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HomeMy WebLinkAboutMINUTES - 04141998 - C130-C134 _. ._.._. ......_.. ............... _ .... . ........ ... ....._... ......... ......... ......... ......... .._...... _. _.. ......... ......... ......... ............... ...................................................................... DATE: 64- 1+ ITEM , CONSIDEREDWITH. . . . . . . . . . . . .. . . . . , . . . LISTEDIN ERROR. . . . . . . . . . . . . . . . . . . . . . DELETED. . . . . . . . . . . . . . . . . . . . Vr l 6 ! Contra TO. BOARD OF SUPERVISORS � : Costa County FROM: DENNIS M. BARRY, AICP COMMUNITY DEVELOPMENT DIRECTOR DATE: March 18, 1998 SUBJECT: Contract for Mitigation Monitoring services - Country Club at Gale Manch, Dougherty Valley SPECIFIC REQUEST{8} OR RECOMMENDATION(S) & BACKGROUND AND JUSTIFICATION RECOMMENDATIONS Authorize the Community Development Director or designee to execute on behalf of the County, the following amendments to the contract with Debra Sanderson: A. Increase the payment limit from $14,900. 00 to $35, 040. 00, for services not to exceed $35,040.00. B. Extend the term of the contract from December 31, 1997 to June 30, 1999. FISCAL IMPACT There is no fiscal impact to the County. The cast of Mitigation Monitoring Services is paid for by the developer. BACKGROUND/REASONS FOR RECOMMENDATIONS The Community Development Department contracted with Debra Sanderson in December of 1996 to provide Mitigation Monitoring Services for Country Club at Gale Ranch. The approval would authorize the contract amendment to be adequately funded, and allow services to continue through June 30, 1999 . Failure to authorize the amendment would jeopardize adequately monitoring the project, for compliance with the conditions of approval and the Agreement to Settle Litigation Relating to the Daugherty Valley Specific Plan, General Plan Amendment, and Environmental Impact Report. CONTINUED ON ATTACHMENT: YES SIGNATURE &L)A'n RECOMMENDATION OF COUNTY ADMINISTRATO1t RECOMMENDATION OF BOARD Ct3Mt�2; TEE APPROVE. OTHER SIGNATURE(S) : ACTION OF BOARD ON APRI 4 P APPROVED AS RECOMMENDED OTHER VOTE OF SUPERVISORS t` I HEREBY CERTIFY THAT THIS IS A I UNANIMOUS (ABSENT TRUE AND CORRECT COPY OF AN AYES: NOES: ACTION TAKEN AND ENTERED ON THE ABSENT: ABSTAIN: MINUTES OF THE BOARD OF SUPERVISORS ON THE DATE SHOWN. Contact:Debbie Chamberlain - 335-1213 APR4 Orig: Community Development Department ATTESTED cc: Debra Sanderson PHIL BATCHELOR, CLERIC OF David Joslin - CDD TIME BOARD OF SUPERVISORS Auditor-Controller - Judy Coons AND COUNTY ADMINISTRATOR BY J8 , DEPUTY ell TO: BOARD OF SUPERVISORS 250-9702/A.1.1 FROM: BARTON J. GILBERT, DIRECTOR OF GENERAL SERVICES DATE: April l4, 199$ - Contra SUBJECT: APPROVING THE SECOND AMENDMENT TO THE CONSULTING Costa SERVICES AGREEMENT FOR ARCHITECTURAL SERVICES FOR4"+C3Ul.1t REMODELING AND ADDITION,40 GLACIER DRIVE,MARTINEZ ,7 FOR SHERIFF DISPATCH (WH354D) SPECIFIC REQUESTS OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION 1. RECOMMENDATION A. APPROVE a Second Amendment authorizing extra work under the Consulting Services Agreement dated August 15, 1997,with Marcy Li Wong Architect, for architectural services for Remodeling and Addition, 40 Glacier Drive,Martinez for Sheriff Dispatch. The Second Amendment increases the scope of services and increases the payment limit, as modified by Amendment No. 1, from$143,438.00 to $146,500.50. B. AUTHORIZE the Director of General Services to execute the Second Amendment to the consulting services agreement,and to issue written authorizations for extra work,in addition to the authorizations for Amendments 1 and 2, provided that the cumulative total extra cost for such additional authorizations shall not exceed$25,000.00. II. FI1,.�ANCIAL IMPACT Sufficient funds are available in the Plant Acquisition Account for this project to cover this increase in the Consultant's payment limit. III. REA FOR RECOMMEMA—TIONS/BACKGRaLIND This Second Amendment increases the scope of services to cover the costs of design and construction documents for replacing existing mechanical units, to ensure dependable 24 hour a day operation as recommended by the County Stationary Engineers. CONTINUED ON ATTACHMENT:____YES SIGNATURE: &Wft0q&& RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE APPROVE OTHER SIGNATURE(S): ACTION OF BOARD ON APR 14 APPROVED AS RECOMMENDED. OTHER VOTE OF SUPERVISORS fi£ V UNANIMOUS(ABSENT y } 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 CC: County Administrator's Office OF SUPERVISORS ON THE DATE SHOWN. General services Department APR 14 1996 Architectural Division ATTESTED Accounting PHIL BATCHELOR,CLERK OF THE BOARD OF File:Auditor-Controller SUPERVISORS