government Code Section 87100 et. Seq.), the regulations of the Fair Political Practices Commission concerning disclosure and disqualification (2 California Code of Regulations Section 18700 et. Seq.) and Section 4-112 of the Fresno Municipal Code (Ineligibility to Compete). At any time, upon written request of the City, the Consultant shall provide a written opinion of its legal counsel and that of any subcontractor t hat, after a due diligent inquiry, the Consultant and the respective subcontractor(s) are in full co mpliance with all laws and regulations. The Consultant shall take, and require its subcon tractors to take, reasonable steps to avoid any appearance of a conflict of interest. Upon di scovery of any facts giving rise to the appearance of a conflict of interest, the Consul tant shall immediatel y notify the City of these facts in writing.
(c) In performing the work or se rvices to be provided hereunder, the Consultant shall not employ or retain the services of any person while such person either is employed by the City or is a member of any the City council, commission, board, committee, or similar City body. This requirem ent may be waived in writing by the City Manager, if no actual or potential conflict is involved. (d) The Consultant represents and wa rrants that it has not paid or agreed to pay any compensation, contingent or otherwise, direct, or indirect, to solicit or procure this Agreement or any rights/benefits hereunder. (e) Neither the Consultant, nor any of the Consultant’s subcontractors performing any services on this Project, shall bid for, assist anyone in the preparation of a bid for, or perform any services pursuant to , any other contract in connection with this Project. the Consultant and any of its subcont ractors shall have no interest, direct or indirect, in any other contract with a third party in connection with this Project unless such interest is in accordance with all applicabl e law and fully disclosed to and approved by the City Manager, in advance and in writing.
(f) If the Consultant should subcontract all or any portion of the work to DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
be performed or services to be provided u nder this Agreement, the Consultant shall include the provisions of this Section 9 in each subcontract and require its subcontractors to comply therewith.
(g) This Section 9 shall survive ex piration or termination of this Agreement.
10. Recycling Program.
In the event the Consultant maintains an office or operates a facility(ies), or is required herein to maintain or operate same, within t he incorporated limits of the City of Fresno, the Consultant at its sole cost and expense shall:
(a) Immediately establish and maintain a viable and ongoing recycling program, approved by the City’s Solid Waste Management Divis ion, for each office and facility. Literature describing the City recycling programs is available from the City’s Solid Waste Management Division and by calling City of Fresno Recycling Hotline at (559) 621- 1111.
(b) Immediately contact the City’s So lid Waste Management Division at (559) 621-1452 and schedule a free waste audi t and cooperate with such Division in their conduct of the audit for each office and facility. (c) Cooperate with and demonstrate to th e satisfaction of the City’s Solid Waste Management Division t he establishment of the re cycling program in paragraph (a) above and the ongoing maintenance thereof.
11. General Terms.
(a) Except as otherwise pr ovided by law, all notices expressly required of the City within the body of this Agreement, and not otherwise specifically provided for, shall be effective only if signed by the Director or designee. (b) Records of the Consultant’s expen ses pertaining to the Project shall be kept on a generally recognized accounting bas is and shall be available to the City or its authorized representatives upon request during regular business hours throughout the life of this Agreement and for a period of three years after final payment or, if longer, for any period required by law. In addition, all books, documents, papers, and records of the Consultant pertaining to the Project shall be available for the purpose of making audits, examinations, excerpts, and transcriptions for t he same period of time. If any litigation, claim, negotiations, audit, or other action is commenced before the expiration of said time period, all records shall be retained and made av ailable to the City until such action is resolved, or until the end of said time period whichever shall later occur. If the Consultant should subcontract all or any portion of the services to be performed under this Agreement, the Consultant shall cause each subcontractor to also comply with the requirements of this paragraph. This Section 11(b) shall survive expiration or termination of this Agreement.
