HomeMy WebLinkAboutProvost and Pritchard Consulting Group, Inc. - Consultant Agrmnt - 9-29-20227,d?- V-��
AGREEMENT
CITY OF FRESNO, CALIFORNIA
CONSULTANT SERVICES
This Agreement Is made and entered into effect on 29 ZaZZ
by and between the CITY OF FRESNO, a California municipal c rporation (the City), and
PROVOST AND PRITCHARD CONSULTING GROUP, Inc. (the Consultant).
RECITALS
WHEREAS, the City desires to obtain professional engineering services for the
design of plans and general construction contract documents for River West Eaton Trail
Extension Project (the Project); and
WHEREAS, the Consultant is engaged in the business of furnishing services as a
Professional 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, the Consultant 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 the City by its Public Works
Department Director (the Director) or the Director's 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. The Consultant shall perform the services described
herein and in EXHIBIT A to complete the Project more fully described in EXHIBIT A, and
this shall include all work incidental to, or necessary to perform, such services even
though not specifically described in EXHIBIT A. The services of the Consultant shall
consist of five parts as described below. A separate "Notice to Proceed: will be issued for
each of the aforementioned parts. By entry into this Agreement and upon the City's
issuance of a written "Notice to Proceed," the City contracts for the services in Part One.
The Consultant shall not perform any other part of the Agreement, and this Agreement
shall not be a contract for any other part, until further performance is authorized by the
City's issuance of a written "Notice to Proceed." It shall, however, remain the Consultant's
offer to perform all remaining parts described herein. In the event the Consultant performs
services without the City's prior written authorization, the Consultant will not be entitled to
compensation for such services.
(a) Part One. Schematic Design Phase.
(1) The Consultant shall review the description of the Project set
forth in EXHIBIT A and consult with designated representatives of the City to
ascertain the requirements of the Project.
(2) The Consultant shall complete a Geometric Approval Drawing
(GAD) in accordance with the detailed minimum requirements set forth in EXHIBIT
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
BE
A. The GAD shall include sufficient detail for the design of the Project, to establish
trail alignment and geometrics, and as necessary to obtain the acceptance of the
City. The Consultant shall provide the City with an electronic file of the GAD in the
following format: PDF.
(3) The Consultant shall conduct studies and investigations as
necessary to confirm requirements of design including, but not limited to, (i)
consulting with the various utility agencies, and (ii) obtaining all information and
data from the respective responsible the City department/division that is available
in the City's records and is required by the Consultant in connection with the
consulting services including, but not limited to, maps, surveys, reports,
information, restrictions and easements. The Consultant shall notify the City if a
topographic survey is required.
(4) The Consultant shall provide a preliminary evaluation of the
Project taking into consideration the City's estimate of the cost of construction
(Construction Budget) of TBD, including alternative approaches to design and
construction of the Project.
(5) Based upon the mutually agreed upon Project requirements
and any adjustments authorized by the City in the Construction Budget, the
Consultant shall design and prepare schematic design drawings and other
documents for review, modification, if required, and acceptance by the City staff
sufficient to show the concept and scope of the proposed Project and the scale
and relationship of Project components.
(6) The Consultant shall submit a preliminary estimate of
construction cost for review and acceptance by the City. As used herein,
"construction cost" means the cost of construction under the general construction
contract and does not include the Consultant's compensation as herein provided.
Such estimate shall include, and shall separately state, the cost of any add or
deduct alternatives, the cost of any work which may be let on a segregated bid
basis and any equipment or fixtures which may be incorporated in or excluded from
the general construction contract as may be necessary to stay within the
Construction Budget.
(7) The Consultant shall make as many submittals as may be
necessary or desirable to obtain the acceptance by the City and shall assist the
City in applying for and obtaining from applicable public agencies any approval
permit, or waiver required by law, which assistance shall include, but not be limited
to, making Project information available to the City.
(8) The Consultant may not rely upon any as-builts provided by
the City, but shall investigate the existing conditions and ascertain the adequacy
of such as-builts for the Consultant's design. The Consultant shall bring to the
City's attention any discrepancies in the as-builts that are discovered by the
Consultant. The City makes no representations regarding any as-builts.
(9) Services shall be undertaken and completed in a sequence
assuring expeditious completion. All services shall be rendered and deliverables
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-2-
submitted within one hundred twenty (120) calendar days from the issuance of a
Notice to Proceed for this part unless an extension of time is approved in writing
by the Director. Re -submittals, as necessary to obtain the acceptance by the City,
shall be submitted to the City within fourteen (14) calendar days from receipt of the
City's comments unless an extension of time is approved in writing by the Director.
