HomeMy WebLinkAboutElectrical Power Systems Corporation - Well 08 Site Improvements at Fresno-Clovis RWRF - 3rd Amdt. - 20201
THIRD AMENDMENT TO AGREEMENT
THIS THIRD AMENDMENT TO AGREEMENT (Amendment) made and entered
into effect the ______ day of _______________, 2020 (Effective Date), amends the
Agreement entered into between the CITY OF FRESNO, a California municipal
corporation (City), and ELECTRICAL POWER SYSTEMS CORPORATION, a California
Corporation (Consultant).
RECITALS
WHEREAS, the City and the Consultant entered into an agreement on
September 1, 2017 (Agreement) to provide professional electrical consultant services
for design of Well 08 Site Improvements at the Fresno/Clovis Regional Wastewater
Reclamation Facility, (Project) for a total fee of $22,256.00; and
WHEREAS, City and Consultant entered into the First Amendment to Agreement
on September 10, 2018, to extend the original Agreement to June 30, 2019; and
WHEREAS, City and Consultant entered into the Second Amendment to
Agreement on December 16, 2019, to amend the scope of services and increase
compensation to $46,073.00 and to extend the Agreement to December 31, 2020; and
WHEREAS, the City and the Consultant desire to modify the Agreement to revise
the project schedule and extend the completion date; and
WHEREAS, with entry into this Amendment, the Consultant agrees it has no
claim, demand, or dispute against the City.
AGREEMENT
NOW, THEREFORE, the City and the Consultant agree that the aforesaid
Agreement be amended as follows:
1. Section 2 of the Agreement is amended in its entirety to read as follows:
“2. Term of Agreement and Time for Performance. This Agreement shall
be effective from the date first set forth above and shall continue in full
force and effect through the earlier of complete rendition of the services
hereunder or June 30, 2021, subject to any earlier termination in
accordance with this Agreement. The services of Consultant as
described in Exhibit A are to commence upon City's issuance of a written
"Notice to Proceed." Work shall be undertaken and completed in a
sequence assuring expeditious completion, but in any event, all such
services shall be completed within 1399 consecutive calendar days from
such authorization to proceed.”
2. Except as otherwise provided herein, the Agreement , the First
Amendment, and the Second Amendment, remain in full force and effect.
19th November
2
IN WITNESS WHEREOF, the Parties have executed this Amendment at Fresno,
California, the day and year first above written.
CITY OF FRESNO,
A municipal corporation
By:
Michael Carbajal,
Director of Public Utilities
APPROVED AS TO FORM:
DOUGLAS T. SLOAN
City Attorney
By:
Brandon M. Collet Date
Senior Deputy City Attorney
ATTEST:
YVONNE SPENCE, MMC CRM
City Clerk
By:
Date
Deputy
Electrical Power Systems Corporation,
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)
Addresses:
CITY:
City of Fresno
Attention: Lito Bucu
Supervising Engineering Technician
2101 G Street, Building A
Fresno, CA 93706
Phone: (559) 621-1621
FAX: (559) 457-1329
CONSULTANT:
Electrical Power Systems Corporation,
Attention: Joe Prevendar
Principal
4049 N Fresno Street
Fresno, CA 93726
Telephone No. (559) 221-7230
FAX: (559) 221-0507
President
Joe Prevendar
Theresa Hagens
Secretary
11/18/2020
11/19/2020
marco Martinez
AGREEMENT
CITY OF FRESNO, CALIFORNIA
CONSULTANT SERVICES
THIS AGREEMENT is made and entered into effective the j.. day of September,
2017, by and between the CITY OF FRESNO, a California municipal corporation {hereinafter
referred to as 11CITY11
), and Electrical Power Systems Corporation, A California corporation
(hereinafter referred to as "CONSUL TANT").
RECITALS
WHEREAS, CITY desires to obtain professional Electrical Consulting services for
Engineering Design of Well 08 Site Improvements at the Fresno/Clovis Regional Wastewater
Reclamation Facility, hereinafter referred to as the "Project;" and
WHEREAS, CONSULTANT is engaged in the business of furnishing services as a
Professional Electrical Engineer and hereby represents that it desires to and is professionally
and legally capable of performing the services called for by this Agreement; and
WHEREAS, CONSUL TANT acknowledges that 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 administered for CITY by its Director of Public
Utilities (hereinafter referred to as "Director") or his/her designee.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and of the covenants, conditions,
and promises hereinafter contained to be kept and performed by the respective parties, it is
mutually agreed as follows:
1. Scope of Services. CONSUL TANT shall perform to the satisfaction of CITY the
services described in Exhibit A, including all work incidental to, or necessary to perform, such
services even though not specifically described in Exhibit A. ·
2. Term of Agreement and Time for Performance. This Agreement shall be
effective from the date first set forth above and shall continue in full force and effect through the
earlier of complete rendition of the services hereunder or August 30, 2018, subject to any earlier
termination in accordance with this Agreement. The services of CONSULT ANT as described in
Exhibit A are to commence upon CITY'S issuance of a written "Notice to Proceed.'' Work shall
be undertaken and completed in a sequence assuring expeditious completion, but in any event,
all such services shall be completed within 360 consecutive calendar days from such
authorization to proceed.
