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HomeMy WebLinkAboutMINUTES - 11041997 - C71 TO: - BOARD OF SUPERVISORS 250-9802/A.1.1 FROM: BARTON J. GILBERT, DIRECTOR OF GENERAL SERVICES B SE L DATE: November 4, 1997 Contra SUBJECT: APPROVING CONSULTING SERVICES AGREEMENT FOR '/' Costa ARCHITECTURAL SERVICES FOR TENANT IMPROVEMENTS AT SUMMIT CENTER, 2530 ARNOLD DRIVE,MARTINEZ,FOR HEALTH ' ` County SERVICES DEPARTMENT (WPA096) s'A'cou-N `p SPECIFIC REQUESTS OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION I. RECOMMENDATION A. APPROVE a consulting services agreement with Marcy Li Wong,Architect,2251 Fifth Street,Berkeley, for architectural services for Tenant Improvements at Summit Center, 2530 Arnold Drive, Martinez, for Health Services Department The agreement will be effective November 4, 1997 and will provide for architectural predesign and schematic design services for a health services office facility, with a payment limit of$53,500.00, which amount shall not be exceeded without prior, written authorization by the Director of General Services. B. AUTHORIZE the Director of General Services to execute the agreement and to issue written authorizations for extra work,provided that the cumulative total extra cost for all such authorizations shall not exceed $25,000.00. II. FINANCIAL IMPACT Health Services Department will provide funding for this contract. III. REASONS FOR RECOMMENDATIONSBACKGROUND A. On July 8, 1997,the Health Services Department asked the General Services Department to determine if the space at Summit Center is suitable for relocating existing health services offices from 20 Allen Street, 595 and 597 Center Avenue, Martinez. After reviewing preliminary information provided by General Services, Health Services requested, on September 23, 1997, architectural program verification and schematic design services for more definitive information on the improvements and costs required to accommodate Health Services operations in Summit Center. CONTINUED ON ATTACHMENT: X YES SIGNATURE: &6ma&& RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE APPROVE OTHER SIGNATURE(S): ACTION OF BOARD ON - D APPROVED AS RECOMMENDED OTHER VOTE OF SUPERVISORS UNANIMOUS(ABSENT 1 AYES: NOES: ABSENT: ABSTAIN: I HEREBY CERTIFY THAT THIS IS A TRUE AND CORRECT COPY OF AN ACTION TAKEN MEDIA CONTACT: BARTON J.GILBERT(313-7100) AND ENTERED ON THE MINUTES OF THE BOARD OF SUPERVISORS ON THE DATE SHOWN. CC: County Administrator's Office �B �-, � �i 199 General Services Department ATTESTED'i1i6 Architectural Division PHIL ATCHELOR,CLERK OF TH BOARD OF File:250-9802/A.5 Auditor-Controller SUPERVISORS AND COUNTY ADMINISTRATOR Health Services Department(Via A/D) Consultant(Via A/D) - BY DEPUTY H:\1998\2509802\8L00205B.WPD RDH:GB:Is Page 1 of 2 M382 (10/88) I r APPROVING CONSULTING SERVICES AGREEMENT FOR 250-9802/A.1.1 ARCHITECTURAL SERVICES FOR TENANT November 4, 1997 IMPROVEMENTS AT SUMMIT CENTER,2530 ARNOLD, MARTINEZ,FOR HEALTH SERVICES DEPARTMENT B. Consequently,the two departments discussed the project with Marcy Li Wong,Architect,who was selected on November 20, 1996 by the Architectural Selection Committee to provide architectural service for the County during 1997 and 1998. C. Negotiations with Marcy Li Wong have been completed and an appropriate agreement is ready to sign. The County must proceed with this agreement for architectural services because it does not have sufficient staff to provide the services. HAI 998\2509802\8LOO205B.WPD RDH:GB:ls Page 2 of 2 4 C , - File:PD250-9802(L)/A.1.1 CONSULTING SERVICES AGREEMENT 1. Special Conditions. These special conditions are incorporated below by reference. (a) Public Agency: CONTRA COSTA COUNTY 1220 MORELLO AVENUE, SUITE 100 MARTINEZ CA 94553 (b) Consultant's Name&Address: MARCY LI WONG,ARCHITECT 2251 FIFTH STREET BERKELEY CA 94710 (c) Project Name,Number&Location: TENANT IMPROVEMENTS AT SUMMIT CENTER, 2530 ARNOLD DRIVE, MARTINEZ FOR THE HEALTH SERVICES DEPARTMENT(WPA096) (d) Effective Date:NOVEMBER 4,1997 (e) Payment Limit:$53,500.00 (f)Completion Date:JANUARY 19,1998 (g) Liquidated Damages: NONE (h) Federal Taxpayers I.D.or Social Security No.94-3084659 (I) License No.C15547 2. Si2natures. These signatures attest the parties'agreement hereto: PUBLIC AGENCY CONSULTANT By: Date: By: Director of General Services/Purchasing Agent (Designate official capacity in the business) Type of business (sole proprietorship, government agency, partnership,corporation,etc.) If corporation,state of incorporation: By: (Designate official capacity in the business) Note to Consultant: For corporations,the contract must be signed by two officers. The first signature must be that of the chairman of the board, president or vice-president;the second signature must be that of the secretary,assistant secretary,chief financial officer or assistant treasurer.(Civ. Code,Sec. 1190 and Corps.Code,Sec.313.) The acknowledgment below must be signed by a Notary Public. CERTIFICATE OF ACKNOWLEDGMENT State of California ) ss. County of ) On the date written below, before me, the undersigned Notary Public, personally appeared the person(s) signing above for Consultant,personally known to me(or proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s)is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s),or the entity upon behalf of which the person(s)acted,executed the instrument. WITNESS my hand and official seal. Dated: [Notary's Seal] Notary Public 3. Parties. Effective on the above date,the above-named Public Agency and Consultant mutually agree and promise as follows: 4. Employment. Public Agency hereby employs Consultant, and Consultant accepts such employment, to perform the professional services described herein,upon the terms and in consideration of the payments stated herein. 5. Scope of Service. Scope of service shall be as described in Appendix A,attached hereto and made a part hereof by this reference. 