(b) Part Two. Design Development Phase. After review and acceptance
of the schematic design phase and issuance of a written Notice to Proceed with this Part
Two:
(1) Based upon the accepted schematic design documents and
the Construction Budget, including authorized revisions thereto, the Consultant
shall prepare for review and acceptance by the City the design development
documents consisting of drawings and other documents to fix and describe the
size and character of the Project as necessary to show treatment of significant
details. In addition, the Consultant shall provide outline specifications of the work
as to kinds of materials, systems, and other such design elements as may be
required. Such design development documents and specifications shall be subject
to review and acceptance by the City.
(2) The Consultant shall submit a revised estimate of construction
cost for review and acceptance by the City. The revised estimate shall include, but
shall separately state, the cost of any add or deduct alternates, any work which
may be let on a segregated bid basis, and any furnishings, equipment or fixtures
which may be incorporated in or excluded from the general construction contract
as may be necessary to stay within the Construction Budget, including authorized
revisions thereto.
(3) In the event that the revised estimate of construction cost
exceeds the preliminary estimate of construction cost previously accepted,
excluding therefrom any add alternate, any work which may be let on a segregated
bid basis and any furnishing, equipment or fixtures which was identified in Part
One as that which may be excluded from the general construction contract, the
City shall have the option of accepting or rejecting the revised estimate and the
Consultant shall, at no additional cost to the City, make such design changes as
may be necessary to reduce the revised estimate so that it shall not exceed the
preliminary estimate of construction cost previously accepted by the City. The City
shall not increase the scope of the Project except by modification of this Agreement
which shall include an agreed upon increase in the Consultant's compensation.
(4) The Consultant shall make as many submittals as may be
necessary or desirable to obtain the acceptance by the City and shall assist the
City in applying for and obtaining from applicable public agencies any approval,
permit, or waiver required by law, which assistance shall include, but not be limited
to, making Project information available to the City.
(5) Services shall be undertaken and completed in a sequence
assuring expeditious completion. All services shall be rendered and deliverables
submitted within ninety (90) calendar days from the issuance of a Notice to
Proceed for this Part unless an extension of time is approved in writing by the
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-3-
Director. Re -submittals, as necessary to obtain the acceptance by the City, shall
be submitted to the City within fourteen (14) calendar days from receipt of the City's
comments unless an extension of time is approved in writing by the Director.
(c) Part Three. Construction Document Phase. After review and
acceptance of the design development phase and issuance of a written Notice to Proceed
with this Part Three:
(1) The Consultant shall prepare from the accepted design
development documents, detailed plans and specifications setting forth the
complete work to be done, and the materials, workmanship, finishes and
equipment, fixtures, and site work required. The Consultant shall also prepare
necessary bidding information, general and special conditions of the general
construction contract, technical specifications of the general construction contract,
and the bid proposal and general construction contract forms. Such documents
shall be subject to the review and acceptance by the City. The Consultant shall
cooperate with, assist, and be responsive to the City's Purchasing Manager in
preparation of all documents including, without limitation, slip -sheeting final
documents for printing when requested. The City's Standard Specifications must
be used by the Consultant where possible. Final drawings shall be drawn, printed,
or reproduced by a process providing a permanent record in black on vellum,
tracing cloth, polyester base film, or high quality bond copy. Bid, general
conditions, contract and bond document forms or formats regularly used by the
City shall be used by the Consultant unless the Director determines they would be
impractical for this Project. The Consultant shall be responsible for assuring that
the special conditions, technical specifications and any other documents prepared
by the Consultant are consistent with any documents regularly used by the City
that are used for this Project.
(2) Upon request of the City, the Consultant shall provide the
calculations used to determine the general construction contract quantities, and
structural calculations for the purpose of obtaining any building permits.
(3) The Consultant shall make as many submittals as may be
necessary or desirable to obtain the acceptance by the City and shall assist the
City in applying for and obtaining from applicable public agencies any approval,
permit, report, statement, or waiver required by law, which assistance shall include,
but not be limited to, making Project information available to the City.
(4) The Consultant shall provide the City with 4 sets of completed
plans and 4 sets of completed specifications for review and final acceptance by
the City. Should the plans and specifications as submitted by the Consultant not
be accepted by the City, the Consultant shall revise the plans and specifications
as needed to obtain final acceptance at no additional cost to the City.
(5) After acceptance of final corrections, if any, the Consultant
shall provide the City with one set of accepted reproducible tracings and bid
documents for the Project. In addition, the Consultant shall provide the City with
one complete set of CAD/System disk files of drawings and complete disk files of
specifications in the following format: AutoCAD 2018 and Microsoft Word.
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
Elm
(6) The Consultant shall submit a final estimate of construction
cost for review and acceptance by the City. Such estimate shall be calculated as
of the date all general construction contract documents are delivered to the City in
final form ready for reproduction and advertising. Such estimate shall include, but
shall separately state, the cost of any add or deduct alternates, any work which
may be let on a segregated basis, and any equipment, or fixtures which may be
incorporated in or excluded from the general construction contract.