3. Compensation.
(a) CONSULTANT'S sole compensation for satisfactory performance of all
services required or rendered pursuant to this Agreement shall be a total fee not to exceed
twenty two thousand two hundred fifty six dollars ($22,256.00), paid on a time and materials
basis in accordance with the schedule of fees contained in Exhibit A.
(b) Detailed statements shall be rendered monthly and will be payable in the
normal course of CITY business. CITY shall not be obligated to reimburse any expense for
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which it has not received a detailed invoice with applicable copies of representative and
identifiable receipts or records substantiating such expense.
(c) 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 include an adjustment to CONSULTANT'S compensation. Any change in the
scope of services must be made by written amendment to the Agreement signed by an
authorized representative for each party. CONSUL TANT shall not be entitled to any additional
compensation if services are performed prior to a signed written amendment.
4. T ermination , Remedies and Force Majeure.
(a) This Agreement shall terminate without any liability of CITY to
CONSULT ANT upon the earlier of: {i) CONSULT ANTS filing for protection under the federal
bankruptcy laws, or any bankruptcy petition or petition for receiver commenced by a third party
against CONSULTANT; (ii} 7 calendar days prior written notice with or without cause by CITY to
CONSUL TANT; (iii) 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,
CONSULTANT shall {i) immediately stop all work hereunder; (ii) immediately cause any and all
of its subcontractors to cease work: and (iii) return to CITY any and all unearned payments and
all properties and materials in the possession of CONSULTANT that are owned by CITY.
Subject to the terms of this Agreement, CONSULT ANT shall be paid compensation for services
satisfactorily performed prior to the effective date of termination. CONSUL TANT 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 CONSULTANT to satisfactorily
perform in accordance with the terms of this Agreement, CITY may withhold an amount that
would otherwise be payable as an offset to, but not in excess of, CITY'S damages caused by
such failure. In no event shall any payment by CITY pursuant to this Agreement constitute a
waiver by CITY of any breach of this Agreement which may then exist on the part of
CONSUL TANT, nor shall such payment impair or prejudice any remedy available to CITY with
respect to the breach.
(d) Upon any breach of this Agreement by CONSUL TANT, 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, consequential, economic and incidental damages for the breach of the Agreement. If it
is determined that CITY improperly terminated this Agreement for default, such termination shall
be deemed a termination for convenience.
(e) CONSUL TANT shall provide CITY with adequate written assurances of
future performance, upon Director's request, in the event CONSUL TANT fails to comply with
any terms or conditions of this Agreement.
(f) CONSUL TANT shall be liable for default unless nonperformance is
caused by an occurrence beyond the reasonable control of CONSULTANT and without its fault
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or negligence such as, acts of God or the public enemy, acts of CITY in its contractual capacity,
fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of
common carriers. CONSULTANT shall notify Director in writing as soon as it is reasonably
possible after the commencement of any excusable delay, setting forth the full particulars in
connection therewith, and shall remedy such occurrence with all reasonable dispatch, and shall
promptly give written notice to Director of the cessation of such occurrence.
5. Confidential Information, Ownership of Documents and Copyright License .
(a) Any reports, information, or other data prepared or assembled by
CONSULT ANT pursuant to this Agreement shall not be made available to any individual or
organization by CONSUL TANT without the prior written approval of CITY. During the term of
this Agreement, and thereafter, CONSUL TANT shall not, without the prior written consent of
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 CITY,
including but not limited to business plans, marketing plans, financial information, designs,
drawings, specifications, materials, compilations, documents, instruments, models, source or
object codes and other 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 CITY.
(b) Any and all original sketches, pencil tracings of working drawings, plans,
computations, specifications, computer disk files, writings and other documents prepared or
provided by CONSULTANT pursuant to this Agreement are the property of CITY at the time of
preparation and shall be turned over to CITY upon expiration or termination of the Agreement or
default by CONSULTANT. CONSULTANT grants CITY a copyright license to use such
drawings and writings. CONSUL TANT shall not permit the reproduction or use thereof by any
other person except as otherwise expressly provided herein. CITY may modify the design
including any drawings or writings. Any use by 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 uncompleted form, without specific
written verification by CONSUL TANT will be at CITY'S sole risk and without liability or legal
exposure to CONSULT ANT. CONSUL TANT may keep a copy of all drawings and
specifications for its sole and exclusive use.
(c) If CONSULTANT should subcontract all or any portion of the services to
be performed under this Agreement, CONSULT ANT 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 between
the parties hereto that inasmuch as CONSULT ANT represents to CITY that 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, CITY relies upon the skill of CONSULT ANT and any subcontractors to do and
perform such services in a skillful manner and CONSUL TANT agrees to thus perform the
services and require the same of any subcontractors. Therefore, any acceptance of such
services by CITY shall not operate as a release of CONSULT ANT or any subcontractors from
said professional standards.
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7. Indemnification. To the furthest extent allowed by law, CONSUL TANT shall
indemnify, hold harmless and defend 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 and litigation expenses) that arise out of, pertain to,
or relate to the negligence, recklessness or willful misconduct of CONSULT ANT, its principals,
officers. employees, agents or volunteers in the performance of this Agreement.