6. Report Disclosure Section. Any document or written report prepared hereunder by Consultant, or a subcontractor, for Public Agency shall contain, in a separate section, the numbers and dollar amounts of this contract and all subcontracts relating to the preparation of such document or written report,provided that the payment limit specified in Section 1(e)exceeds$5,000. When multiple documents or written reports are the subject or products of this agreement, the disclosure section may also contain a statement indicating that the total contract amount represents compensation for multiple documents or written reports. *7. Insurance. Consultant shall;at no cost to Public Agency, obtain and maintain during the term hereof: (a)Workers' Compensation Insurance pursuant to state law,and(b)Comprehensive Liability Insurance,including coverage for owned and non-owned automobiles,with a minimum combined single limit coverage of$500,000 for all damages due to bodily injury, sickness or disease,or death to any person,and damage to property, including the loss of use thereof, arising out of each accident or occurrence. Consultant shall furnish evidence of such coverage, naming Public Agency,its officers and employees as additional insureds,and requiring 30 days'written notice of policy lapse or cancellation. *See Appendix A for additions,changes or deletions to this section. Page 1 of 3 File:PD250-9802(L)/A.1.1 *8. Payment. Public Agency shall pay Consultant for professional services performed at the rates shown in Appendix B attached hereto,which include all overhead and incidental expenses, for which no additional compensation shall be allowed. Notwithstanding the foregoing, those incidental expenses specifically itemized in Appendix B shall be reimbursable by Public Agency to Consultant, provided that Consultant submits copies of receipts and, if applicable, a detailed mileage log to Public Agency. In no event shall the total amount paid to Consultant exceed the payment limit specified in Sec. 1(e) without prior written approval of Public Agency. Consultant's billing statements shall be submitted at convenient intervals approved by Public Agency and shall list,for each item of services,the employee categories,hours and rates. Payment will be made within thirty(30)days after receipt of each statement. 9. Status. The Consultant is an independent contractor,and shall not be considered an employee of Public Agency. *10. Time for Completion. Unless the time is extended in writing by Public Agency, Consultant shall complete all services covered by this Agreement no later than the Completion Date listed above. *11. Record Retention and Auditing. Except for materials and records delivered to Public Agency,Consultant shall retain all materials and records prepared or obtained in the performance of this Agreement, including financial records, for a period of at least five years after Consultant's receipt of the final payment under this Agreement. Upon request by Public Agency,at no additional charge,Consultant shall promptly make such records available to Public Agency,or to authorized representatives of the state and federal governments,at a convenient location within Contra Costa County designated by Public Agency,and without restriction or limitation on their use. 12. Documentation. Consultant shall prepare and deliver to Public Agency at no additional charge the items described in Appendix A to document the performance of this Agreement and shall furnish to Public Agency such information as is necessary to enable Public Agency to monitor the performance of this Agreement. *13. Ownership of Documents. All materials and records of a finished nature, such as final plans, specifications, reports, and maps, prepared or obtained in the performance of this Agreement, shall be delivered to and become the property of Public Agency. All materials of a preliminary nature,such as survey notes,sketches,preliminary plans,computations and other data,prepared or obtained in the performance of this Agreement,shall be made available,upon request,to Public Agency at no additional charge and without restriction or limitation on their use. *14. Extra Work. Any work or services in addition to the work or services described in Appendix A shall be performed by Consultant according to the rates or charges listed in Appendix B. In the event that no rate or charge is listed for a particular type of extra work,Consultant shall be paid for the extra work at a rate to be mutually agreed on prior to commencement of the extra work. In no event shall Consultant be entitled to compensation for extra work unless a written authorization or change order describing the work and payment terms has been executed by Public Agency prior to the commencement of the work. 15. Liquidated Damages. The parties to this Agreement agree that,in the event that the services described in this Agreement are not completed on time,Public Agency will sustain damage and that it will be impracticable and extremely difficult to ascertain the actual damage which Public Agency will sustain. In the event that Consultant fails to complete all of the services described in this Agreement on or before the Completion Date listed in Section 1 above,or within the period of any authorized extension,Consultant shall pay as and for liquidated damages,the sum listed in Section I above for each calendar day that completion is delayed. *16. Termination by Public Agency. At its option,Public Agency shall have the right to terminate this Agreement at any time by written notice to Consultant,whether or not Consultant is then in default. Upon such termination,Consultant shall,without delay,deliver to Public Agency all materials and records prepared or obtained in the performance of this Agreement,and shall be paid,without duplication, all amounts due for the services rendered up to the date of termination. *17. Abandonment by Consultant. In the event that Consultant ceases performing service under this Agreement or otherwise abandons the project prior to completing all of the services described in this Agreement,Consultant shall,without delay,deliver to Public Agency all materials and records prepared or obtained in the performance of this Agreement,and shall be paid for the reasonable value of the services performed up to the time of cessation or abandonment,less a deduction for any damages or additional expenses which Public Agency incurs as a result of such cessation or abandonment. 