(7) In the event that the final estimate of construction cost
exceeds the revised estimate of construction cost previously accepted, excluding
therefrom any add alternate, any work which may be let on a segregated bid basis
and any furnishings, equipment or fixtures which was identified in the final revised
estimate in Part Two as that which may be excluded from the general construction
contract, the City shall have the option of accepting or rejecting the final estimate.
If the City elects to reject the final estimate, the Consultant shall at no additional.
cost to the City, make such design changes as may be necessary to reduce the
final estimate so that it shall not exceed the revised estimate of construction cost
previously accepted by the City.
(8) Services shall be undertaken and completed in a sequence
assuring expeditious completion. All services shall be rendered and deliverables
submitted within one hundred twenty (120) calendar days from the issuance of a
Notice to Proceed for this Part unless an extension of time is approved in writing
by the Director. Re -submittals, as necessary to obtain the acceptance by the City,
shall be submitted to the City within thirty (30) calendar days from receipt of the
City's comments unless an extension of time is approved in writing by the Director.
(d) Part Four. Bidding Phase. After review and acceptance of the
construction document phase, the City's decision to proceed to bid shall constitute a
written Notice to Proceed with this Part Four:
(1) The Consultant shall assist the City in obtaining bids. The
Consultant shall not communicate with potential bidders regarding this Project
without the express prior written authorization of the City's Purchasing Manager.
(2) The Consultant shall, within seven calendar days of any
request by the City, expeditiously draft and promptly provide addendum as
determined by the City to be reasonable or necessary for the bidding process.
(3) If the lowest responsible bid received for the general
construction contract exceeds by 10% or more the final estimate of construction
cost previously accepted by the City, excluding therefrom any add alternate, any
work which may be let on a segregated bid basis and any furnishings, equipment
or fixtures which are excluded from the general construction contract, the
Consultant shall, within fourteen calendar days of any request by the City, revise
the plans and specifications as may be necessary to stay within 10% of such final
estimate of construction cost, at no additional cost to the City provided such bid is
received within 180 calendar days after completion of services in Section 1(c) of
this Agreement. The Consultant shall also submit such revised plans and
specifications, together with a new final estimate of construction cost, to the City
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-5-
for review and acceptance. This procedure, using the latest accepted final estimate
of construction cost, shall, upon written notice to the Consultant from the Director,
be repeated until an acceptable bid is received that does not exceed the accepted
final estimate of construction cost by more than 10%.
(e) Part Five. Construction Phase and General Construction Contract
Administration. The construction phase will begin with the award of the general
construction contract, which shall constitute a written Notice to Proceed with this Part
Five, and will terminate when a Notice of Completion is filed. Upon award of a general
construction contract for the Project and under the direction of the Director through the
City's designated Construction Manager for the Project:
(1) The Consultant shall attend the pre -construction conference
and, if called upon by the City, act on the City's behalf in discussing the various
aspects of the construction phase.
(2) The Consultant shall review and recommend in writing to the
City acceptance or non -acceptance of shop drawings, equipment and material
submittals of the general construction contractor as required by the general
construction contract and applicable laws and regulations in a timely manner. The
period for the Consultant review shall be as specified in the general construction
contract, except if such period is not so specified, the period shall be as determined
in the pre -construction conference as mutually agreed upon by the City, the
Consultant and the general construction contractor.
(3) The Consultant shall, at intervals appropriate to the state of
construction, familiarize itself with the progress and quality of the work and
determine in general if the work is proceeding in accordance with the general
construction contract documents, and keep the City informed of the progress of
the work. In the event that the Consultant's visit to the site results in the discovery
of any defect or deficiencies in the work of the general construction contractor, the
Consultant shall immediately advise the City and document, in writing, the work
the Consultant deems substandard, and make recommendations where
appropriate to reject any work not conforming to the intended design or
specifications. Based on the Consultant's best knowledge, information, and belief,
the Consultant shall provide the City a general written assurance that the work
covered by a payment application meets the standards in the general construction
contract. As to technical aspects, the Consultant shall provide a written judgment
of the acceptability of the work for payment applications and final acceptance,
subject to the City's right to overrule the Consultant.
(4) Upon written request by the City, the Consultant shall render
interpretations of the general construction contract documents necessary for the
proper execution or progress of the work.
(5) Upon written request by the City, the Consultant shall render
written recommendations on change orders, claims, disputes, or other questions
arising out of the general construction contract, in a timely manner.
Recommendations by the Consultant in favor of a change order that is
consequently accepted by the City shall constitute approval by the Consultant who
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
M
shall then approve the change order in writing. The Consultant shall not
unreasonably withhold written approval in the event the City accepts a change
order that the Consultant recommended to be rejected. In the event of any
technical disputes, the Consultant shall provide the City with the Consultant's
written interpretation of the contract documents. The period for the Consultant
review shall be as specified in the general construction contract, except if such
period is not so specified, the period shall be as determined in the pre -construction
conference as mutually agreed upon by the City, the Consultant and the general
construction contractor. If the City, the Consultant, and the respective general
construction contractor are unable to mutually agree on such period for the
Consultant review, then the City will make the determination and that determination
will be final.