AND COUNTY ADMINISTRATOR Audi#c7r-Control#eP County Counsel Sheriff-Coroner(Via A/D) r ' Consultant(Via A/D) BY DEPUTY f ,f H:119971250970217L00248B.WPD RDH:GB:ls Page 7 of 1 M382 (10/88) File:250-9702/A.I SECOND AMENDMENT TO CONSULTING SERVICES AGREEMENT FOR ARCHITECTURAL SERVICES REMODELING AND ADDITION,40 GLACIER DRIVE,MARTINEZ FOR SHERIFF DISPATCH (WH3S4D) I. Ef'f'ective Rge a id Partics: Effective February 1, 1998,Marcy Li Wong,Architect(herein called"Consultant"),a California Corporation, and the County of Contra Costa(herein called"County"),a political subdivision of the State of California,mutually agree as follows: 2. Purposy. On August 15, 1997,the parties entered into a contract entitled"Consulting Services Agreement,"referred to as the"Agreement," which covers schematic design, design development, construction documents, and bidding and construction phases. The Agreement has previously been amended by Amendment No. 1,dated December 4, 1997. The parties desire to further amend the Agreement to expand the scope of service and to increase the payment limit accordingly. 3. AmendMe ts_to Agreement: A. In the Agreement,Paragraph I(e),change the Payment Limit,as modified by Amendment No. 1,from$143,438.00 to$146,540.50,an increase of$3,062.50. This change shall apply to charges from and after February 1, 1998. B. In accordance with Paragraph 14 of the Agreement,provide extra architectural and engineering services for: Resign and construction documents for replacing existing mechanical units to ensure dependable 24 hour a day operation as recommended by the County Stationary Engineers. 4. Effect: Subject to the revisions made by this and any prior amendments,the Agreement shall remain in full force and effect. 5. Signature: These signatures attest the parties'agreement hereto: P BLI ,A-CEN Y CONSULTANT By: Elate: By: Barton J.Gilbert (Designate official capacity in the business) Director of General Services Type of business(sole proprietorship,government agency,partnership,corporation,etc.) If corporation,state of incorporation:____: _ By: (Designate official capacity totebusiness) 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/shelthey 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 Public [Notary's Sea]) RECOMMENDED FOR APPROVAL: By APPROVED AS TO FORM: Deputy County Administrator VICTOR J.WESTMAN County Counsel By R\1997�2sa97a2v7L0oz51 A.WPP Deputy 3s 4/1/98 Page I of I { OJ �J File: 250-95119/B.4.4 THE BOARD OF SUPERVISORS CONTRA COSTA COUNTY,CALIFORNIA Adopted this Order on April 14, 1998 by the following vote: AYES: Supervisors Uilkema, Gerber, DeSaulnier, Roger NOES: None ABSENT: Supervisor Canciamilla SUBJECT: Award of Contract for Remodeling Third Floor, 1111 Ward Street,Martinez for District Attorney Budget Line Item No. 4405.4224 Authorization No. 0928-WH224F Bider Total Mount Bondi Amounts T. L. Bartz Construction $528,000.00 Payment; $264,000.00 1815 Arnold Drive#32 Performance; $528,000.00 Martinez,California 94553 McFadden Construction Stockton,California Gansek,Inc. Berkeley, California Patrick M. Donaghue Benicia,California Sausal Corporation San Leandro,California Page Construction Company Novato,California BRCO Constructors,Inc. Loomis,California Fred Hearn Construction Vacaville,California William Dahn Construction Bay Point,California Younger-Wunar,Inc. El Cerrito, California Bollo Construction Davis,California P. J.Atkinson Construction Walnut Creek,California R.G.M. &Associates Concord,California Cal Interstate Construction, Inc. Concord,California Zovich Construction Castro Valley, California Page 1 of 2 REMODELING THIRD FLOOR, 1111 WARD STREET 250-951198.4.4 MARTINEZ FOR DISTRICT ATTORNEY April 14, 1998 Leeds Development Corporation dba Leeds Construction Company Orinda, California Richlen Commercial Interiors Pleasant Hill,California R&C Construction Middletown, California The above-captioned project and the plans and specifications therefor having been previously approved, Addendum No. 1 having been issued and approved, and bids having been duly invited and received by the Director of General Services on March 26, 1998; and The Director of General Services recommending that the bid listed first above, T. L. Bartz Construction ("Bartz"), is the lowest responsive and responsible bird, and. this Board concurring and so finding; NOW, THEREFORE, The Board ORDERS that the contract for the furnishing of labor and materials for said work is awarded to Bartz at the listed amount and at the prices submitted in said bid, and that said contractor shall present two good and sufficient surety bonds as indicated above, and that the General Services Department shall prepare the contract therefor; and The Board FURTHER ORDERS