18. Breach. In the event that Consultant fails to perform any of the services described in this Agreement or otherwise breaches this Agreement, Public Agency shall have the right to pursue all remedies provided by law or equity. Any disputes relating to the performance of this Agreement shall not be subject to non judicial arbitration. Any litigation involving this Agreement or relating to the work shall be brought in Contra Costa County,and Consultant hereby waives the removal provisions of Code of Civil Procedure Section 394. *19. Compliance with Laws. In performing this Agreement, Consultant shall comply with all applicable laws, statutes, ordinances, rules and regulations,whether federal,state or local in origin. *20. Assignment. This Agreement shall not be assignable or transferable in whole or in part by Consultant,whether voluntarily, by operation of law or otherwise;provided,however,that Consultant shall have the right to sub-contract that portion of the services for which Consultant does not have the facilities to perform so long as Consultant notifies Public Agency of such subcontracting prior to execution of this Agreement. Any other purported assignment,transfer or sub-contracting shall be void. 21. Endorsement on Plans. Consultant shall endorse all plans,specifications,estimates,reports and other items described in Appendix A prior to delivering them to Public Agency. 22. Patents and Copyrights. The issuance of a patent or copyright to Consultant or any other person shall not affect Public Agency's rights to the materials and records prepared or obtained in the performance of this Agreement. Public Agency reserves a license to use such materials and records without restriction or limitation, and Public Agency shall not be required to pay any additional fee or royalty for such materials or records. The license reserved by Public Agency shall continue for a period of fifty years from the date of execution of this Agreement,unless extended by operation of law or otherwise. *See Appendix A for additions,changes or deletions to this section. Page 2 of 3 File:PD250-9802(L)/A.1.1 *23. Indemnification. Consultant shall defend, indemnify, save and hold harmless Public Agency, its governing bodies, officers and employees from any and all claims,costs and liability for any damages,injury or death arising directly or indirectly from or connected with,the services provided hereunder and due to,or claimed or alleged to be due to, negligence or willful misconduct of Consultant, its officers, employees, agents,subconsultants,or any person under its direction or control,save and except claims or litigation arising through the sole negligence or sole willful misconduct of Public Agency,and will make good to and reimburse the indemnitees for any expenditures, including reasonable attorney's fees,the indemnitees may make by reason of such matters and,if requested by any of the indemnitees,will defend any such suits at the sole cost and expense of Consultant. 24. Heirs. Successors and Assigns. Except as provided otherwise in Section 20 above,this Agreement shall inure to the benefit of and bind the heirs,successors,executors,personal representatives and assigns of the parties. 25. Endorsements. Consultant shall not in its capacity as a consultant with Contra Costa County publicly endorse or oppose the use of any particular brand name or commercial product without the prior approval of the Board of Supervisors. In its County consultant capacity, Consultant shall not publicly attribute qualities or lack of qualities to a particular brand name or commercial product in the absence of a well- established and widely-accepted scientific basis for such claims or without the prior approval of the Board of Supervisors. In its County consultant capacity,Consultant shall not participate or appear in any commercially-produced advertisements designed to promote a particular brand name or commercial product, even if Consultant is not publicly endorsing a product, as long as the Consultant's presence in the advertisement can reasonably be interpreted as an endorsement of the product by or on behalf of Contra Costa County. Notwithstanding the foregoing,Consultant may express its views on products to other consultants,the Board of Supervisors,County officers,or others who may be authorized by the Board of Supervisors or by law to receive such views. H:\1998\2509802\8LOO202A.WPD PLP:tb Attachments Appendix A Appendix B (Form approved by County Counsel 11/91) 12/11/95 *See Appendix A for additions,changes or deletions to this section. Page 3 of 3 File: PD250-9802(L)/A.1.1 SCOPE OF SERVICES TABLE OF CONTENTS Page ARTICLE I General Intent 2 ARTICLE II Description of the Project 2 ARTICLE III Basic Services of Consultant 2 A. General 3 B. Predesign Phase 3 C. Schematic Design Phase 3 D. Design Development Phase(This section not used.) 4 E. Construction Documents Phase (This section not used.) . 