(c) Prior to execution of this Agreem ent by the City, the Consultant shall have provided evidence to the City that the Consultant is licensed to perform the services called for by this Agreement (or that no license is required) . If the Consultant should subcontract all or any portion of the work or services to be performed under this DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
Agreement, the Consultant shall require each subcontractor to provide evidence to the City that subcontractor is licensed to perform the services called for by this Agreement (or that no license is required) before beginning work. (d) The Consultant’s services pur suant to this Agreement shall be provided under the supervision of Ernie Escobedo, Branch Manager, and he/she shall not assign another to supervise the Consultant’s performance of this Agreement without the prior written approval of the Director.
12. Nondiscrimination.
To the extent required by controlling federal, state, and local law, the Consultant shall not employ discriminatory practices in the provision of services, employment of personnel, or in any other respect on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental dis ability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era. Subject to the foregoing and during the performance of this Agreement, the Consultant agrees as follows:
(a) The Consultant will co mply with all applicable laws and regulations providing that no person shall, on the grounds of race, relig ious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era be excluded from participation in, be denied the benefits of, or be subject to discrimination under any program or activity made possibl e by or resulting from this Agreement.
(b) The Consultant will not discr iminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental dis ability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or vete ran of the Vietnam era. The Consultant shall ensure that applicants ar e employed, and the employees are treated during employment, without regard to their race, religious cr eed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a di sabled veteran or veteran of the Vietnam era.
Such requirement shall apply to the Consultant’s employment practices including, but not be limited to, the following: empl oyment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprentice ship. the Consultant agrees to post in conspicuous places, available to employ ees and applicants for employment, notices setting forth the provision of this nondiscrimination clause. (c) The Consultant will, in all so licitations or advertisements for employees placed by or on behalf of the Cons ultant in pursuit hereof, state that all qualified applicants will receive considerati on for employment wit hout regard to race, religious creed, color, national origin, ancest ry, physical disability, mental disability, medical condition, marital status, sex, age, se xual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era.
(d) The Consultant will send to each labor union or r epresentative of DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
workers with which it has a collective ba rgaining agreement or other contract or understanding, a notice advising such labor uni on or workers’ repr esentatives of the Consultant’s commitment under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (e) If the Consultant should subcontract all or any portion of the services to be performed under this Agreement, the Consultant shall cause each subcontractor to also comply with the requirements of this Section 12.
13. Independent Contractor.
(a) In the furnishing of the services provided for herein, the Consultant is acting solely as an independent contractor . Neither the Consult ant, nor any of its officers, agents, or employees shall be deemed an officer, agent, employee, joint venturer, partner or associate of the City for any purpose. The City shall have no right to control or supervise or direct the manner or method by which the Consultant shall perform its work and functions. However, the City s hall retain the right to administer this Agreement so as to verify that the Consultant is performing its obligations in accordance with the terms and conditions thereof.
(b) This Agreement does not evidenc e a partnership or joint venture between the Consultant and the City. The Consultant shall have no authority to bind the City absent the City’s express written consent. Except to the extent otherwise provided in this Agreement, the Consultant shall bear its own costs and expenses in pursuit thereof. (c) Because of its status as an i ndependent contractor, the Consultant and its officers, agents, and employees shall ha ve absolutely no right to employment rights and benefits available to the City employees. The Consultant shall be solely liable and responsible for all payroll and tax withholding and for providing to, or on behalf of, its employees all employee benefit s including, without limitation, health, welfare, and retirement benefits. In addition, together with its other obligations under this Agreement, the Consultant shall be solely responsible, indemnify, defend and save the City harmless from all matters relating to employment and tax withholding for and payment of the Consultant’s employees, including, without limitation, (i) compliance with Social Security and unemployment insurance withholding, payment of worker s’ compensation benefits, and all other laws and regulations governing matters of employee withholding, taxes and payment; and (ii) any claim of right or in terest in the City employment benefits, entitlements, programs and/or funds offered employees of the City whether arising by reason of any common law, de facto, leased, or co-employee rights or other theory. It is acknowledged that during the term of this Agreement, the Consultant may be providing services to others unrelated to the City or to this Agreement.