that after the contractor has signed the contract and returned it, together with the bonds as noted above and any required certificates of insurance or other required documents, and after the Director of General Services has reviewed and found them to be sufficient, the Director of General Services is authorized to sign the contract for this Board; and The Board FURTHER ORDERS that in accordance with the project specifications and/or upon signature of the contract by the Director of General Services, any bid bonds posted by the bidders are to be exonerated and any checks or cash submitted for security shall be returned; and The Board FURTHER ORDERS that the Director of General Services is authorized to sign any escrow agreements prepared for this project to permit the substitution of securities for moneys withheld by the County to ensure performance under the contract, pursuant to Section 22300 of the Public Contract Code. I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. APR 14 1998 ATTESTED:, BATCHELOR, Clerk of the Board of Survisars and County Administrator By Deputy v. Orig. Dept.-General Services Dept. -Architectural Division cc: General Services Department Architectural Division G.S. Accounting File: 250-95119/A.5 Auditor-Controller County Counsel Contract Compliance Officer(Via Arch. Div.) Contractor(Via Arch. Div.) H:\1995\25095119\SL,1193 S B.PNPB 1s Page 2 of 2 a.''+ 125 GENERAL SERVICES DEPARTMENT Architectural Division 1220 Morella Avenue,Suite 100 Martinez,California.94553-4711 (510)313-7200 FAX: 313-7299 MEMORANDUM Date: March 31, 1998 File: 250-95119/B.4.4 TO: Board of Supervisors FROM: Barton J. Gilbert,Direct*oene*ra1erv!c&es SUBJECT: CONTRACT AWARD RECOMMENDATION; Agenda Date April 14, 1998; Authorization No.WH224F Bids for Remodeling Third Floor, 1111 Ward Street,Martinez for District Attorney,were received and opened at the County Architectural Division Offices on Thursday,Mauch 26, 1998. It is recommended that the Board of Supervisors award the construction contract to the lowest responsible bidder,T. L.Bartz Construction of Martinez,in the amount of$528,000.00. The initial construction contract estimate was$558,000.00. Other bids received were as follows: Total Bid 1. McFadden Construction $559,000.00 Stockton,California 2. Gansek,Inc. $562,895.00 Berkeley,California 3. Patrick M. Donaghue $569,000.00 Benicia,California 4. Sausal Corporation $577,770.00 San Leandro,California 5. Page Construction Company $578,739.00 Novato,California 6. BRCO Constructors,Inc. $589,000.00 Loomis,California 7. Fred Hearn Construction $592,350.00 Vacaville,California 8. William.Dahn Construction $595,000.00 Bay Point,California 9. Younger-Wunar,Inc. $500,400.00 El Cerrito,California 10. Bollo Construction $604,850.00 Davis,California Board of Supervisors March 31, 1998 REMODELING THIRD FLOOR, 1111 WARD STREET, 250-95119/8.4 MARTINEZ Page 2 11. P. J. Atkinson Construction $619,913.00 Walnut Creek,California 12. R.G.M. &Associates $620,038.00 Concord.,California 13, Cal Interstate Construction,Inc. $627,000.00 Concord,California 14. Zovich Construction $630,000.00 Castro Valley,California 15. Leeds Development Corporation $652,393.00 dba Leeds Construction Company Orinda,California 16. Richlen Commercial Interiors $680,000.00 Pleasant Dill,California 17. R&C Construction $709,000.00 Middletown,California H:t 1 995125095 1 1 915 L 11934M.W PD 1s Attachment cc: County Administrator's Office County Counsel Clerk of the Board(w/bids) Contract Compliance Officer i TO: BOARD OF SUPERVISORS `r Contra FROM: Steven A. Steinbrecher, Director.of Costa Information Technology ; Y k County DATE: March 26, 1998 r�'Sla r�dr�yc SUBJECT: Consulting Services SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION I. RECOMMENDED ACTION: Approve and authorize the Chair of the Board of Supervisors to execute an agreement with Darrell Jefferson Inc. for the period February 1, 1998 to June 30, 1998 with a payment limit of$40,000. II. FINANCIAL IMPACT: None. Funding is already approved. III. REASON FOR RECOMMENDATION AND BACKGROUND: The current contract will allow Darrell Jefferson to assist Auditor and Human Resources staff with PeopleSoft modifications necessary to perform required payroll functions. CONTINUED ON ATTACHMENT: YES SIGNATURE:`. RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE APPROVE OTHER SIGNATURE(S): APR i it 1999 ACTION OF BOARD ON APPROVED AS RECOMMENDED ._! __ OTHER VOTE OF SUPERVISORS I HEREBY CERTIFY THAT THIS IS A TRUE UNANIMOUS(ABSENT } AND CORRECT COPY OF AN ACTION TAKEN AYES: NOES: AND ENTERED ON THE MINUTES OF THE BOARD ABSENT: ABSTAIN: OF SUPERVISORS ON THE DATE SHOWN. APR 14 7998 ATTESTED Contact: PHIL BATCHELOR,CLERK OF THE BOARD OF