4 F. Bidding and Construction Phase (This section not used.) 4 G. Copies of Documents (This section not used.) 4 H. Time Periods 4 ARTICLE IV Extra Work By The Consultant 4 ARTICLE V Consultant's Fee 5 ARTICLE VI Ownership and Use of Documents 6 ARTICLE VII Duties of Consultant 6 A. Responsibility for Construction Cost 6 B. Subconsultants 7 C. Indemnification 8 D. Insurance 8 E. Approvals 8 ARTICLE VIII Duties of Public Agency 8 ARTICLE IX Non Discrimination Requirements 9 ARTICLE X Records 9 ARTICLE XI Notices 9 APPENDIX A to Consulting Services Agreement dated November 4, 1997 between Public Agency and Marcy Li Wong. Architect for Architectural Services. APPENDIX A Page 1 of 9 File: PD250-9802(L)/A.1.1 SCOPE OF SERVICES ARTICLE I. General Intent of Agreement The Public Agency intends to lease a building and provide tenant improvements, or to perform other related work as hereinafter more fully described. Professional architectural and/or engineering skills and services not available within the organization of the Public Agency are essential for the proper and satisfactory execution of this project. For that reason the professional Consultant is hereby retained by the Public Agency. This Agreement forms the basis of the relationship between the Public Agency and the Consultant. ARTICLE II. Description of the Project A. The Project contemplated under this Agreement is Tenant Improvements at Summit Center, 2530 Arnold Drive, Martinez for the Health Services Department. B. A preliminary description of the project is as follows: This project involves tenant improvements for approximately 100,000 square feet in a four story office building. The tenant improvements must satisfy user needs, based on a preliminary program to be provided by the Health Services Department. C. The Project will be further defined as the Consultant proceeds with services, in written communications from the Public Agency to the Consultant and in the Consultant's design and construction documents approved by the Public Agency. D. The Fixed Limit of Initial Construction Contract Cost is hereby declared to be $4,995,000.00. 1. The Initial Construction Contract Cost shall be the total cost or estimated cost to the Public Agency of elements of the Project, including the building, fixed furnishings and equipment, utility extensions, adjacent street improvements and all other on and off site improvements, designed or specified by the Consultant. 2. Initial Construction Contract does not include the compensation of the Consultant and the Consultant's consultants, the cost of the land, rights-of-way, loose or unattached furniture and equipment, utility connection fees paid by the Public Agency or other costs which are the responsibility of the Public Agency as provided in Article VIII, nor does it include the cost of change orders. E. Documentation required by the California Environmental Quality Act will be prepared by the Public Agency. If compliance with the Act imposes mitigation measures which increase the scope of work and construction cost, the Public Agency will adjust the project scope of work to accommodate the mitigation measures within the Fixed Limit, or will increase the Fixed Limit. ARTICLE III. Basic Services of Consultant The Consultant shall render the services and furnish the items described as follows: APPENDIX A Page 2 of 9 File: PD250-9802(L)/A.1.1 A. GENERAL 1. A partner or directing officer shall be in charge of the project for the Consultant, shall hold current registration as an architect in the State of California and,by entering into this Agreement, shall declare that he%she is professionally competent and able to provide the professional services outlined herein by reason of his/her personal knowledge and skill and that of his/her staff of consultants retained and paid by him/her. 2. (This Subparagraph adds to Section 19 in the Agreement.) The Consultant and its subconsultants shall be fully knowledgeable of and shall perform services in compliance with laws and regulations which are published or available in written form and which are applicable when this Agreement is executed. Work shown in reports, drawings and specifications shall meet requirements of the Ordinance Code :of Contra Costa County; the California Building Standards Code, Title 24, California Code of Regulations; the Americans With Disabilities Act; other applicable State and Federal Codes and Regulations; the State Fire Marshal, the local fire district and utility companies or districts having jurisdiction. 3. At all reasonable times throughout the various stages of the project the Consultant agrees to attend meetings and conferences as the Public Agency deems necessary for the performance of Consultant's services under this Agreement. 4. Consultant shall perform such duties as may be necessary and which are usually performed as basic services by an Architect or Engineer and which are necessary for the successful completion of the project, even though not specifically called for herein. 5. The Project shall be designed (1) to provide remodeling with the lowest reasonable construction costs and (2) to minimize the maintenance and operational costs of the facility, each consistent with the Public Agency requirements set forth in the project description above, and in written communications from the Public Agency. B. PREDESIGN PHASE 1. The Consultant shall interview representatives of the Health Services Department as necessary to verify or supplement the survey work provided by that department and review relevant file material, if any, in the County Architectural Division offices to obtain the Public Agency's requirements for the project. 2. The Consultant shall prepare a report which summarizes and confirms the Public Agency's requirements for the Project in one document, to be called Program Verification Report. 3. The Program Verification Report shall be 8'/2x11 inch with modular foldout pages as required for any tabulations, diagrams or drawings. 4. The Program Verification Report shall be submitted for approval by the Public Agency before the Schematic Design Phase shall begin. C. SCHEMATIC DESIGN PHASE The Schematic Design Phase shall be based on the requirements set forth in the approved Program Verification Report and shall include: 1. Verification of actual site conditions and dimensions. APPENDIX A Page 3 of 9 File: PD250-9802(L)/A.1.1 2. Preparation of studies as required to obtain a design acceptable to the Health Services Department, the County Administrator and the County Architectural Division. 