14. Notices.
Any notice required or intended to be given to either party under the terms of this Agreement shall be in writing and shall be deemed to be duly given if delivered personally, transmitted by facsimile followed by telephone c onfirmation of receipt, or sent by United States registered or certif ied mail, with postage prepaid, return receipt requested, addressed to the party to which notice is to be given at the party’s address set forth on the signature page of this Agreem ent or at such other addre ss as the parties may from DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
time to time designate by written notice. Notices served by United States mail in the manner above described shall be deemed sufficient ly served or given at the time of the mailing thereof.
15. Binding.
Subject to Section 16 below, once this Ag reement is signed by all parties, it shall be binding upon, and shall inure to the benefit of, all parties, and each parties’ respective heirs, successors, assigns, transferees , agents, servants, employees, and representatives.
16. Assignment.
(a) This Agreement is personal to the Consultant and there shall be no assignment by the Consultant of its rights or obligations under this Agreement without the prior written approval of the City Manager or designee. Any attempted assignment by the Consultant, its successors, or assigns, shall be null and void unless approved in writing by the City Manager or designee.
(b) The Consultant hereby agrees not to assign the payment of any monies due the Consultant from the City under the terms of this Agreement to any other individual(s), corporation(s) or entity(ies). The City reta ins the right to pay any and all monies due the Consultant directly to the Consultant.
17. Compliance With Law.
In providing the services required under this Agreement, the Consultant shall at all times comply with all applicable laws of the United States, the State of California and the City, and with all applicable regulatio ns promulgated by federal, state, regional, or local administrative and regulatory agencies, now in force and as they may be enacted, issued, or amended during the term of this Agreement.
18. Waiver.
The waiver by either party of a breach by the other of any provision of this Agreement shall not constitute a continui ng waiver or a waiver of any subsequent breach of either the same or a different provision of this Agreement. No provisions of this Agreement may be waived unless in writing and signed by all par ties to this Agreement. Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein.
19. Governing Law and Venue.
This Agreement shall be governed by, and c onstrued and enforced in accordance with, the laws of the State of California, excluding, however, any conflict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of this Agreement and any rights and duties hereunder shall be Fresno County, California.
20. Headings.
The section headings in this Agreement are for convenience and reference only and shall not be construed or held in any way to explain, modify, or add to the interpretation or meaning of the provisions of this Agreement.
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
21. Severability.
The provisions of this Agreement are severable. The invalidity, or unenforceability of any one provision in this Agreement shall not affect the other provisions.
22. Interpretation.
The parties acknowledge that this Agreement in its final form is the result of the combined efforts of the parties and that, should any pr ovision of this Agreement be found to be ambiguous in any way, such ambiguity shall not be resolved by construing this Agreement in favor of or against either party, but rather by construing the terms in accordance with their generally accepted meaning.
23. Attorney's Fees.
If either party is required to commence any proceeding or legal action to enforce or interpret any term, covenant or condition of this Agreement, the prevailing party in such proceeding or action shall be entitled to reco ver from the other party its reasonable attorney's fees and legal expenses.
24. Exhibits.
Each exhibit and attachment referenced in this Agreement is, by the reference, incorporated into and made a part of this Agreement.
25. Precedence of Documents.
In the event of any conflic t between the body of this Agreement and any exhibit or attachment hereto, the terms and conditions of the body of this Agreement shall control and take precedence over the terms and condi tions expressed within the exhibit or attachment. Furthermore, any terms or conditions cont ained within any exhibit or attachment hereto which purport to modify the allocation of ri sk between the parties, provided for within the body of this Agreement, shall be null and void.
26. Cumulative Remedies.
No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity.
27. No Third-Party Beneficiaries.
The rights, interests, duties, and obligations defined withi n this Agreement are intended for the specific parties hereto as identif ied in the preamble of this Agreement.
Notwithstanding anything stated to the contrary in this Agreement, it is not intended that any rights or interests in this Agreement benefit or flow to the interest of any third parties.
28. Extent of Agreement.
Each party acknowledges that they have read and fully understand the contents of this Agreement. This Agreement represents th e entire and integrat ed agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations, or agreements, either written or oral. This Agreement may be modified only by written instrument duly authoriz ed and executed by bot h the City and the Consultant.