cc: SUPERVISORS AND COUNTY ADMINISTRATOR Information Technology-All Copies BY i d i _O dA titer _DEPUTY i 13 f Contra Costa County Number: Standard Form 1187 STANDARD CONTRACT Fund: 1695 (Purchase of Services) Account: 2310 1. Contract Identification: Department: CAO/Department of Information Technology Subject: Consulting Agreement 2. Parties. The County of Contra Costa,California(County,for its Department named above,and the following named Contractor mutually agree and promise as follows. Contractor: Darrell Jefferson Capacity: Individual Taxpayer€D:573-47-3870 Address: 8028 McCormick Ave. Oakland,Ca. 94605 3. Term: The effective date of this Contract is February 1, 1998 and it terminates June 30,1998 unless sooner terminated as provided herein. 4. Payment Limit. County's total payments to Contractor under this Contract shall not exceed$40,000. 5. County's Obli ations, County shall make to the Contractor those payments described in the Payment Provisions attached hereto which are incorporated herein by reference,subject to all the terms and conditions contained or incorporated herein. 6. Contractor's Obligations. Contractor shall provide those services and carry out that work described in the Service Plan attached hereto which is incorporated herein by reference,subject to all the terms and conditions contained or incorporated herein. 7. General and Special Conditions. This Contract is subject to the General Conditions and Special Conditions (if any) attached hereto, which are incorporated herein by reference. 8. Proiect. This Contract implements in whole or in part the following described Project, the application and approval documents of which are incorporated herein by reference: See attached Service Plan 9, Legal Authority, This Contract is entered into under and subject to the following legal authorities: California Government Code Section 25502.5 and 31000. % Signatures. These signatures attest the parties'agreement hereto: COUNTY OF CONTRA COSTA CALIFORNIA BOARD OF SUPERVISORS Attest: Phil Batchelor,Clerk of the Board of Supervisors and County Administrator Chai n/Desggnae r' Deputy CONTRACTOR By: By:b - gAk,- -- LJ WW (Designate official business capacity A.) (Designate official business capacity B.) Note to Contractor: For corporations(profit or nonprofit),the Contract must be signed by two officers. Signatures A must be that of the president or vice-president and Signature B must be that of the secretary or assistant secretary(Civil Code Sec. 1190 and Corporations Code Sec, 313). All signatures must be acknowledged as set forth on page two. Contra Costa County Standard Form(Rev. 1195) APPROVALSIACKNQWLEDGMENT !Number APPROVALS RECOMMENDED BY DEPARTMENT FORM APPROVED COUNTY COUNSEL APPROVED. COUNTY ADMINISTRATOR By; �� r ignee ACKNOWLEDGMENT STATE OF CALIFORNIA ) )ss. COUNTY OF CONTRA COSTA ) ACKNOWLEDGMENT STATE OF CALIFORNIA ) )ss' COUNTY OF CONTRA COSTA ) before me, e.(insert name and title of the officer),personally appeared e t or proved to me on the basis of satisfactory evidence)to be the personk whose name( is*A subscribed to the within instrument and acknowledged to me that het of executed the same in his/tvUllwi authorized capacity and that by hisW$4signature on the instrument the person(,or the entity upon behalf of which the person}acted,executed the instrument. SURRITT rrr Cornmlsgw#11442.98 WITNESS MY HAND AND OFFICIAL SEAL. -s Notary Putfiic-caufaroatMY y Contro ccoo City ACKNOWLEDGMENT(by Corporation,Partnership,or Individual) (Civil Code§1189) Contra Costa County Standard Form 6/90 Number PAYMENT PROVISIONS (Fee Basis Contracts) 1. Payment Amounts: Subject to the Payment Limit of this Contract and subject to the following Payment Provisions,County will pay Contractor the following fee as full compensation for all services,work,expenses or costs provided or incurred by Contractor. (Check one alternative only.) CI a. $ monthly,or C b. $65.00 per unit,as defined in the Service Plant,or Q c. $ _after completion of all obligations and conditions herein. 2. Payment Demands. Contractor shall submit written demands. Said demands shall be made on County Demand Form D-15 and in the manner and form prescribed by County, Contractor stall submit said demands for payment no later than 30 days from the end of the month in which the Contract services upon which such demand is based were actually rendered. upon approval of said payment demands by the head of the County Department for which this Contract is made, or his designee, County will make payments as specified in paragraph 1. (Payment Amounts)above. 3. Penalty for Late Submission. When Contractor fails to submit to County a timely demand for payment as specified in Paragraph 2.