(6) Upon written request by the City, the Consultant shall provide
such design and specification services as may be requested by the City to
implement change orders necessary for clarification or interpretation of the general
construction contract documents or which may have resulted from errors or
omissions by the Consultant.
(7) Where change orders arise as a result of an increase in the
scope of work or are due to unforeseeable conditions, the parties may modify this
Agreement, which modification shall include an agreed upon increase in the
Consultant's compensation.
(8) Upon written request of the City, the Consultant shall assist
the City in the preparation of Progress Payment Estimates and other related
construction reports.
(9) The Consultant shall provide the City with two sets of original
as -grade plans wet -stamped and signed by the Consultant's Engineer of Record
for the Project submitted for final approval by the City's Building and Safety
Services Division of the Development and Resource Management Department on
all projects located outside the Right of Way.
(10) The Consultant shall prepare Record Drawings by updating
the accepted general construction documents in Part Three to reflect all changes
or deviations that occurred during construction as reflected on or from each of the
following: (i) the general construction contractor provided red -lined plans, (ii)
those furnished by the City, (iii) the Consultant provided Request for Information
responses, and (iv) any the Consultant bulletins, amendments or clarifications.
The Consultant shall provide the City with one set of vellum Record Drawings for
the Project within thirty (30) calendar days from receipt of red -lined field markups
unless an extension of time is approved in writing by the Director. Re -submittals,
as necessary to obtain the acceptance by the City, shall be submitted to the City
within seven (7) calendar days from receipt of the City comments unless an
extension of time is approved in writing by the Director. In addition, the Consultant
shall provide the City with one complete set of CAD/System disk files of Record
Drawings in the following format: AutoCAD 2018 and Adobe PDF.
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-7-
2. The City's responsibilities. The City will:
(a) Provide, upon request and cooperation of the Consultant, access to,
and make all provisions necessary to, enter upon public or private lands as required for
the Consultant to perform such services and inspections as are required in development
of the Project; provided, however, if the City is unable to obtain access to enter upon
public or private lands, the Consultant shall not be relieved from performing its services
as to those public and private lands that are accessible. If the Consultant notifies the City
that a topographic survey is required by the Consultant in connection with the consulting
services, then the City will be responsible for conducting the topographic survey.
(b) Manage and be responsible for all negotiations with owners in
connection with land or easement acquisition and provide all required title reports and
appraisals.
(c) With the exception of preparing correspondence required for design,
hold all required special meetings, serve all public and private notices, receive and act
upon all protests, and perform all services customarily performed by owners as are
necessary for the orderly progress of the work and the successful completion of the
Project, and pay all costs incidental thereto.
(d) Select the testing laboratory and pay the cost of borings, samplings,
and other work involved in soils testing during construction.
(e) Conduct onsite inspection during construction to check quality and
quantity of work as conditions warrant and be responsible for assuring that the general
construction contractor carries out all construction work in accordance with the plans and
specifications. However, this does not release the Consultant from its responsibility to
make periodic site visits under Section 1(e) for the purpose of observing the work to
determine its general conformity with the plans and specifications and reporting its
findings to the City.
(f) Prepare all change orders during construction in cooperation with the
Consultant.
(g) Prepare all Progress Payment Estimates in cooperation with the
Consultant following its general assurance that the work covered by a payment
application meets the standards in the general construction contract documents based
upon the Consultant's best knowledge, information, and belief.
(h) Pay, or cause to be paid, plan check fees, conditional use permit fees
and site plan review fees.
(i) Arrange for and pay, or cause to be paid, any fees associated with
Environmental Impact Reports or Statements.
0) Give reasonably prompt consideration to all matters submitted by the
Consultant for acceptance to the end that there will be no substantial delays in the
Consultant's program of work. For an acceptance, approval, authorization, a request or
any direction to the Consultant to be binding upon the City under the terms of this
Agreement, such acceptance, approval, authorization, request or direction must be in
writing, duly authorized by the City and signed on behalf of the City by the Director.
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
N
3. Compensation.
(a) The Consultant's sole compensation for satisfactory performance of
all services required or rendered pursuant to this Agreement shall be a total fee of one
million, six hundred fifty thousand ($1,650,000), and a contingency amount not to exceed
sixty two thousand five hundred ($62,500) for any additional work rendered pursuant to
Subsection (d) below and authorized in writing by the Director. Such fees include all
expenses incurred by the Consultant in performance of such services.
(b) Detailed statements shall be rendered monthly and will be payable
in the normal course of City business. Such statements shall be for an amount no greater
than that attributable to the part upon which the Consultant is then engaged as provided
in Section 3(c) below.