29. The City Manager, or designee, is hereby authorized and directed to DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022)
execute and implement this Agreement. T he previous sentence is not intended to delegate any authority to the City Manager to administer the Agreement, any delegation of authority must be expressly included in the Agreement.
[SIGNATURES FOLLOW ON THE NEXT PAGE.]
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit A
IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California, on the day and year first above written.
CITY OF FRESNO,
A California municipal corporation
By:
RANDALL W. MORRISON, PE,
Assistant Director
Public Works Department
ATTEST:
TODD STERMER, CMC
City Clerk
By:
Deputy
No signature of City Attorney required.
Standard Document #DPW-S Eng. CSA,
Long Form Total Fee – Contingency (11-
2022) has been used without modification, as
certified by the undersigned.
By:
Harlavpreet S. Brar
Professional Engineer
REVIEWED BY:
Quad Knopf, Inc.,
a California Corporation
By:
Name:
Title:
(If corporation or LLC., Board Chair,
Pres. or Vice Pres.)
By:
Name:
Title:
(If corporation or LLC., CFO, Treasurer,
Secretary or Assistant Secretary)
Any Applicable Professional License:
Number:
Name:
Date of Issuance:
Nathan Sanchez
Projects Administrator
Public Works Department
Addresses:
CITY:
City of Fresno
Attention:Harlavpreet S. Brar
Professional Engineer
26oo Fresno Street, Room 4016
Fresno, CA 93721-3620
Phone: (559)
621-8616
E-mail:
[email protected]
CONSULTANT:
Quad Knopf, Inc.
Attention: Ernie Escobedo, Branch
Manager
601 Pollasky Avenue, Suite 301
Clovis, CA 93612
Phone: (559) 449-2400
E-mail: [email protected]
Ron Wathen, PE #58690
President
Amber Aguayo
CFO/COO
July 31, 1998
Ronald J. Wathen, PE
PE #58690
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit A
3. Exhibit C - Conflict of Interest Disclosure Form
Attachments:
1. Exhibit A - Scope of Services
2. Exhibit B - Insurance Requirements
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit A
EXHIBIT A
SCOPE OF SERVICES
Consultant Service Agreement between
City of Fresno (City) and Quad Knopf, Inc. (Consultant) Woodward Park Pickleball Court Project
Scope of Work
Woodward Park is located at 7775 Friant Avenue in the City of Fresno. The Project will include eight (8) to sixteen (16) new Pickleball Courts at Woodward Park. Design features for the park will include lighted courts with f encing, ADA paths of travel, and amenities such as drinking fountains, benches, landscape and irrigation, all of which are subject to review of community input collected as part of the project.
The CONSULTANT’s focus for the project will include designing new pickleball courts to meet pickleball requirements, pat hs of travel to the new pi ckleball courts and restroom, improving adjacent features and areas, including benches, drinking fountains, landscape and irrigation, and optimizing park safety thr ough the integration of area lighting around the new pickleball courts. When designing the pickleball courts and space around them, the CONSULTANT will put into consideration the court’s size, surface material, sound and overall layout.
The project documentation will include des ign and construction schedule preparation, required CEQA documentation, tribal consultation coordination, community outreach and engagement, construction plans, specifications and cost estimates at different phases, reviews including ADA/CASp, constructability, and CADD audits.
The CONSULTANT will submit necessary documents to the CITY, utility companies, and other relevant agencies for review and approval at appropriate stages. The CONSULTANT will determine review and approval requirements during out initial project meetings with the City and incorporate them into the project schedule.
Scope of Services
Part 1: Schematic Design Phase
The CONSULTANT will conduct an analysis of the existing conditions to gain a full understanding of the scope of work necessary for this Project.
The CONSULTANT will have two (2) meetings with the CITY staff, including appropriate stakeholders and/or council me mbers per the preference of the CITY. The meeting will serve to inform and gather input and gain consensus regarding the Project’s components.