If CONSUL TANT should subcontract all or any portion of the services to be performed
under this Agreement, CONSUL TANT shall require each subcontractor to indemnify, hold
harmless and defend CITY and each of its officers, 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 Agreement, 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 insurance company(ies) either (i) admitted by the California
Insurance Commissioner 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 CITY'S Risk
Manager or his/her designee at any time and in his/her sole discretion. The required policies of
insurance as stated in Exhibit B shall maintain limits of liability of not less than those amounts
stated therein. However, the insurance limits available to 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,
CONSULT ANT or any of its subcontractors/sub-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 CONSUL TANT shall be
withheld until notice is received by CITY that the required insurance has been restored to full
force and effect and that the premiums therefore have been paid for a period satisfactory to
CITY. Any failure to maintain the required insurance shall be sufficient cause for CITY to
terminate this Agreement. No action taken by CITY pursuant to this section shall in any way
relieve CONSUL TANT of its responsibilities under this Agreement. The phrase "fail to maintain
any required insurance" shall include, without limitation, notification received by CITY that an
insurer has commenced proceedings, or has had proceedings commenced against it, indicating
that the insurer is insolvent.
(c) The fact that insurance is obtained by CONSUL TANT shall not be
deemed to release or diminish the liability of CONSULT ANT, including, without limitation, liability
under the indemnity provisions of this Agreement. The duty to indemnify CITY shall apply to all
claims and liability regardless 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 CONSULTANT.
Approval or purchase of any insurance contracts or policies shall in no way relieve from liability
nor limit the liability of CONSULT ANT, its principals, officers, agents, employees, persons under
the supervision of CONSUL TANT, vendors, suppliers, invitees, consultants, sub-consultants,
subcontractors, or anyone employed directly or indirectly by any of them.
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(d) If CONSULTANT should subcontract all or any portion of the services to
be performed under this Agreement, CONSULTANT shall require each subcontractor/sub-
consultant to provide insurance protection, as an additional insured, to the CITY and each of its
officers, officials, employees, agents and volunteers in accordance with the terms of this
section, except that any required certificates and applicable endorsements shall be on file with
CONSULTANT and CITY prior to the commencement of any services by the subcontractor.
CONSULTANT and any subcontractor/sub-consultant shall establish additional insured status
for CITY, its officers, officials, employees, agents and volunteers by using Insurance Service
Office (ISO) Form CG 20 10 11 85 or both CG 20 10 10 01 and CG 20 37 10 01 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 CITY'S execution of this Agreement, 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, CONSULTANT shall have the obligation and
duty to immediately notify CITY in writing of any change to the information provided by
CONSUL TANT in such statement.
{b) 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, state and local conflict of interest laws and
regulations including, without 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 CITY,
CONSULT ANT shall provide a written opinion of its legal counsel and that of any subcontractor
that, after a due diligent inquiry, CONSULTANT and the respective subcontractor(s) are in full
compliance with all laws and regulations. CONSULT ANT shall take, and require its
subcontractors to take, reasonable steps to avoid any appearance of a conflict of interest. Upon
discovery of any facts giving rise to the appearance of a conflict of interest, CONSULTANT shall
immediately notify CITY of these facts in writing.
(c) In performing the work or services to be provided hereunder,
CONSUL TANT shall not employ or retain the services of any person while such person either is
employed by CITY or is a member of any CITY council, commission, board, committee, or
similar CITY body. This requirement may be waived in writing by the City Manager, if no actual
or potential conflict is involved.
(d) CONSULTANT represents and warrants 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 CONSULTANT, nor any of 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.
CONSUL TANT and any of its subcontractors 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
DPU·S 8.2103-24-14
accordance with all applicable law and fully disclosed to and approved by the City Manager, in
advance and in writing.
{f) If CONSULT ANT should subcontract all or any portion of the work to be
performed or services to be provided under this Agreement, 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 expiration or termination of this Agreement.
10. Recycling Program. In the event CONSULTANT maintains an office or operates
a facility{ies), or is required herein to maintain or operate same, within the incorporated limits of
the City of Fresno, CONSULTANT at its sole cost and expense shall:
(i) Immediately establish and maintain a viable and ongoing recycling program,
approved by CITY'S Solid Waste Management Division, for each office and
facility. Literature describing CITY recycling programs is available from CITY'S
Solid Waste Management Division and by calling City of Fresno Recycling
Hotline at (559) 621 "1111.
(ii) Immediately contact CITY'S Solid Waste Management Division at
(559) 621"1452 and schedule a free waste audit, and cooperate with such
Division in their conduct of the audit for each office and facility.
(iii) Cooperate with and demonstrate to the satisfaction of CITY'S Solid Waste
Management Division the establishment of the recycling program in paragraph {i)
above and the ongoing maintenance thereof.
11. General Terms.
(a) Except as otherwise provided by law, all notices expressly required of
CITY within the body of this Agreement, and not otherwise specifically provided for, shall be
effective only if signed by the Director or his/her designee.
(b) Records of CONSULTANT'S expenses pertaining to the Project shall be
kept on a generally recognized accounting basis and shall be available to 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 CONSULTANT
pertaining to the Project shall be available for the purpose of making audits, examinations,
excerpts. and transcriptions for the 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 available to CITY until such action is resolved, or until the end of said time
period whichever shall later occur. If CONSUL TANT should subcontract all or any portion of the
services to be performed under this Agreement. CONSUL TANT 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 Agreement by CITY, CONSULTANT shall have
provided evidence to CITY that CONSULTANT is licensed to perform the services called for by
this Agreement (or that no license is required). If CONSULTANT should subcontract all or any
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portion of the work or services to be performed under this Agreement, CONSUL TANT shall
require each subcontractor to provide evidence to CITY that subcontractor is licensed to
perform the services called for by this Agreement (or that no license is required} before
beginning work.