(Payment Demands)above,and as a result of Contractor's late submission the County is unable to obtain reimbursement from the State of California or otherwise;to the extent the County's recovery of funding is prejudiced, County shall not pay Contractor for such services, even though such services were fully provided. 4. Right.to Withhold. County has the right to withhold payment to the Contractor when, in the opinion of the County expressed in writing to the Contractor, (a) the Contractor's performance, in whole or in part, either has not been carried out or is insufficiently documented, (b) the Contractor has neglected,failed or refused to furnish information or to cooperate with any inspection, review or audit of its program, work or records,or(c)Contractor has failed to sufficiently itemize or document its demand(s)for payment. 5. Audit Exceptions. Contractor agrees to accept responsibility for receiving, replying to, and/or complying with any audit exceptions by appropriate County,State or Federal Audit Agencies occurring as a result of its performance of this Contract. Contractor also agrees to pay to the County within 30 days of demand by County the full amount of the County's obligation, if any, to the State andfor Federal government resulting from any audit exceptions,to the extent such are attributable to the Contractors failure to perform property any of its obligations under this Contract. Initials: Contractor County Dept. Contra Costa County Standard Form 1187 Number GENERAL CONDITIONS {Purchase of Services} 1. Compliance with Law. Contractor shall be subject to and comply with all Federal, State and local taws and regulations applicable with respect to its performance under this Contract, including but not limited to, licensing,employment and purchasing practices; and wages, hours and conditions of employment,including nondiscrimination. 2. Inspection. Contractor's performance, place of business and records pertaining to this Contract are subject to monitoring, inspection, review and audit by authorized representatives of the County,the State of California,and the United States Government.. 3, Records. Contractor shall keep and make available for inspection and copying by authorized representatives of the County, the State of California, and the United States Government, the Contractor's regular business records and such additional records pertaining to this Contract as may be required by the County. a. Retention of Records. The Contractor shall retain all documents pertaining to this Contract for five years from the date of submission of Contractor's final payment demand or final Cost Report; for any further period that is required by law; and until all Federal/State audits are complete and exceptions resolved for this Contracts funding period. Upon request, Contractor shall make these records available to authorized representatives of the County,the State of California,and the United States Government b. Access to Books and Records of Contractor,Subcontractor. Pursuant to Section 1861 (v)(1)of the Social Security Act,, and any regulations promulgated thereunder, Contractor shall, upon written request and until the expiration of four years after the furnishing of services pursuant to this Contract,make available to the Secretary of Health and Human Services or to the Comptroller General, or any of their duly authorized representative, this Contract and books, documents, and records of Contractor that are necessary to certify the nature and extent of all costs and charges hereunder. Further, if Contractor carries out any of the duties of this Contract through a subcontract with a value or cost of$10,006 or more over a twelve-month period, such subcontract shall contain a clause to the effect that upon written request and until the expiration of four years after the furnishing of services pursuant to such subcontract,the subcontractor shall make available, to the County,to the Secretary or to the Comptroller General, or any of their dully authorized representatives, the subcontract and books, documents, and records of the subcontractor that are necessary to verify the nature and extent of all costs and charges thereunder. This special condition is in addition to any and all other terms regarding the maintenance or retention of records under this Contract and is binding on the heirs,successors,assigns and representative of Contractor. 4. Reporting Requirements., Pursuant to Government Code Section 7550, Contractor shall include in all documents or written reports completed and submitted to County in accordance with this Contract, a separate section listing the numbers and dollar amounts of all contracts and subcontracts relating to the preparation of each such document or written report. This section shall apply only if the payment limit under this Contract exceeds$5,000. 