3. The final Schematic Design Documents shall be submitted to the County Architectural Division for approval and shall include: a. Floor plans drawn to at least 1/8 in. = 1 ft., showing room dimensions and floor areas, fixed and loose furniture and office equipment, and ramps (if any). The plans shall include building code tabular summary (e.g., occupancy classification(s), type of construction, allowable floor area, height and number of stories, and parking requirements). b. Site plans, if required to show proposed changes in parking configuration, changes in building or site ingress and egress, or possible future expansion. c. Outline description of work, addressing architectural, mechanical, electrical, and structural considerations. d. Recommended budget for construction. D. DESIGN DEVELOPMENT PHASE (This section not used.) E. CONSTRUCTION DOCUMENTS PHASE (This section not used.) F. BIDDING AND CONSTRUCTION PHASE (This section not used.) G. COPIES OF DOCUMENTS (This section not used.) H. TIME PERIODS (This Paragraph adds to Sections 1(f) and 10 in the Agreement). Services shall begin on the effective date (from Section 1(d) in the Agreement) of this Agreement and shall proceed immediately, subject to delays beyond the control of the Consultant, except work on each item of service as specified in this Article shall proceed by steps as provided by this Agreement, upon approval by the County Architectural Division as specified, and until such approval, Consultant shall not proceed with any subsequent item of service. ARTICLE IV. Extra Work by the Consultant (This Article adds to Section 14 in the Agreement.) The following services shall not be considered basic services unless so designated in Article III, and insofar as they cause the Consultant extra expense and if authorized in writing by the Public Agency in advance, shall be paid for by the Public Agency as provided in Agreement Section 14. APPENDIX A Page 4 of 9 File: PD250-9802(L)/A.1.1 A. Revisions or changes in plans or in instructions previously given which are requested by the Public Agency after approval of the Design Development Phase documents. Note, however, that changes which are due to Consultant's errors or omissions shall not be extra services. B. Preparation of change orders. Exception: Public Agency shall not pay for preparation of change orders issued to correct errors or omissions by the Consultant, regardless of whether the correction is beneficial or non-beneficial to the project. C. Design and construction documents and construction administration for repair of damage to the structure, when so directed by the Public Agency. D. The selection by the Consultant, at the Public Agency's request, of loose or unattached furniture and equipment or articles which are not included in the construction documents prepared by the Consultant under Article III. E. Assisting the Public Agency in arranging for the work to proceed should the Contractor default due to delinquency or insolvency. F. Providing prolonged contract administration and observation of construction when the initial construction contract time is exceeded by more than 90 days due to no fault of the Consultant. In the event that the construction contract time is extended as a result of suspension of the construction activities due to labor strikes, court orders, natural disasters, Contractor default, or any other cause beyond the control of the Public Agency or Consultant, the time period of such suspension shall not be considered construction time for the purpose of determining the period for Extra Services. The original times for completion specified in construction contracts shall be determined by the Public Agency and approved by Consultant. G. Providing services during suspension of construction when requested by Public Agency. H. Providing and accommodating code and regulatory requirements of any applicable governing agency which become newly effective after the date of this Agreement. I. Assisting the Public Agency in obtaining the Contractor's compliance with the guarantees and warranties for a period of one year following the filing of the Notice of Completion. J. Providing presentation models requested in writing by the Public Agency. Notice, however, that working or study models constructed by the Consultant for his/her own use or by his/her own choice to communicate design and construction concepts to the Public Agency shall not be extra services. K. Preparing final record drawings from the Field Record Drawings specified under Article III. Final record drawings shall be the original tracings revised to reflect the changes shown or noted on the Field Record Drawings. Deleted, changed and added items shall be "clouded" and identified with a "delta" revision symbol. Each revised sheet shall be labeled "Field Record". L. Preparing exhibits or attending meetings exclusively for purposes of CEQA processing. M. Reviewing any Contractor submittal beyond the initial submittal and one resubmittal, provided additional resubmittals are required through no fault of the Consultant. ARTICLE V. Consultant's Fee (This Article adds to Section 8 in the Agreement.) APPENDIX A Page 5 of 9 File: PD250-9802(L)/A.1.1 A. The Public Agency agrees to pay the Consultant for full performance of the basic Architectural services described herein on an hourly basis with a Payment Limit, in accordance with Sections 1(e) and 8 in the Agreement. B. Errors and omissions in documents prepared by the Consultant which are discovered before the construction contract is awarded shall be corrected by the Consultant without cost to the Public Agency. Also, Architectural and engineering services required to make changes in construction resulting from errors and omissions in the Contract Documents which are discovered after a contract is awarded shall be performed by the Consultant without cost to the Public Agency. C. The Consultant's fee specified in subheading A above, except as otherwise expressly provided in this Agreement, shall constitute full compensation to the Consultant for the basic services under this Agreement. ARTICLE VI. Ownership and Use of Documents (This Article adds to Sections 13, 16, and 17 in the Agreement.) A. Drawings and Specifications and any and all other documents and instruments prepared by the Consultant, shall, upon receipt and approval by the Public Agency, become and remain the property of the Public Agency