The CONSULTANT will prepare a Schematic Design repor t that will include existing conditions, recommendations, a photolog, cost estimate, and concept landscape plans.
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit A
The CONSULTANT will provide two (2) initia l conceptual design plans for review and approval by CITY staff. The concepts will incl ude the configuration of the court layouts, fencing, the location of propos ed site amenities, and the accessible paths of travel. An itemized preliminary cost estimate for the conceptual designs will be prepared, from which City staff will determine whic h elements are to be included in the concept design to present to the community.
The CONSULTANT will provide electrical design to support the proposed renovations to the Woodward Park including site investigation of existing electrical infrastructure, site plan design, lighting design for pickleball c ourts, photometric analysis, single-line diagrams, energy compliance documents and calc ulations (Title 24), specifications, and submittal review.
The CONSULTANT will provide structural design services to provide structural calculations, plans, and book specifications in CSI format for construction of the structural elements of the Project. The plans and calc ulations will be designed according to the force level provisions in the 2022 California Building Code. The structural sheets will include structural notes, typical details, st ructural details, and fencing details and elevations.
The CONSULTANT will evaluate the subsurface conditions at the project site to provide geotechnical engineering design parameters and recommendations for use in the project design and preparation of construction specifications. The scope of services will include two (2) test borings at a depth of 5 fee t. Borings will be performed with portable gas- powered auger and manual hand auger. During the field investigation, bulk and undisturbed soil samples will be collected for laboratory analysis. The subconsultant will then perform two (2) laboratory Resistance Value tests to determine pertinent engineering and index properties of the soils removed from the site.
Upon agreement of a preferr ed concept, the CONSULTANT wi ll present the concept to the community via a community outreach and engagement process to be determined in collaboration with the CITY. The CONSULTANT will hol d a community meeting/open house to solicit input from the public on the project at the predetermined location.
Participants will view large-scale exhibit boards of the concept plans and the key components. Participants can view the boards at their leisure, and the CONSULTANT will be on hand to discuss the contents of the Project, followed by a formal presentation. After the completion of the community process, the final Schematic Design report integrating the final concept design and community comments will be submitted to the CITY Planning and Development Department for review and approval. A single combined set of comments from the CITY on t he conceptual design plans and preliminary cost estimate will be applied in Parts Tw o and Three – Design Deve lopment and Construction Development Phase.
The CONSULTANT will prepare CEQA Notice of Exemption (NOE) for the CITY’s transmittal to the State Clearinghouse or Fresno County Clerk, as determined necessary.
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit A
Deliverable for Part 1 Schematic Phase will include the following:
Photolog and Existing Conditions
One (1) meeting with the stakeholders
Schematic Design reports and plans
Two (2) initial conceptual landscape design plans
One (1) final concept design based on CITY and Community input Preliminary cost estimate
Electrical Design Documents for all civil plan submittals and approval Structural Design Documents for all civil plan submittals and approval PowerPoint Presentation of the renderings
Exhibit Boards of the renderings
Part 2: Design Development Phase
There is no scope of work proposed under Part 2.
Part 3: Construction Document Phase
Based on the approved conceptual design a nd construction budget, the CONSULTANT will prepare Construction Documents, details of the accepted design, and other drawings as applicable in accordance with the local and State codes, standards, and specifications.
Plans will be reviewed by the CONSULTANT’s Certified Accessibility Specialty (CASp) for ADA access requirements.
The Construction Document plans and specifications will include the following:
Title sheet and general notes
Topographic survey and demolition plan
Grading and drainage plan
Hardscape plans
Detailed sheets for the various amenities and site improvements Technical specifications, bid item descriptions incorporated into CITY provided “front end” specifications, Divisions I-VI
Deliverables for Part 3 Construction Document Phase will include the following:
One (1) 24”x36” set of 95% comp lete PS&E documents in PDF format. One (1) meeting to review and discu ss the 95% PS&E submittal in PDF format.
A set of Construction Documents and specificat ions will be submitted to CITY’s Project Manager and City of Fresno Bu ilding & Safety Departmen t for Permit review and comments.