12. Nondiscrimination. To the extent required by controlling federal, state and local
Jaw, CONSUL TANT 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 disability, 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, CONSULTANT
agrees as follows:
(a) CONSULTANT will comply with all applicable laws and regulations
providing that no person shall, on the grounds of race, religious 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 possible by or resulting from this Agreement.
(b) CONSULTANT will not discriminate against any employee or applicant for
employment because of race, religious 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. CONSUL TANT shall ensure that
applicants are employed, and the employees are treated during employment, without regard to
their race, religious 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. Such requirement shall apply to CONSULTANT'S
employment practices including, but not be limited to, the following: employment, upgrading,
demotion or transfer: recruitment or recruitment advertising; layoff or termination; rates of pay or
other forms of compensation; and selection for training, including apprenticeship.
CONSULTANT agrees to post in conspicuous places, available to employees and applicants for
employment, notices setting forth the provision of this nondiscrimination clause.
(c) CONSULTANT will, in all solicitations or advertisements for employees
placed by or on behalf of CONSUL TANT in pursuit hereof, state that all qualified applicants will
receive consideration for employment without regard to race, religious 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.
{d) CONSULTANT will send to each labor union or representative of workers
with which it has a collective bargaining agreement or other contract or understanding, a notice
advising such labor union or workers' representatives of 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 CONSULTANT should subcontract all or any portion of the services to
be performed under this Agreement, CONSULT ANT shall cause each subcontractor to also
comply with the requirements of this Section 12.
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13. Independent Contracto r.
(a) In the furnishing of the services provided for herein, CONSULTANT is
acting solely as an independent contractor. Neither CONSULTANT, nor any of its officers,
agents or employees shall be deemed an officer, agent, employee, joint venturer, partner or
associate of CITY for any purpose. CITY shall have no right to control or supervise or direct the
manner or method by which CONSULT ANT shall perform its work and functions. However,
CITY shall retain the right to administer this Agreement so as to verify that CONSUL TANT is
performing its obligations in accordance with the terms and conditions thereof.
(b) This Agreement does not evidence a partnership or joint venture between
CONSULTANT and CITY. CONSULTANT shall have no authority to bind CITY absent CITY'S
express written consent. Except to the extent otherwise provided in this Agreement,
CONSULTANT shall bear its own costs and expenses in pursuit thereof.
(c) Because of its status as an independent contractor, CONSULTANT and
its officers, agents and employees shall have absolutely no right to employment. rights and
benefits available to CITY employees. CONSUL TANT shall be solely liable and responsible for
all payroll and tax withholding and for providing to, or on behalf of, its employees all employee
benefits including, without limitation, health, welfare and retirement benefits. In addition,
together with its other obligations under this Agreement, CONSUL TANT shall be solely
responsible, indemnify, defend and save CITY harmless from all matters relating to employment
and tax withholding for and payment of CONSULTANT'S employees, including, without
limitation, (i) compliance with Social Security and unemployment insurance withholding,
payment of workers' compensation benefits, and all other laws and regulations governing
matters of employee withholding, taxes and payment; and (ii) any claim of right or interest in
CITY employment benefits, entitlements, programs and/or funds offered employees of 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, CONSULTANT may be
providing services to others unrelated to 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 confirmation of receipt, or sent by
United States registered or certified 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 Agreement or at such other address as the parties may from time to time
designate by written notice. Notices served by United States mail in the manner above
described shall be deemed sufficiently served or given at the time of the mailing thereof.
15. Bi nd ing . Subject to Section 16. below, once this Agreement 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. Ass ignm en t.
(a) This Agreement is personal to CONSULTANT and there shall be no
assignment by CONSULTANT of its rights or obligations under this Agreement without the prior
written approval of the City Manager or his/her designee. Any attempted assignment by
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CONSUL TANT, its successors or assigns, shall be null and void unless approved in writing by
the City Manager or his/her designee.
(b) CONSULTANT hereby agrees not to assign the payment of any monies
due CONSULTANT from CITY under the terms of this Agreement to any other individual(s),
corporation(s) or entity(ies). CITY retains the right to pay any and all monies due
CONSULT ANT directly to CONSUL TANT.
17. Compliance With Law. In providing the services required under this Agreement,
CONSULTANT shall at all times comply with all applicable laws of the United States, the State
of California and CITY, and with all applicable regulations 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 continuing 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 parties 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
construed 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.
21. Severabi!Jjy. 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 provision 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 recover 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 conflict 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 conditions expressed within
the Exhibit or Attachment. Furthermore, any terms or conditions contained within any Exhibit or
DPU-S 8 .2/03-24-14
-9-
Attachment hereto which purport to modify the allocation of risk 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
within this Agreement are intended for the specific parties hereto as identified 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 the entire and
integrated 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 authorized and executed by both
CITY and CONSULTANT.
I II
II I
I II
OPU·S 8.2/03-24-14
-10-
IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno,
California, the day and year first above written.
ATTEST:
YVONNE SPENCE, CMC
City Clerk
By C~ U l r£o., ~ µ)..---
De p ~ ~'
No signature of City Attorney required.
Standard Document #DPU-S 8.2 has been
used without modification, as certified by
the ::::ed .