whether the Project for which they are made is executed or not. B. In the event this Agreement is terminated for any reason whatever, before completion, all the original drawings, tracings and specifications and other pertinent documents shall be turned over to the Public Agency and shall become the property of the Public Agency, in accordance with Agreement Sections 16 and 17. Liability for damages caused by subsequent unapproved changes or use of plans, specifications, reports or documents shall be as specified in Section 5536.25(a) of the State Architectural Practice Act, i.e.: "A licensed architect who signs plans, specifications, reports, or documents shall not be responsible for damage caused by subsequent changes to or uses of those plans, specifications, reports, or documents, where the subsequent changes or uses, including changes or uses made by state or local governmental agencies, are not authorized or approved by the licensed architect who originally signed the plans, specifications, reports, or documents, provided that the Architectural service rendered by the architect who signed the plans, specifications, reports, or documents was not also a proximate cause of the damage." ARTICLE VII. Duties of Consultant A. RESPONSIBILITY FOR CONSTRUCTION COST 1. Cost considerations shall not justify breaching principles of sound Architectural and engineering design. If the cost of the work is increased beyond the Fixed Limit of Initial Construction Contract Cost, or beyond the latest approved estimate by any changes involving quality or quantity, the Consultant shall give written notice in a timely manner to the Public Agency, whether such increase is initiated by the Public Agency or the Consultant. 2. Since a Fixed Limit of Initial Construction Contract Cost has been established as a condition of this Agreement, the Consultant shall be permitted, subject to approval by the Public Agency, (a) to include contingencies for design, bidding and price escalation, (b) to determine what materials, equipment, component systems and types of construction are to be included in the Contract Documents, (c) to make reasonable adjustments in the scope of the Project and (d) to include in the Contract Documents alternate bids approved by the Public Agency to adjust the Initial Construction Contract Cost to the Fixed Limit. APPENDIX A Page 6 of 9 File: PD250-9802(L)/A.1.1 3. If the Bidding has not commenced within three months after the Consultant submits the Construction Documents to the Public Agency, the Fixed Limit of Initial construction Contract Cost shall be adjusted to reflect any change in the general level of prices in the construction industry between the date of submission of the Construction Documents to the Public Agency and the date on which proposals are sought. Adjustments shall be based on the ENR 20-cities Building-Cost Index,published by McGraw-Hill, Inc. 4. If the Fixed Limit of Initial Construction Contract Cost (adjusted as provided in Subparagraph 3 above) is exceeded by the lowest bona fide bid, the Public Agency at its option shall do one of the following: (a) award the Construction Contract if additional funds are available, (b) authorize rebidding or renegotiating of the Project within a reasonable time, (c) if the Project is abandoned, cancel in accordance with the Agreement, Section 16, or (d), require the Consultant to modify the Drawings and Specifications as necessary to comply with the Fixed Limit. If the Consultant is required to make such modifications, he/she shall furnish without cost to the Public Agency, the modified drawings and specifications in the number required by the Public Agency for rebidding. When separate, Phased Construction Contracts are used, the foregoing options shall apply to the largest general construction contract, when the lowest bona fide bid, together with the sum of the prices or estimates for all other separate construction or procurement contracts, exceed the Fixed Limit of Initial Construction Contract Cost. B. SUBCONSULTANTS (This Paragraph adds to Section 20 in the Agreement) Consultant shall employ all civil, mechanical, fire sprinkler, electrical, acoustical,. cost, communications engineers; landscape architects, and other subconsultants as necessary in the opinion of the Consultant to prepare any item of service listed in Article III. Said subconsultants shall be licensed by the State of California to perform their special services, when such licensing is required by law. All drawings prepared by subconsultants and included in the Contract Documents shall bear the signature of the appropriate subconsultant. a. Each subconsultant being considered shall receive a copy of the Agreement and shall acknowledge to the prime consultant, in writing, that he has read and understands the Agreement and, furthermore, that he agrees to assist the prime consultant with all the services and duties mentioned herein as they apply to the specialties for which he is retained as a subconsultant. b. All subconsultants retained by the Consultant shall be approved in writing by the Public Agency prior to the execution of any Agreement with a subconsultant. However, Public Agency's approval shall not create any contractual relation between Public Agency and the subconsultants employed by Consultant. C. In the event that the Consultant retains or uses the services of subconsultants or subcontractors in connection with the Project described in this Agreement, the Consultant shall enter into a written agreement with each such subconsultant or subcontractor and shall include in the agreement provisions requiring the subconsultant or subcontractor to indemnify, save and hold harmless the Public Agency, its boards, officers and employees to the same extent as the prime Consultant is required to do so. APPENDIX A Page 7 of 9 File: PD250-9802(L)/A.1.1 C. INDEMNIFICATION(This Paragraph replaces Section 23 in the Agreement) Consultant shall defend, indemnify, save and hold harmless Public Agency, its boards, officers and employees from any and all