(c) For purposes of determining the division of the total compensation to
the Consultant as provided in Section 3(a) above, or should performance of any
succeeding part not be authorized by the City as provided in Section 1 of this Agreement,
it is agreed that the total compensation shall be allocated to the five parts of the
Consultant's performance as follows: Part One — Thirty two percent (32%), Part Two —
Thirty percent (30%), Part Three — Thirty one percent (31 %), Part Four — One percent
(1 %) and Part Five — Six percent (6%). Prior to the award of a general construction
contract for the Project, or should such contract not be awarded, the approved Parts as
provided above shall be utilized for purposes of determining the fee due to the Consultant.
(d) The parties may modify this Agreement to increase or decrease the
scope of services or provide for the rendition of services not required by this Agreement,
which modification shall include an adjustment to the 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. The Consultant shall not be entitled
to any additional compensation if services are performed prior to a signed written
amendment. Subsequent to the date of completion of Part Three, changes due to Code
revisions or enactments adopted after such date shall constitute additional work subject
to this Section 3(d).
4. Termination Remedies Force Maieure and Consolidation of Disputes.
(a) This Agreement shall terminate without any liability of the City to the
Consultant upon the earlier of: (i) the Consultant's filing for protection under the federal
bankruptcy laws, or any bankruptcy petition or petition for receiver commenced by a third
party against the Consultant; (ii) seven calendar days' prior written notice with or without
cause by the City to the Consultant; (iii) the City's non -appropriation of funds sufficient to
meet its obligations hereunder during any City fiscal year of this Agreement, or insufficient
funding for the Project; or (iv) expiration of this Agreement.
(b) Immediately upon any termination or expiration of this Agreement,
The Consultant shall (i) immediately stop all work hereunder; (ii) immediately cause any
and all of its subcontractors to cease work; and (iii) return to the City any and all unearned
payments and all properties and materials in the possession of the Consultant that are
owned by the City. Subject to the terms of this Agreement, the Consultant shall be paid
compensation for services satisfactorily performed prior to the effective date of
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-9-
termination. The Consultant shall not be paid for any work or services performed or costs
incurred which reasonably could have been avoided.
(c) In the event of termination due to failure of the Consultant to
satisfactorily perform in accordance with the terms of this Agreement, the City may
withhold an amount that would otherwise be payable as an offset to, but not in excess of,
the City's damages caused by such failure. In no event shall any payment by the City
pursuant to this Agreement constitute a waiver by the City of any breach of this Agreement
which may then exist on the part of the Consultant, nor shall such payment impair or
prejudice any remedy available to the City with respect to the breach.
(d) Upon any breach of this Agreement by the Consultant, the City may
(i) exercise any right, remedy (in contract, law or equity), or privilege which may be
available to it under applicable laws of the State of California or any other applicable law;
(ii) proceed by appropriate court action to enforce the terms of the Agreement; and/or (iii)
recover all direct, indirect, consequential, economic and incidental damages for the
breach of the Agreement. If it is determined that the City improperly terminated this
Agreement for default, such termination shall be deemed a termination for convenience.
(e) The Consultant shall provide the City with adequate written
assurances of future performance, upon the request of the Director or designee, in the
event the Consultant fails to comply with any terms or conditions of this Agreement.
(f) The Consultant shall be liable for default unless nonperformance is
caused by an occurrence beyond the reasonable control of the Consultant and without its
fault or negligence such as, acts of God or the public enemy, acts of the City in its
contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually
severe weather, and delays of common carriers. The Consultant shall notify the Director
or designee in writing as soon as it is reasonably possible 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 the Director or designee of the cessation of such occurrence.
(g) The Consultant agrees that, notwithstanding any contrary provision
in this Agreement, any dispute arising from or relating to this Agreement (including,
without limitation, disputes based on contract, tort, equity or statute) may, at the City's
option, be joined and consolidated with any other dispute or disputes arising from or
relating to the Project so that all disputes arising from or relating to the Project may be
resolved in a single proceeding. The Consultant hereby specifically waives any objection
it may otherwise have to such joinder and consolidation and specifically consents to
mediation, arbitration or any other dispute resolution mechanism, forum or proceeding
necessary to effectuate the joinder and consolidation contemplated by this provision.
5. Confidential Information Ownership of Documents and Copyright License.
(a) Any reports, information, or other data prepared or assembled by the
Consultant pursuant to this Agreement shall not be made available to any individual or
organization by the Consultant without the prior written approval of the City. During the
term of this Agreement, and thereafter, the Consultant shall not, without the prior written
consent of the City, disclose to anyone any Confidential Information. The term
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-10-
"Confidential Information" for the purposes of this Agreement shall include all proprietary
and confidential information of the 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 the 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 the Consultant pursuant to this Agreement are the property of
the City at the time of preparation and shall be turned over to the City upon expiration or
termination of the Agreement or default by the Consultant. The Consultant grants the City
a copyright license to use such drawings and writings. The Consultant shall not permit
the reproduction or use thereof by any other person except as otherwise expressly
provided herein. The City may modify the design including any drawings or writings. Any
use by the City of the aforesaid sketches, tracings, plans, computations, specifications,
computer disk files, writings and other documents in completed form as to other projects
or extensions of this Project, or in uncompleted form, without specific written verification
by the Consultant will be at the City's sole risk and without liability or legal exposure to
the Consultant. The Consultant may keep a copy of all drawings and specifications for its
sole and exclusive use.