By:~~
Lito Bucu
Supervising Engineering Technician
Department of Public Utilities
REVIEWEDB~ ~
Kevin Norgaard~
Supervising Professional Engi nee r
Department of Public Utilities
Addresses:
CITY:
City of Fresno
Attention: Lito Bucu,
Supervising Engineering Technician
2101 G Street Bldg. A
Fresno, CA 93706
Phone: {559) 621-1621
FAX: (559) 498-4126
Attachments:
1.
2.
Exhibit A -Scope of Services
Exhibit B -Insurance Requirements
Electrical Power Systems Corporation,
A California corporation
By : ~&?~6:?
Name ::~ fh::>vevdar: PE.
Title: P re-s id e-n t
(if corporation or LLC, Board
Chair, Pres. or Vice Pres.)
By JilLUL!tL, Ji a..tp?U./
Name : ,her(6{L. Htl&r/ln?
' ,.)
Title : 8~ e.,r dzcr V
{if corporation 6rLLC, CFO,
Treasurer, Secretary or Assistant
Secretary)
Any Appl icable Plrofess ional License :
Number: I tc 52, Name: ,J,o....:...;;;;..e..;;;..... 19.;....r...:...e_v_e-.n-dd--,-..... -l-~---
Date of Issuance: bee . '2L:O I
CONSUL TANT:
Electrical Power Systems Corporation,
A California corporation
Attention: Joe Prevendar,
Principal
4049 N. Fresno Street.
Fresno, CA 93726
Phone: 559-221-7230
FAX: 559-221-0507
3. Exhibit C ~ Conflict of Interest Disclosure Form
DPU-S 8.2/03-24-14
-11~
fMA11Exhibit A
SCOPE OF SERVICES
Consultant Service Agreement between the City of Fresno ("City")
and Electrical Power Systems Corporation, A California corporation ("Consultant")
Engineering Design Services for Well 08 Site Improvements at the Fresno/Clovis RWRF
PROJECT TITLE
Project Summary
The City of Fresno Wastewater Management Division currently operates /[MA2]two potable water
wells at the Fresno/Clovis RWRF. These wells are critical for potable water for plant staff, fire
protection, environmental lab operations, and emergency wash down locations. The RWRF has been
expanded substantially over past decade to a point where the failure of one of these wells causes a
reduction in available fire protection flows below the Fire Department requirements. To provide the
additional flows and redundancy necessary to ensure adequate fire protection flows, a new
production well is being planned for construction. The new well will be drilled in an existing vacant
portion of the RWRF currently owned by DPU.
Following completion of the proposed water production well, site improvements will need to be
constructed to make the well fully operational. Plans. and specifications for the construction of said
site improvements will be prepared by DPU's Utilities Planning and Engineering Section, however, a
Consultant will be needed to prepare electrical plans and specifications because UP&E does not
employ a Professional Electrical Engineer.
Schematic Design Phase
Consultant shall prepare preliminary plans and technical specifications (P&TS) for the new Well #8
pump and emergency generator installation after the well is developed and the pump horsepower is
determined. Drawings include Electrical Site Plan, Electrical Single Line, Electrical Building plan,
Control diagram, Electrical Details plan and structural plan. Electrical Specifications to include
General Electrical, Motor Control Centers, PLC Controls, Diesel Fueled E-Generator with Sound
Attenuated Weatherproof Enclosure and Integral Fuel Tank, and Automatic Transfer Switch
Controller. The P&TS shall be submitted to City of Fresno Water Division staff for review at
approximately 60 percent completion level. Five sets of plans and technical specifications shall be
provided for City review and comment.
Consultant shall attend a meeting with City staff after City review of the P& TS to obtain review
comments. Consultant sh~II incorporate C'ity comments into the P&TS.
Design Development Phase
Utilizing the existing 60 percent plans and specifications and review comments, the Consultant shall
prepare plans and technical specifications (P&TS) for the Well #8 installation. The P&TS shall
include an Emergency Generator and Automatic Transfer Switch Controller System sized to start and
operate the Well #8 loads. Drawings include Electrical Site Plan, Electrical Single Line, Electrical
Building plan, Control diagram and Electrical Details plan. Electrical Specifications to include General
Electrical, Motor Control Centers, PLC Controls, Diesel Fueled E-Generator with Sound Attenuated
Weatherproof Enclosure and Integral Fuel Tank, and Automatic Transfer Switch Controller. The
P&TS shall be submitted to City of Fresno Water Division staff for review at approximately 90 percent
completion level. Five sets of plans and technical specifications shall be provided for City review and
comment.
Consultant shall attend a meeting with City staff after City review of the P&TS to obtain review
comments. Consultant shall incorporate City comments into the final P&TS.
Construction Document Phase
Upon receipt of City comments on the 90 percent completion P&TS, final P&TS shall be prepared and
submitted for final review and acceptance by the City and other various city departments as well as to
obtain permits from the Fresno Building and Safety Division of Development and Resources
Management Department, and other Departments if necessary. Structural drawings and calculations
for the Genset concrete pads and anchor bolts shall be provided for review and approval by .the
Fresno Building and Safety Division. City comments on the preliminary plans and specifications shall
be incorporated into the final plans and specifications. The plans shall be prepared on 22" x 34" or
similar size sheets. All sheets shall be stamped by a licensed engineer. The technical specifications
for the new well work shall be prepared by the Consultant in CSI format for inclusion in City standard
bid (or other procurement methods) documents.