Following the receipt of permit plan check comments from the CITY, the CONSULTANT DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit A
will prepare Final Construction Document plans and specifications and resubmit for final backcheck and approval.
Deliverables for Part 3 Final Construction Documents Phase will include the following:
One (1) 24”x36” set of 100% comp lete PS&E documents in PDF format. One (1) original set of PS&E documents by the City.
Part 4: Bidding Support Phase
The CONSULTANT will assist the CITY during the bidding process by conducting a pre- bid meeting on-site, reviewing and responding to all the questions and RFIs submitted by contractors, and issuing addenda(s) as necessary.
Part 5: Construction and Contract Administration Phase
The CONSULTANT will assist the CITY Project Manager and Construction Management Department (CMD) during construction of the site improvements by attending preconstruction meeting arranged by the CITY CMD; provide clarification, as requested, of construction documents and respond to cont ractor’s request for information (RFIs); visiting the site at appropriate intervals to observe the workmanship is in substantial conformance with the construction documents.
The CONSULTANT will conduct a preconstruction biologi cal clearance survey. The survey would be conducted by a qualified biologist to conf irm the presence/absence of any special status species or migratory avian species. The survey will be conducted 14- 30 days prior to the start of construction activities. A brief letter report outlining the results of the survey will be prepared and submitted to the City for their files. The survey is valid for a 30-day period. If construction does not start within 30 days of the survey, a new survey may be necessary.
Following completion of t he site improvements, the CONSULTANT will prepare “As- grade” plans based on CITY confirmed elevati ons and submit the plans to the CITY of Fresno.
Compensation of all services described above will be based on a percentage of the construction costs, as described in the attached Proposed Fee Budgets. Fees will be billed monthly in accordance with the work completed.
Part 1: Schematic Design Phase (63%) $ 124,050.00 Part 2: Design Development Phase (0%) $ 0.00 Part 3: Construction Document Phase (27%) $ 53,600.00 Part 4: Bidding Support Phase (4%) $ 7,360.00 Part 5: Construction Phase Services (6%) $ 11,190.00 TOTAL PROFESSIONAL SERVICES FEE $ 196,200.00
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit A
Schedule
Time allotted for each phase is described in Agreement Section1 Scope of Services and is summarized below.
Part 1: Schematic Design Phase (63%) 210 calendar days Part 2: Design Development Phase (0%) 0 calendar days Part 3: Construction Document Phase (27%) 85 calendar days Part 4: Bidding Support Phase (4%) No defined duration Part 5: Construction Phase Services (6%) No defined duration
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit B
EXHIBIT B
INSURANCE REQUIREMENTS
Consultant Service Agreement between City of Fresno
(City) and Quad Knof Inc. (Consultant)
Woodward Park Pickleball Court
MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:
1. The most current version of Insur ance Services Office (ISO) Commercial General Liability Coverage Form CG 00 01, providing liability coverage arising out of your business operati ons. The Commercial General Liability policy shall be written on an occurrence form and shall provide coverage for “bodily injury,” “property damage” and “personal and advertising injury” with coverage for premises and operations (including the use of owned and non- owned equipment), products and comp leted operations, and contractual liability (including, wit hout limitation, indemnit y obligations under the Agreement) with limits of liability not less than those set forth under “Minimum Limits of Insurance.”
2. The most current version of Commercial Auto Coverage Form CA 00 01, providing liability coverage arising out of the ownership, maintenance, or use of automobiles in the course of your business operations. The Automobile Policy shall be written on an occurrence form and shall provide coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1- Any Auto).
3. Workers’ Compensation insurance as required by the Stat e of California and Employer’s Liability Insurance.
4. Professional Liability (Errors and Om issions) insurance appropriate to the Consultant’s profession.
MINIMUM LIMITS OF INSURANCE
The Consultant, or any party the Consultant subcontracts with, sha ll maintain limits of liability of not less than those set forth below . However, insurance limits available to the City, its officers, officials, employees, agents, and volunteers as additional insureds, shall be the greater of the minimum limits specifi ed herein or the full limit of any insurance proceeds available to the named insured:
1. COMMERCIAL GENERAL LIABILITY:
(i) $1,000,000 per occurrence for bod ily injury and property damage; (ii) $1,000,000 per occurrence for personal and advertising injury; (iii) $2,000,000 aggregate for products and completed operations; and, (iv) $2,000,000 general aggregate applying separat ely to the work performed under the Agreement.