5. Termination. a.Written Notice. This Contract may be terminated by either party, at their sole discretion,upon thirty-day advance written notice thereof to the other,and may be canceled immediately by written mutual consent. b.Failure to Perform The County,upon written notice to Contractor,may immediately terminate this Contract should the Contractor fail to perform properly any of its obligations hereunder. In the event of such termination, the County may proceed with the work in any reasonable manner it chooses. The cost to the County of completing Contractor's performance shall be deducted from any sum due the Contractor under this Contract,without prejudice to the County's rights otherwise to recover its damages. c.Cessation of Funding. Notwithstanding Paragraph 5.a. above, in the event that Federal, State,or other non County funding for this Contract ceases,this Contract is terminated without notice. 6. Entire Agreement, This Contract contains all the terms and conditions agreed upon by the partes. Except as expressly provided herein, no other understanding, oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind any of the parties hereto. Contra Costa County Standard Form 1/87 Number --GENEML CONDiT1ONS (Purchase of Services) 7. Further Specifications for Operating Procedures. Detailed specifications of operating procedures and budgets required by this Contract, including but not limited to monitoring,evaluating,auditing,billing,or regulatory changes,may be developed and set forth in a written informal Agreement between the Contractor and the County. Such Informal Agreements shalt be designated as such and shall not be amendments to this Contract except to the extent that they further detail or clarify that which is already required hereunder. Such Informal Agreements may not enlarge in any manner the scope of this Contract, including any sums of money to be paid the Contractor as provided herein. Informal Agreements may be approved and signed by the head of the County Department for which this Contract is made or his designee. 8. Modifications and Amendments. a.General Am,endments. This Contract may be modified or amended by a written document executed by the Contractor and the Contra Costa County Board of Supervisors or,after Board approval,by its designee,subject to any required State of Federal approval. b.Administrative Amendments. Subject to the Payment Limit, the Payment Provisions and the Service Plan may be amended by a written administrative amendment executed by the Contractor and the County Administrator or his designee, subject to any required State or Federal approval, provided that such administrative amendments may not materially change the Payment Provisions or the Service Plan. 9. Disputes. Disagreements between the County and Contractor concerning the meaning,requirements,or performance of this Contract shall be subject to final determination in writing by the head of the County Department for which this Contract is made or his designee or in accordance with the applicable procedures(if any)required by the State or Federal Government. M Choice of Law and Personal Jurisdiction. a.This Contract is made in Contra Costa County and shall be governed and construed in accordance with the flaws of the State of California. b.Any action relating to this Contract shall be instituted and prosecuted in the courts of Contra Costa County, State of California. 11. Conformance with Federal and State Regulations and laws. Should Federal or State regulations or laws touching upon the subject of this Contract be adopted or revised during the term hereof, this Contract shall be deemed amended to assure conformance with such Federal or State requirements. 12. No Walver!sL County. Subject to Paragraph 9.(Disputes)of these General Condition,inspections or approvals,or statements by any officer, agent or employee of the County indicating the Contractor's performance or any part thereof complies with the requirements of this Contract,or acceptance of the whole or any part of said performance, or payments therefor, or any combination of these acts, shall not relieve the Contractor's obligation to fulfill this Contract as prescribed;nor shall the County be thereby estopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract. 13. Subcontract and Ansignrnent. This Contract binds the heirs,successors,assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated under this Contract and shall not assign this Contract or monies due or to become due, without the prior written consent of the County Administrator or his designee,subject to any required State or Federal approval. 