Consultant shall prepare a current final opinion of probable construction costs for the well electrical
being installed.
Bidding Phase
Consultant will assist the City of Fresno Water Division during the advertising period by answering
questions from interested bidders to the City and attending a pre-bid meeting. Consultant will assist
in evaluating bid proposals if requested, and assist in identifying the lowest responsive and
responsible bidder. Reproduction of the plans and contract documents for bidding purposes and
advertising costs will be the responsibility of the City.
Construction Phase and General Construction Contract Administration
San Joaquin Valley Air Pollution Control District Permit
Consultant shall coordinate the Genset supplier's completion of the technical portion of the San
Joaquin Valley Air Pollution Control District (SJVAPCD) permit applications for the standby Genset.
The City is responsible for the owner's permit application for Authority to Construct and Permit to
Operate. Consultant shall also provide normal follow-up work with SJVAPCD necessary to clarify
issues and secure permits. Fees for the permits shall be paid directly by the City.
Construction Phase Services
Consultant shall attend preconstruction meetings with City staff and the contractor selected for the
work. Consultant shall act on the City's behalf in discussing various aspects of the construction
phase.
Consultant will also review equipment and material submittals (shop drawings) and recommend in
writing to City acceptance or non-acceptance. Consultant shall respond to requests for information
(RFl's) from the contractor or from City inspection staff during construction. Consultant's inspector or
designated qualified representative shall make visits to the construction site to determine, in general,
if the work is proceeding in accordance with the construction contract documents. The site visits
shall include an electrical pre~job meeting, underground electrical inspection, final electrical
inspection, and one (1) day for electrical testing and startup to include: witness electrical testing of the
well pump, and simulated power outage test with the well brought back on line. Consultant shall
attend a final walk-through once construction is completed and shall develop a punch list of items
needing correction before project acceptance.
The construction contractor shall be held entirely responsible for maintaining on~site safety during all
phases of the construction work. Operations manuals as required in the technical specifications and
prepared by the construction contractor shall be reviewed by the Consultant for conformance with the
contract documents.
Record drawings shall be provided by the Consultant in hard copy and electronic format in AutoCAD
based on marked-up plans provided by the construction contractor and City inspectors reflecting
significant changes made during construction.
Prepared by Joe Prevendar, P.E. -7/20/17 Page 1 of 2
ElECTBICAl POWER SYSTEMS. Inc.
-·----fRISNO. Cl Ph. 559-221-1230 fAX 559-221-0501 -·----=i --1=--=----_--__ ---:·-~~·~-.~~·-·
PROJECT FEE ESTIMATE
REVISED --
-·-··. ···-· ------•-!---
----~ ~--~-.. ·--··-------
PROJECT: FRESNO WELL #8 . ---_ _= I~~ --~-~-~-=:_ --·---
cueNT: CllY OF FRESNO --. . -. .. -··J -----·· ----=· ~:~~~·--~-~=--~----.
EPS #: E: \FILES\EPSBU SIN ES S FCP WELL 8.XLS -------~-~-~=r -~~.1-=------=-~-=~. ---~ ·-=----~ _--·· ·--=·=~~-
TASK 1 -CONSTRUCTION DOCUMENTS _:~ -~ -~--~~~~t ---: RAT ~ : .. _· = ·: ~OUR ~_ --~ =-~; .. T~~~--_ :_~ :-=
ELECT ENGINEER $ 235 00 -~8.00 ___ . _ $_. _ 11,280.00 -· _ ::-~~-=EJT ~ $ 18000-==~ ::~~--·--.: .. -.~-=--$ -= -== -·--
---FLO. TECH./DSGNR .... f1so.06 ---. --8.00 ----$-·{280.00 ---· . -. ---· r---·-·--. -·-------··---· ------------------
---DRAFT ING TECH . -. $-122.00 -. -· -48.00 . --.. $ -s-:-ass.oo ---·-··---------r-------·-. . ----. ---------
-_ ~ __ C~ERICAL --~:..=---f 85_._9.Q . ---..... =--~~-~.00 __ :-_ ~ _ _! _ -3-j _-0..:-00-_
1 ~~-==
-• ··-MILES -·--·--$ -0.80 -· _ .. ----·---··----.. ---... 0 MILES -·----$ -·------·------
-'--------·----EXPENSE NOTE 1 -_ ~ ·-__ --~----$ --~=---·--= =-=~--
----or,a------·· -STRUCTURAL CONSULTANT ____ --··· $ __ 3,500.00 =-~~~-:--::~r-~ ~--f ~j!A ~------1-~~~J~=---~t~~~~:~::~:;-~
__ .. ___ Construction d rawings_and specifications,_field _i nvestig}ltions , ptan check requirements to ___ _ -----.100 ~ :r~"·:'.r ral c~'.cj tio ns, TiU ~ 24: and cr-=t~~~_:_:qj ~'.:•::~~ --...