claims, demands, suits, judgments, liability, expenses and costs, including, but not limited to, reasonable attorney's fees and other costs of defense, for any damages, injury, sickness or death arising directly or indirectly from, or in any way connected with, the services.provided hereunder, and due to willful misconduct or negligent acts, errors or omissions of the Consultant or any person under the Consultant's control. The Consultant's obligations under this section shall exist regardless of concurrent negligence or willful misconduct on the part of the Public Agency or any other person; provided, however, that the Consultant's obligation to indemnify shall be limited to the proportion of willful misconduct or negligence attributable to the Consultant or any person under the Consultant's control. D. INSURANCE (This Paragraph replaces Section 7 in the Agreement) 1. Consultant shall, at no cost to Public Agency, obtain and maintain during the term hereof (a) Worker's Compensation Insurance pursuant to state law, and (b) Commercial General Liability Insurance, including coverage for owned and non-owned automobiles, with a minimum combined single limit coverage of $500,000 for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof, arising out of each accident or occurrence, and a general aggregate policy limit of$2,000,000, and (c) Professional Liability Insurance covering errors and omissions of the Consultant and his/her subconsultants in an amount not less than $250,000 in the aggregate on a claims made basis. Said Professional Liability Insurance may contain a deductible clause of not more than $25,000. 2. Consultant shall furnish evidence of such coverage, naming Public Agency, its officers and employees as additional insureds, and requiring 30 days' written notice of policy revision or cancellation. The certificate(s) shall be submitted before signing the Agreement. E. APPROVALS The Consultant agrees that approval of plans and specifications by the Public Agency shall not relieve the Consultant of the responsibility to prepare the plans and specifications in a skillful and careful manner, in accordance with the competence and care ordinarily exercised in like cases by reputable members of the Consultant's profession practicing in the same locality or similar localities. ARTICLE VIII. Duties of Public Agency A. The overall administration of the project will be accomplished by the Public Agency. B. The following will be accomplished by the Public Agency. 1. Obtain and deliver to the Consultant all necessary site information, e.g., topographic surveys and related information, soils studies and soils testing of whatever kind, etc., containing information required by the Consultant to perform its services, as ordered by the Consultant in writing prior to completion of Design Development Documents. 2. Review all sketches, drawings, specifications, proposals, contracts and other documents presented to it by the Consultant and act promptly thereon, notifying the Consultant of any and all decisions thereon. APPENDIX A Page 8 of 9 File: PD250-9802(L)/A.1.1 3. Act promptly in all matters requiring its attention so as not to unreasonably delay the work of the Consultant in the design and construction of the project. - 4. Provide all necessary construction testing services. 5. Pay all fees required by any division or department of the State of California, utility company, or other authorities having jurisdiction, for filing, processing and checking of any item of service prepared by Consultant. 6. Provide information regarding requirements for the Project, including design objectives, constraints and criteria, space requirements and relationships, flexibility and expandability, special equipment and systems and site requirements. 7. Designate a project manager to serve as a single point of communication between the Public Agency and the Consultant. ARTICLE IX. Non Discrimination Requirements Consultant shall not discriminate against any employee who is employed in the Project work or against any applicant for such employment because�of ethnic group identification, religion, age, sex, color, national origin, or physical or mental disability. ARTICLE X. Records (This Article adds to Section 11 of the Agreement) A. The Consultant shall establish an official file for this Project. The file shall contain adequate documentation of all actions taken by the Consultant with respect to the Project. B. Consultant shall maintain books, records, documents and other evidence pertinent to the Consultant's services on the Project in accordance with generally accepted accounting, engineering and Architectural principles and practices, and retain such matter for at least four years after the date of completion of the Project. C. Consultant shall make such books, records, documents, and other evidence available to the Public Agency, or any authorized representative, during the course of construction and for at least four years after completion of the Project and provide suitable facilities for access, inspection and copying thereof. ARTICLE XI. Notices Any notice that either party hereto desires or is required to give to the other, shall be in writing and shall be effected by personal delivery or by mail. In either event, notice to the Public Agency shall be at The Contra Costa County Architectural Division Office, 1220 Morello Avenue, Suite 100, Martinez, California 94553-4711. HAI 998\2509802\8L00203O.WPD RDH:PLP:tb APPENDIX A Page 9 of 9 PAYMENT A. Payment for services shall not exceed the following rates: Principal in Charge . . . . . . . . . . . . . . . . . . . . . . . $105.00 per hour Project Manager . . . . . . . . . . . . . . . . . . . . . . . . . . $ 80.00 per hour Drafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 50.00 per hour All others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.5 time D.P.E. In no case shall the 2.5 times D.P.E. exceed the Principal's hourly rate. D.P.E. is defined as direct salaries of personnel engaged on the project and the portion of the cost of their mandatory