14. Indemident Contractor Status. This Contract is by and between two independent contractors and is not intended to and shall not be construed to create the relationship between the parties of agent,servant,employee,partnership,joint venture or association. 15. Conflicts of interest. Contractor,its officers,partners,associates,agents,and employees,shall not make,participate in making,or in any way attempt to use the position afforded them by this Contract to influence any governmental decision in which he or she knows or has reason to know that he or she has a financial interest under California Government Code Sections 87100,et seq.,or otherwise. Contra Costa County Standard Form 1187 Number GENERAL CONDITIONS (Purchase of Services) 16. Confidentiality. Contractor agrees to comply and to require its officers, partners, associates, agentsand employees to comply with all applicable State or Federal statutes or regulations respecting confidentiality,including but not limited to,the identity of persons served under this Contract,their records,or services provided them,and assures that: a. All applications and records concerning any individual made or kept by Contractor or any public officer or agency in connection with the administration of or relating to services provided under this Contract will be confidential, and will not be open to examination for any purpose not directly connected with the administration of such service. b. No person will publish or disclose or permit or cause to be published or disclosed, nay list of persons receiving services, except as may be required in the administration of such service. Contractor agrees to inform all employees,agents and partners of the above provisions,and that any person knowingly and intentionally disclosing such information other than as authorized by low may be guilty of a misdemeanor. 17. Nondiscriminatory Services, Contractor agrees that all goods and services under this Contract shall be available to all qualified persons regardless of age,sex,race,religion,color,national origin,or ethnic background,or handicap,and that none shall be used,in whole or in part, for religious worship or instruction. 18. Indemnification, The Contractor shall defend,indemnity,save,and hold harmless the County and its officers and employees from any and all claims, costs and liability for any damages, sickness, death, or injury to person(s) or property, including without limitation all consequential damages, from any cause whatsoever arising directly or indirectly from or connected with the operations or services of the Contractor or its agents,servants,employees or subcontractors hereunder,save and except claims or litigation arising through the sale negligence or sole willful misconduct of the County or its officers or employees. Contractor will reimburse the County for any expenditures, including reasonable attorneys'fees, the County may make by reason of the matters that are the subject of this indemnification,and if requested by the County will defend any claims or litigation to which this indemnification provision applies at the sole cost and expense of the Contractor. 19, Insurance. During the entire term of this Contract and any extension or modification thereof, the Contractor shall keep in effect insurance policies meeting the following insurance requirements unless otherwise expressed in the Special Conditions: a. Liability Insurance. The Contractor shall provide comprehensive liability insurance,including coverage for owned and non-owned automobiles,with a minimum combined single limit coverage of$500,000 for all damages,including consequential damages,due to bodily injury, sickness or disease, or death to any person or damage to or destruction of property,including the loss of use thereof, arising from each occurrence. Such insurance shall be endorsed to include the County and its officers and employees as additional insureds:as to all services performed by Contractor under this agreement. Said policies shall constitute primary insurance as to the County,the State and Federal Governments,and their officers,agents,and employees,so that other insurance policies held by them or their self-insurance program(s) shall not be required to contribute to any loss covered under the Contractors insurance policy or policies. b. Workers Compensation. The Contractor shall provide workers'compensation insurance coverage for its employees. c. Certificate of insurance. The Contractor shalt provide the County with (a) certificates) of insurance evidencing liability and worke'scompensation insurance as required herein no later than the effective date of this Contract. If the Contractor should