(c) If the Consultant should subcontract all or any portion of the services
to be performed under this Agreement, the Consultant shall cause each subcontractor to
also comply with the requirements of this Section 5.
(d) This Section 5 shall survive expiration or termination of this
Agreement.
6. Professional Skill. It is further mutually understood and agreed by and
between the parties hereto that inasmuch as the Consultant represents to the City that
the Consultant and its subcontractors, if any, are skilled in the profession and shall
perform in accordance with the standards of said profession necessary to perform the
services agreed to be done by it under this Agreement, the City relies upon the skill of the
Consultant and any subcontractors to do and perform such services in a skillful manner
and the Consultant agrees to thus perform the services and require the same of any
subcontractors. Therefore, any acceptance of such services by the City shall not operate
as a release of the Consultant or any subcontractors from said professional standards.
7. Indemnification. To the furthest extent allowed by law, including California
Civil Code section 2782.8, CONSULTANT shall indemnify, hold harmless and defend
CITY, State of California, Wildlife Conservation Board, San Joaquin River Conservancy
and each of its officers, officials, employees, agents and volunteers from any and all loss,
liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict
liability, including but not limited to personal injury, death at any time and property
damage), and from any and all claims, demands and actions in law or equity (including
reasonable attorney's fees, litigation expenses and cost to enforce this agreement) that
arise out of, pertain to, or relate to the negligence, recklessness or willful misconduct of
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-11-
CONSULTANT, its principals, officers, employees, agents or volunteers in the
performance of this Agreement.
If CONSULTANT should subcontract all or any portion of the services to be
performed under this Agreement, CONSULTANT shall require each subcontractor to
indemnify, hold harmless and defend CITY, State of California, Wildlife Conservation
Board, San Joaquin River Conservancy 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, the Consultant shall pay for
and maintain in full force and effect all insurance as required in EXHIBIT B, which is
incorporated into and part of this Agreement, with an 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 the City's Risk Manager or 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 the City, its officers, officials, employees, agents, and
volunteers as additional insureds, shall be the greater of the minimum limits specified
therein or the full limit of any insurance proceeds to the named insured.
(b) If at any time during the life of the Agreement or any extension, the
Consultant or any of its subcontractors/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 the Consultant
shall be withheld until notice is received by the City that the required insurance has been
restored to full force and effect and that the premiums therefore have been paid for a
period satisfactory to the City. Any failure to maintain the required insurance shall be
sufficient cause for the City to terminate this Agreement. No action taken by the City
pursuant to this section shall in any way relieve the Consultant of its responsibilities under
this Agreement. The phrase "fail to maintain any required insurance" shall include, without
limitation, notification received by the City that an insurer has commenced proceedings,
or has had proceedings commenced against it, indicating that the insurer is insolvent.
(c) The fact that insurance is obtained by the Consultant shall not be
deemed to release or diminish the liability of the Consultant, including, without limitation,
liability under the indemnity provisions of this Agreement. The duty to indemnify the City
shall apply to all claims and liability 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 the Consultant. Approval or purchase of any insurance contracts or
policies shall in no way relieve from liability nor limit the liability of the Consultant, its
principals, officers, agents, employees, persons under the supervision of the Consultant,
vendors, suppliers, invitees, consultants, sub -consultants, subcontractors, or anyone
employed directly or indirectly by any of them.
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-12-
(d) If the Consultant should subcontract all or any portion of the services
to be performed under this Agreement, the Consultant shall require each
subcontractor/sub-consultant to provide insurance 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 the Consultant and the City prior to the
commencement of any services by the subcontractor. The Consultant and any
subcontractor/sub-consultant shall establish additional insured status for the City, its
officers, officials, employees, agents, and 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 the City's execution of this Agreement, the Consultant shall
complete a City of Fresno conflict of interest disclosure statement in the form as set forth
in EXHIBIT C. During the term of this Agreement, the Consultant shall have the obligation
and duty to immediately notify the City in writing of any change to the information provided
by the Consultant in such statement.
(b) The Consultant shall comply, and require its subcontractors to
comply, with all applicable (i) professional canons and requirements governing avoidance
of impermissible client conflicts; and (ii) federal, 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 the City, the Consultant shall provide a written opinion of its legal counsel and
that of any subcontractor that, after a due diligent inquiry, the Consultant and the
respective subcontractor(s) are in full compliance with all laws and regulations. The
Consultant 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, the Consultant shall immediately notify the City of
these facts in writing.