and customary benefits related to such direct salaries. Examples of mandatory and customary benefits are mandatory employer's payroll taxes (as employer's share of Social Security contributions, unemployment taxes, Workers' Compensation insurance), and customary employer's contributions to insurance and pension programs, as well as paid time off for vacations, holidays and sick leave. B. Payment to the Consultant for subconsultants authorized by the Public Agency shall be an amount equal to Consultant's direct costs, without handling mark ups. Subconsultants' invoices shall be submitted as part of Consultant's bill for services. C. Payments for the Extra Work specified in Section 14 of the Agreement shall be computed separately and such payments shall not exceed any limits specified in the Public Agency's written order or authorization to provide such Extra Work. D. Actual expenditures by the Consultant and its employees and subconsultants for the items listed in the following subparagraphs shall be reimbursable when made in the interest of the project and either authorized in writing by the Public Agency or authorized under Paragraph F below. 1. Expense of long distance communications to locations outside the Bay Region Counties, ordered or approved in advance by the Public Agency. The Bay Region counties are Contra Costa, San Francisco, Sacramento,Napa, Sonoma, Alameda, Solano, San Mateo, San Joaquin, Santa Clara and Marin. 2. Fees paid to authorities having jurisdiction over the Project for securing their approval. 3. Expense of reproductions, delivery charges and postage for Drawings, Schedules, Specifications and other documents related to the Project. 4. Expense of data processing and photographic reproduction techniques related to the Project. 5. Expense of renderings, models and mock-ups requested by the Public Agency. 6. Expense of travel outside the Bay Region Counties ordered or approved in advance in writing by the Public Agency. Such expenses shall be paid as follows: a) Travel Time: At the hourly rates specified under Paragraph A above, not to exceed eight hours per day per person. b) Other reasonable travel and subsistence expenses: Actual out-of-pocket costs, documented with receipts. Annendix B to Consulting Services Agreement dated November 4, 1997 between Contra Costa County and Marcy Li Wong, Architect. APPENDIX B Page 1 of 2 E. All other expenses, i.e. those not listed under Paragraph D above, shall not be reimbursable and shall be considered covered by the hourly rates set forth in Paragraph A. I. When any of the items listed under Paragraph D above are specified in Appendix A but are not identified as reimbursable with a reimbursement limit or allowance, or when any of the items are provided for the Consultant's own use and not at the request of the Public Agency, expenses therefor shall not be reimbursable and shall be considered covered by the hourly rates specified in Paragraph A above. 2. The Public Agency shall not pay for the Consultant's and the Consultant's subconsultants' time and expenses for transportation between the Consultant's and its subconsultants' various offices and Contra Costa County. Cost to Consultant and its subconsultants for such transportation shall be considered included in the hourly rates specified above. F. Expenses for the following shall be reimbursable and shall not exceed the limit(s) indicated. Such limits are included within the Payment Limit specified in Section 1(e) of the Agreement, i.e, reimbursement shall not be in addition to the Payment Limit specified in the Agreement. Description Reimbursement Limit Items listed above in sections D.3 &D.4 $1,500.00 G. Payments shall be in accordance with Section 8 in the Agreement and shall be made monthly on presentation of the Consultant's statement of services rendered or reimbursable expenses incurred, if any, on the basis of the rates set forth in Paragraph A above. The monthly statements shall include a breakdown of expenses and hours by classification and rate. *END OF APPENDIX B* H:\1998\2509802\81,002040.WPD PLP:tb APPENDIX B Page 2 of 2 e QUESTIONNAIRE FOR DETERMINING PAYMENT METHOD FOR CONTRACTORS All new or renewal independent contractor agreements that do not meet IRS criteria for independent contract status must be paid through the payroll system so that withholding taxes and Social Security can be deducted (note: this does . not apply in the case of contracts with corporations, temporary help agencies, partnerships or established businesses with Taxpayer.Identification Number) . For completion by Department Personnel for ALL contracts: Is this contractor a corporation or partnership? YES NO Does the contract have a taxpayer identification number? YES NO If yes, I.D. # .30y�{(vS If above are "yes", please sign, have contractor sign below and have an authorized department signature review and. sign, and submit with contract. If above are "no," please complete following questions, sign, have contractor sign, and submit for review and approval to an authorized signature. YES NO a. Do I, as the employer, have the right to control not only the result of the work, but also the way in which it is done? b. Am I setting the independent contractor's hours? C. Is the independent contractor restricted from taking jobs from other businesses at the same time they are working for me? d. Do I or other departments have employees with similar duties as the independent contractor? e. Does the County supply assistants to the contractor? ( ) f. Is the duration of employment for a specific period of time rather than a specific job? g. Does the County furnish training, tools, or equipment to the contractor? ( ) A "yes" answer to any of the questions "a" through "g" will constitute justification for paying� thhe. contractor through the payroll system. CONTRACTOR CEIFIC�O� PREPARED BY: I certify that the answers to the �• - above questions accurately reflect (ate /0-711-I`, the anticipated working relationship. - REVIEWED AND APPROVED BY: VWX CONTRACTOR'S SIGNATURE QUESTION.FRM 8-9-93 is