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit B
2. COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property
damage.
3. WORKERS’ COMPENSATION INSURANCE as required by the State of California with statutory limits.
4. EMPLOYER’S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
5. PROFESSIONAL LIABILITY (Errors and Omissions):
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
UMBRELLA OR EXCESS INSURANCE
In the event the Consultant purchases an Um brella or Excess insurance policy(ies) to meet the “Minimum Limits of Insurance,” this insurance policy(ies) shall “follow form” and afford no less coverage than the primary insurance policy(ies). In addition, such Umbrella or Excess insurance policy(ies) shall also apply on a primary and non-contributory basis for the benefit of the the City, its officers, officials, employees, agents, and volunteers.
DEDUCTIBLES AND SELF-INSURED RETENTIONS
The Consultant shall be responsible for pa yment of any deductibles contained in any insurance policy(ies) required herein and the Consultant shall also be responsible for payment of any self- insured retentions. Any deductibles or self-insured retentions must be declared to on the Certificate of Insu rance, and approved by, the the City’s Risk Manager or designee. At the option of t he City’s Risk Manager or designee, either:
(i) The insurer shall reduce or e liminate such deductibles or self- insured retentions as respects the City, its officers, officials, employees, agents, and volunteers; or
(ii) The Consultant shall provide a financial guarantee, satisfactory to the City’s Risk Manager or designee, guaranteeing payment of losses and related investigatio ns, claim administration and defense expenses. At no time shall the City be responsible for the payment of any deductibles or self- insured retentions.
OTHER INSURANCE PROVISIONS/ENDORSEMENTS
The General Liability and Automobile Liability insurance policies are to contain, or be endorsed to contain, the following provisions:
1. The City, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds. The C onsultant shall establish additional insured status for the City and for all ongoing and completed operations by use of ISO Form CG 20 10 11 85 or both CG 20 10 04 13 and CG 20 37 04 13 or by an executed manuscript insurance company endorsement DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit B
providing additional insured status as broad as that contained in ISO Form CG 20 10 11 85.
2. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents, and volunteers. Any available insurance pr oceeds in excess of the specified minimum limits and coverage shall be available to the Additional Insured.
3. For any claims relating to this Agreement, the Consultant’s insurance coverage shall be primary insurance with respect to the City, its officers, officials, employees, agents, and vol unteers. Any insurance or self- insurance maintained by the City, its officers, officials, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not contribute with it. The Consultant shall est ablish primary and non- contributory status by us ing ISO Form CG 20 01 04 13 or by an executed manuscript insurance company endorseme nt that provides primary and non-contributory status as broad as t hat contained in ISO Form CG 20 01 04 13.
The Workers’ Compensation insurance policy is to contain, or be endorsed to contain, the following provision: the Consultant and its in surer shall waive any right of subrogation against the City, its officers, officials, employees, agents, and volunteers.
If the Professional Liability (Errors and Omissions) insurance policy is written on a claims- made form:
1. The retroactive date must be shown and must be before the effective date of the Agreement or the commencement of work by the Consultant.
2. Insurance must be maintained, and ev idence of insurance must be provided for at least five years after completion of the Agreement work or termination of the Agreement, whichever occurs firs t, or, in the alternative, the policy shall be endorsed to provide not less than a five-year discovery period.
3. If coverage is canceled or non -renewed, and not replaced with another claims- made policy form with a retroactive date prior to the effective date of the Agreement or t he commencement of work by the Consultant, the Consultant must purchase “extended reporting” coverage for a minimum of five years after completion of the Agreement work or termination of the Agreement, whichever occurs first.