(c) In performing the work or services to be provided hereunder, the
Consultant shall not employ or retain the services of any person while such person either
is employed by the City or is a member of any 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) The Consultant represents and warrants that it has not paid or
agreed to pay any compensation, contingent or otherwise, direct or indirect, to solicit,
procure, this Agreement or any rights/benefits hereunder.
(e) Neither the Consultant, nor any of the Consultant's subcontractors
performing any services on this Project, shall bid for, assist anyone in the preparation of
a bid for, or perform any services pursuant to, any other contract in connection with this
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-13-
Project. The Consultant 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 accordance with all applicable law and fully disclosed to and approved by
the City Manager, in advance and in writing.
(f) If the Consultant should subcontract all or any portion of the work to
be performed or services to be provided under this Agreement, the Consultant shall
include the provisions of this Section 9 in each subcontract and require its subcontractors
to comply therewith.
(g) This Section 9 shall survive expiration or termination of this
Agreement.
10. Recycling Program. In the event the Consultant maintains an office or
operates a facility(ies), or is required herein to maintain or operate same, within the
incorporated limits of the City of Fresno, the Consultant at its sole cost and expense shall:
(a) Immediately establish and maintain a viable and ongoing recycling
program, approved by the City's Solid Waste Management Division, for each office and
facility. Literature describing the City recycling programs is available from the City's Solid
Waste Management Division and by calling City of Fresno Recycling Hotline at (559) 621-
1111.
(b) Immediately contact the City's 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.
(c) Cooperate with and demonstrate to the satisfaction of the 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 the City within the body of this Agreement, and not otherwise specifically provided for,
shall be effective only if signed by the Director or designee.
(b) Records of the Consultant's expenses pertaining to the Project shall
be kept on a generally recognized accounting basis and shall be available to the City or
its authorized representatives, and the auditors or representatives of the State of
California upon request during regular business hours throughout the life of this
Agreement and for a period of three years after final payment or, if longer, for any period
required by law. In addition, all books, documents, papers, and records of the Consultant
pertaining to the Project, including but not limited to goods, services, equipment,
materials, supplies, or other assistance provided to City in connection with the Project,
shall be available to the City and the auditors or representative of the State of California
for the purpose of making audits, inspections, 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 the City until such action is resolved, or until the end of said time period
whichever shall later occur. If the Consultant should subcontract all or any portion of the
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-14-
services to be performed under this Agreement, the Consultant shall cause each
subcontractor to also comply with the requirements of this paragraph.
This Section 11(b) shall survive expiration or termination of this Agreement.
(c) Prior to execution of this Agreement by the City, the Consultant shall
have provided evidence to the City that the Consultant is licensed to perform the services
called for by this Agreement (or that no license is required). If the Consultant should
subcontract all or any portion of the work or services to be performed under this
Agreement, the Consultant shall require each subcontractor to provide evidence to the
City that subcontractor is licensed to perform the services called for by this Agreement
(or that no license is required) before beginning work.
(d) The Consultant's services pursuant to this Agreement shall be
provided under the supervision of Michael Osborn, PE, and he/she shall not assign
another to supervise the Consultant's performance of this Agreement without the prior
written approval of the Director.
12. Nondiscrimination. To the extent required by controlling federal, state and
local law, the Consultant shall not employ discriminatory practices, shall not harass, or
allow harassment, 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 (including HIV and AIDS), mental disability, medical condition, marital status,
sex, age (over 40), sexual orientation, ethnicity, status as a disabled veteran or veteran
of the Vietnam era, or use of family -care leave, medical -care leave, or pregnancy -
disability leave. Subject to the foregoing and during the performance of this Agreement,
the Consultant agrees as follows:
(a) The 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 (including HIV and AIDS), mental disability, medical
condition, marital status, sex, age (over 40), sexual orientation, ethnicity, status as a
disabled veteran or veteran of the Vietnam era, or use of family -care leave, medical -care
leave, or pregnancy -disability leave be excluded from participation in, be denied the
benefits of, or be subject to discrimination or harassment under any program or activity
made possible by or resulting from this Agreement.
(b) The Consultant will not discriminate against, harass, or allow
harassment against any employee or applicant for employment because of race, religious
creed, color, national origin, ancestry, physical disability (including HIV and AIDS), mental
disability, medical condition, marital status, sex, age (over 40), sexual orientation,
ethnicity, status as a disabled veteran or veteran of the Vietnam era, or use of family -care
leave, medical -care leave, or pregnancy -disability leave. The Consultant shall take
affirmative action to ensure that the evaluation and treatment of its employees and
applicants for employment are free from such discrimination and harassment. Such
requirement shall apply to the 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 ofcompensation;
and selection for training, including apprenticeship. Consultant shall comply with the
provisions of the Fair Employment and Housing Act (Government Code Section 12900
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-15-
(a-f) et seq.), and applicable regulations (California Code of Regulations, Title 2, Section
7285 et seq.). The regulations of the Fair Employment and Housing Commission
regarding Contractor Nondiscrimination and Compliance (Chapter 5 of Division 4 of Title
2 of the California Code of Regulations) are incorporated by reference into this
Agreement. The Consultant agrees to post in conspicuous places, available to employees
and applicants for employment, notices setting forth the provision of this
nondiscrimination clause.