Prepared by Joe Prevendar, P.E. -7/20/17 Page 2 of 2
ELECTRICAL POWER SYSTEMS. Inc.
basis as to work effort on this project. Invoices will be billed monthly. Fee is
. ---·-·---· . ------··r---f-·-r
valid for six (6) months. 1
_-__ :__ [ ... :··-··-····--[ . -. ~--·----.. -~ -. .. --· --·-
Reimbursables will be billed at cost lus 10%. I
Exhibit B
INSURANCE REQUIREMENTS
Consultant Service Agreement between City of Fresno ("CITY")
and Electrical Power Systems Corporation, A California corporation ("CONSULT ANT")
Eng ineering Design Services for Well 08 Site Improvements at the Fresno/Clovis RWRF
PROJECT TITLE
MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:
1 . The most current version of Insurance Services Office (ISO) Commercial General
Liability Coverage Form CG 00 01, providing liability coverage arising out of your
business operations. 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
completed operations, and contractual liability (including, without limitation,
indemnity 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 ISO *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). If personal automobile coverage is used, the CITY, its officers, officials,
employees, agents and volunteers are to be listed as additional insureds.
3 . Workers' Compensation insurance as required by the State of California and
Employer's Liability Insurance.
4. Professional Liability (Errors and Omissions) insurance appropriate to
CONSULTANT'S profession. Architect's and engineer's coverage is to be
endorsed to include contractual liability.
MINIMUM LIMITS OF INSURANCE
CONSULTANT, or any party the CONSULTANT subcontracts with, shall maintain limits of
liability of not less than those set forth below. However, insurance limits available to CITY, its
officers, officials, employees, agents and volunteers as additional insureds, shall be the greater
of the minimum limits specified 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 bodily 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,
DPU-S 8.2 /03-24-14
Page 1 of 4
(iv) $2,000,000 general aggregate applying separately to the work performed
under the Agreement.
2 . COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property damage;
OR*
PERSONAL AUTOMOBILE LIABILITY insurance with limits of liability not less
than:
(i) $100,000 per person;
(ii) $300,000 per accident for bodily injury; and,
(iii) $50,000 per accident for 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 CONSULTANT purchases an Umbrella 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 CITY,
its officers, officials, employees, agents and volunteers.
DEDUCTIBLES AND SELF-INSURED RETENTIONS
CONSULTANT shall be responsible for payment of any deductibles contained in any insurance
policy(ies) required herein and CONSULTANT shall also be responsible for payment of any self-
insured retentions. Any deductibles or self-insured retentions must be declared on the
Certificate of Insurance, and approved by, the CITY'S Risk Manager or his/her designee. At the
option of the CITY'S Risk Manager or his/her designee, either:
(i) The insurer shall reduce or eliminate such deductibles or self-insured
retentions as respects CITY, its officers, officials, employees, agents and
volunteers; or
DPU-S 8.2 /03-24-14
Page 2 of 4
(ii) (ii) CONSULTANT shall provide a financial guarantee, satisfactory to
CITY'S Risk Manager or his/her designee, guaranteeing payment of
losses and related investigations, claim administration and defense
expenses. At no time shall 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. CITY, its officers, officials, employees, agents and volunteers are to be covered
as additional insureds. CONSUL TANT 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 10 01 and CG 20 37 10 01 or by an executed
manuscript insurance company endorsement 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 CITY, its officers, officials, employees, agents and volunteers. Any
available insurance proceeds in excess of the specified minimum limits and
coverage shall be available to the Additional Insured.
3. For any claims related to this Agreement, CONSUL TANT'$ insurance coverage
shall be primary insurance with respect to the CITY, its officers, officials,
employees, agents and volunteers. Any insurance or self-insurance maintained
by the CITY, its officers, officials, employees, agents and volunteers shall be
excess of CONSULTANT'S insurance and shall not contribute with it.
CONSULTANT shall establish primary and non-contributory status by using ISO
Form CG 20 01 04 13 or by an executed manuscript insurance company
endorsement that provides primary and non-contributory status as broad as that
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: CONSULTANT and its insurer shall waive any right of subrogation against
CITY, its officers, officials, employees, agents and volunteers.
If the Professional Liability (Errors and Omissions) insurance pol icy 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 CONSULT ANT.
2 . Insurance must be maintained and evidence of insurance must be provided for at
least five (5) years after completion of the Agreement work or termination of the
Agreement, whichever occurs first, or, in the alternative, the policy shall be
endorsed to provide not less than a five (5) 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 the commencement of work by CONSULTANT, CONSULTANT
DPU-S 8.2 /03-24-14
Page 3 of 4
must purchase "extended reporting" coverage for a minimum of five (5} years
after completion of the Agreement work or termination of the Agreement,
whichever occurs first.
4. A copy of the claims reporting requirements must be submitted to CITY for
review.
5. These requirements shall survive 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 certified mail, return receipt requested, has been given to CITY.
CONSULTANT is also responsible for providing written notice to the CITY under the same
terms and conditions. Upon issuance by the insurer, broker, or agent of a notice of cancellation,
non-renewal, or reduction in coverage or in limits, CONSULTANT shall furnish CITY with a new
certificate and applicable endorsements for such policy(ies). In the event any policy is due to
expire during the work to be performed for CITY, 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.
VERIFICATION OF COVERAGE
CONSUL TANT shall furnish CITY with all certificate(s) and applicable endorsements effecting
coverage required hereunder. All certificates and applicable endorsements are to be received
and approved by the CITY'S Risk Manager or his/her designee prior to CITY'S execution of the
Agreement and before work commences. All non-ISO endorsements amending policy coverage
shall be executed by a licensed and authorized agent or broker. Upon request of CITY,
CONSULT ANT shall immediately furnish City with a complete copy of any insurance policy
required 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 shall survive
expiration or termination of this Agreement.