4. A copy of the claims reporting r equirements must be submitted to the City for review.
5. These requirements shall surviv e expiration or termination of the Agreement.
All policies of insurance required herein shall be endorsed to provide that the coverage shall not be cancelled, non-renewed, reduced in coverage or in limits except after thirty (30) calendar days written notice by certifi ed mail, return receip t requested, has been given to the City. The Consultant is also re sponsible for providing written notice to the City under the same terms and conditions. Upon issuance by the insurer, broker, or DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit B
agent of a notice of cancellation, non-renewal, or reduction in coverage or in limits, the Consultant shall furnish the City with a new certificate and appl icable endorsements for such policy(ies). In the event any policy is due to expire during the work to be performed for the City, the Consultant shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than fifteen (15) calendar days prior to the expiration date of the expiring policy.
Should any of the required po licies provide that the def ense costs are paid within the Limits of Liability, thereby reducing the avai lable limits by any defense costs, then the requirement for the Limits of Liability of these polices will be twice the above stated limits.
The fact that insurance is obtained by the Consultant shall not be deemed to release or diminish the liability of the Consultant, incl uding, without limitatio n, liability under the indemnity provisions of this Agreement. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of the Consultant, its principals, offi cers, agents, employees , persons under the supervision of the Consultant, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed directly or indirectly by any of them.
VERIFICATION OF COVERAGE
The Consultant shall furnish the City with all certificate(s) and applicable endorsements effecting coverage required her eunder. All certificates and applicable endorsements are to be received and approved by the City’s Risk Manager or designee prior to the City’s execution of the Agreement and before work commences. All non-ISO endorsements amending policy coverage shall be execut ed by a licensed and authorized agent or broker. Upon request of the Cit y, the Consultant shall i mmediately furnish City with a complete copy of any insurance policy re quired under this Agreement, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy. This requirement sha ll survive expiration or termination of this Agreement.
SUBCONTRACTORS - If the Consultant subcontracts any or all of the services to be performed under this Agreement, the Consultant shall require, at the discretion of the City Risk Manager or designee, subcontractor(s) to enter into a separate side agreement with the City to provide required indemnification and insurance protection. Any required side agreement(s) and associated insurance docum ents for the subcontractor must be reviewed and preapproved by the City Risk Manager or designee. If no side agreement is required, the Consultant shall require and verify that subcontractors maintain insurance meeting all the requirements stated herein and the Consultant shall ensure that the City, its officers, officials, employees, agents, an d volunteers are additional insureds. The subcontractors' certificates and endorsements shall be on file with the Consultant, and the City, prior to commencement of any work by the subcontractor.
DPW-S Eng. CSA, Long Form Total Fee – Contingency (11-2022) Exhibit C
EXHIBIT C
DISCLOSURE OF CONFLICT OF INTEREST
Woodward Park Pickleball Court
YES* NO
1 Are you currently in litigation with the City of Fresno or any of its agents?
☐ ☐
2 Do you represent any firm, organization, or person who is in liti gation with the City of Fresno?
☐ ☐
3 Do you currently represent or perform work for any clients who do business with the City of Fresno?
☐ ☐
4 Are you or any of your principals, managers, or professionals, owners or investors in a busin ess which does business with the City of Fresno, or in a busi ness which is in litigation with the City of Fresno?
☐ ☐
5 Are you or any of your principals, managers, or professionals, related by blood or marriage to any City of Fresno employee who has any significant role in the subject matter of this service?
☐ ☐
6 Do you or any of your subcontractors have, or expect to have, any interest, direct or indire ct, in any other contract in connection with this Project?
☐ ☐
* If the answer to any question is yes, please explain in full below.
Explanation:
Signature
Date
Name
Company
Address
City, State, Zip
☐ Additional page(s) attached.
QK regularly performs work for both
private and agency clients with the
City of Fresno. This project would not
conflict with any existing work in the City.
Amber Aguayo
Quad Knopf, Inc. dba QK
601 Pollasky Avenue, Suite 301
Clovis, CA 93612
July 19, 2023
X
X
X
X
X
X