renew the insurance policy(ies)or acquire either a new insurance policy(ies)or amend the coverage afforded through an endorsement to the policy at any time during the term of this Contract,then Contractor shall provide(a)current certificate(s)of insurance. d. Additional Insurance Provislons. The insurance policies provided by the Contractor shall include a provision for thirty (30)days written notice to County before cancellation or material changes of the above specified coverage. Contra Costa County Standard Form 1/87 Number GENERAL.CONDITIONS (Purchase of Services) 20, Notices. All notices provided for by this Contract shall be in writing and may be delivered by deposit in the United States mail, postage prepaid.Notices to the County shall be addressed to the head of the County Department for which this Contract is made. Notices to the Contractor shall be addressed to the Contractor's address designated herein. The effective date of notice shall be the date of deposit in the mails or of other delivery, except that the effective date of notice to the County shad be the date of receipt by the head of the County Department for which this Contract is made. 21. Primate of General Conditions. Except for Special Conditions which expressly supersede General conditions, the Special Conditions(if any)and Service Plan do not limit any term of the General Conditions. 22. Nonrenewal. Contractor understands and agrees that there is no representation,implication,or understanding that the services provided by Contractor under this Contract will be purchased by County under a new Contract following expiration or termination of this Contract, and waives all rights or claims to notice or hearing respecting any failure to continue purchase of all or any such services from Contractor. 23. PossessM Interest, if this Contract results in the Contractor having possession of, claim to or right to the possession of land or improvements, but does not vest ownership of the land or improvements on tax exempt land(Revenue&Taxation Code Section 107),such interest or improvements may represent a possessory interest subject to property tax, and Contractor may be subject to the payment of property taxes levied on such interest. Contractor agrees that this provision complies with the notice requirements of Revenue & Taxation Code Section 107.6,and waives all rights to further notice or to damages under that or any comparable statute. 24. No Third-Party Beneficiaries. Notwithstanding mutual recognition that services under this Contract may provide some aid or assistance to members of the Countys papulation, it is not the intention of either the County or Contractor that such individuals occupy the position of intended third-party beneficiaries of the obligations assumed by either party to this Contract. 25. Copyrights and Rights in Data. Contractor shall not publish or transfer any materials produced or resulting from activities supported by this agreement without the express written consent of the County Administrator, if any material is subject to copyright,the County reserves the right to copyright such and the Contractor agrees not to copyright such material. if the material is copyrighted,the County reserves a royalty- free, non-exclusive, and irrevocable license to reproduce, publish,and use such materials,in whole or in part, and to authorize others to do so. Service plan Contractor will perform the programming necessary to modify the PeopleSoft system using PeopleSoft development tools so it will process the following tasks that relate to the County's payroll system. a Modifications to the Advance Payroll system. ♦ Development of the Leave Accruals module. s Development of the Union Dues module. ♦ Create new reports using the Crystal Report Writer. ♦ Modifying existing PeopleSoft Reports using Crystal Report Writer. At a rate of$65.00 per hour (rate per unit paragraph) Endorsements. Contractor shall not in its capacity as a contractor 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 contractor capacity,Contractor 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 contractor capacity,Contractor shall not participate or appear in any commercially-produced advertisements designed to promote a particular brand name or commercial product,even if contractor is not publicly endorsing a product,as long as the contractor's presence in the advertisement can reasonable by interpreted as an endorsement of the product by or on behalf of Contra Costa County. Notwithstanding the foregoing,Contractor may express its views on products to other contractors,the Board of Supervisors,County officers,or others who may be authorized by the board of Supervisors or by law to receive such views.