DPU-S 8.2 /03-24-14
Page 4 of 4
1
2
3
4
5
6
Exhibit C
DISCLOSURE OF CONFLICT OF INTEREST
Engineering Desig n Services fo r Well 08 Site Improveme nts at the Fresno/Clovis RWRF
PROJECT TITLE
YES* NO
Are you currently in litigation with the City of Fresno or any of its D 8 '
agents?
Do you represent any firm, organization or person who is in D 13"
litigation with the City of Fresno?
Do you currently represent or perform work for any clients who do D c~r
business with the City of Fresno?
Are you or any of your principals, managers or professionals,
owners or investors in a business which does business with the D 13' City of Fresno, or in a business which is in litigation with the City of
Fresno?
Are you or any of your principals, managers or professionals,
related by blood or marriage to any City of Fresno employee who D 0 has any significant role in the subject matter of this service?
Do you or any of your subcontractors have, or expect to have, any
interest, direct or indirect, in any other contract in connection with D [2!'
this Project?
* If the answer to any question is yes, please explain in full below.
Explanation :
o Additional page(s) attached .
£A~~/t
Si ~urev I
Date
J oe .. Prev 04';lar, P £
(name)
E.kcJr; c.oJ P1>Wer-(x;~te--VJ16, I~u'_.,,.
(company) 1
t..J--0¥1 N. Frc:6no S+vaJ-
(address)
rrc61,D CJJ-()312i..1J
(city state zip)
SECOND AMENDMENT TO AGREEMENT
THIS SECOND AMENDMENT TO AGREEMENT (Amendment) made and entered into
effect the I� day of :Dece.v:nlo.er 2019 (Effective Date), amends the Agreement
entered into between the CITY OF FRESNO, a California municipal corporation (the
City), and ELECTRICAL POWER SYSTEMS CORPORATION, a California corporation
(the Consultant).
RECITALS
WHEREAS, the City and the Consultant entered into an agreement on
September 1, 2017 (Agreement) to provide professional electrical consultant services
for design of Well 08 Site Improvements at the Fresno/Clovis Regional Wastewater
Reclamation Facility, (Project) for a total fee of $22,256.00; and
WHEREAS, the City and the Consultant entered into the First Amendment to
Agreement on September 10, 2018, to extend the original Agreement to June 30, 2019;
and
WHEREAS, the City has amended the scope of services, to include an
emergency generator set to the project and changed the size of the electric service; and
WHEREAS, the parties have negotiated an increase of $23,817.00 in
consultant's compensation to add to the current Part 3-Construction Document Phase;
and
WHEREAS, the City and the Consultant desire to extend the Agreement to
December 31, 2020, to complete the Project; and
WHEREAS, with entry into this Amendment, the Consultant agrees it has no
claim, demand, or dispute against the City.
AGREEMENT
NOW, THEREFORE, in consideration of the above recitals, which recitals are
contractual in nature, the mutual promises herein conditioned, and for other good and
valuable consideration hereby acknowledge, the parties agree that the aforesaid
Agreement be amended as follows:
1. Subsection (a) of Section 3 Compensation of the Agreement is amended
in its entirety to read as follows:
The Consultant's sole compensation for satisfactory performance of all services
required or rendered for the Project pursuant to this Amendment shall be a total fee not
to exceed forty six thousand and seventy three dollars ($46,073.00). The fees include
all expenses incurred by the Consultant in performance of such services.
1
2. Work related to the Agreement and this Amendment assured implementation and expeditious completion of the Supplemental Phase on or before the expiration of the respective limits as set forth in the Agreement as amended herein.
3. The Agreement is extended to December 31, 2020.
4. The recitals to this Amendment are incorporated and made a part of this Amendment.
5. Except as otherwise provided herein, the Agreement entered into by the City and the Consultant on September 1, 2017, the First Amendment entered into by the City and the Consultant on September 10, 2018 remains in full force and effect.
[SIGNATURES FOLLOW ON NEXT PAGE]
2
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:7'n:L/�
Michael Ca�,
Director of Public Utilities
APPROVED AS TO FORM:
DOUGLAS T. SLOAN
Electrical Power Systems Corporation,
a California corporation
By: L �Nf?<4--6o •-uJA -Name:C, -Pre.Vuu;:..ar, P E.
Title: 'Pre..61.denf
(If corporation or LLC., Board Chair,
Pres. or Vice Pres.)
City
� By:_ - · .0-/t By��
Name: -"fh Gif"'eta...- l+aeCU16 randon M. Collet
Senior Deputy City Attorney
ATTEST:
YVONNE SPENCE, CRM MMC
City Clerk
By G,;.�. � I
Deputy
Addresses:
CITY:
City of Fresno
Attention: Lita Bucu
Supervising Engineering
Technician
2101 G Street, Building A
Fresno, CA 93706
Phone: (559) 621-1621
FAX: (559) 457-1329
Title: 5 ecrd-a.ry
(If corporation or LLC., CFO, Treasurer,
Secretary or Assistant Secretary)
REVIEWED BY: rz./J,, /11:f
Date
3
CONSUL TANT:
Electrical Power Systems Corporation,
Attention: Joe Prevendar
Principal
4049 N Fresno Street
Fresno, CA 93726
Telephone No. (559) 221-7230
FAX: (559) 221-0507