(c) The Consultant will, in all solicitations or advertisements for
employees placed by or on behalf of the Consultant 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) The 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 the
Consultant's commitment under this section and shall post copies of the notice in
conspicuous places available to employees and applicants for employment.
(e) If the Consultant should subcontract all or any portion of the services
to be performed under this Agreement, the Consultant shall cause each subcontractor to
also comply with the requirements of this Section 12.
13. independent Contractor.
(a) In the furnishing of the services provided for herein, the Consultant
is acting solely as an independent contractor. Neither the Consultant, nor any of its
officers, agents, or employees shall be deemed an officer, agent, employee, joint
venturer, partner, or associate of the City for any purpose. The City shall have no right to
control or supervise or direct the manner or method by which the Consultant shall perform
its work and functions. However, the City shall retain the right to administer this
Agreement so as to verify that the Consultant is performing its obligations in accordance
with the terms and conditions thereof.
(b) This Agreement does not evidence a partnership or joint venture
between the Consultant and the City. The Consultant shall have no authority to bind the
City absent the City's express written consent. Except to the extent otherwise provided in
this Agreement, the Consultant shall bear its own costs and expenses in pursuit thereof.
(c) Because of its status as an independent contractor, the Consultant
and its officers, agents, and employees shall have absolutely no right to employment
rights and benefits available to City employees. The Consultant shall be solely liable and
responsible for all payroll and tax withholding and for providing to, or on behalf of, its
employees all employee benefits including, without limitation, health, welfare and
retirement benefits. In addition, together with its other obligations under this Agreement,
the Consultant shall be solely responsible, indemnify, defend and save the City harmless
from all matters relating to employment and tax withholding for and payment of the
Consultant's employees, including, without limitation, (i) compliance with Social Security
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-16-
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 the City employment benefits,
entitlements, programs and/or funds offered employees of the City whether arising by
reason of any common law, de facto, leased, or co -employee rights or other theory. It is
acknowledged that during the term of this Agreement, the Consultant may be providing
services to others unrelated to the City or to this Agreement.
14. Notices. Any notice required or intended to be given to either party under
the terms of this Agreement shall be in writing and shall be deemed to be duly given if
delivered personally, transmitted by facsimile followed by telephone 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. Binding. 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
party's respective heirs, successors, assigns, transferees, agents, servants, employees,
and representatives.
16. Assignment.
(a) This Agreement is personal to the Consultant and there shall be no
assignment by the Consultant of its rights or obligations under this Agreement without the
prior written approval of the City Manager or designee. Any attempted assignment by the
Consultant, its successors or assigns, shall be null and void unless approved in writing
by the City Manager or designee.
(b) The Consultant hereby agrees not to assign the payment of any
monies due the Consultant from the City under the terms of this Agreement to any other
individual(s), corporation(s) or entity(ies). The City retains the right to pay any and all
monies due the Consultant directly to the Consultant.
17. Compliance With Law. In providing the services required under this
Agreement, the Consultant shall at all times comply with all applicable laws of the United
States, including, but not limited to, the Americans with Disabilities Act (42 U.S.C. §§
12101 et seq.), the State of California and the 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.
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-17-
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. Severability. The provisions of this Agreement are severable. The invalidity,
or unenforceability of any one provision in this Agreement shall not affect the other
provisions.
22. Interpretation. The parties acknowledge that this Agreement in its final form
is the result of the combined efforts of the parties and that, should any 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 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 the City and the Consultant.
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-18-
29. The City Manager, or designee, is hereby authorized and directed to
execute and implement this Agreement. The previous sentence is not intended to
delegate any authority to the City Manager to administer the Agreement, any delegation
of authority must be expressly included in the Agreement.
[SIGNATURES FOLLOW ON NEXT PAGE.]
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-19-
IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California,
the day and year first above written.
CITY OF FRESNO,
A California municipal corporation
By: .
Randall W. Morrison, P , MCE,
Assistant Director
Public Works Department
APPROVED AS TO FORM:
RINA M. GONZALES
Interim Cit J y.,----\
By:
z
Senior Deputy City Attorney
ATTEST:
TODD STERMER, CMC
CjkB - -�y
Dom_
Addresses:
CITY:
City of Fresno
Attention: Melissa Blau
Project Administrator
2600 Fresno Street, Room 4064
Fresno, CA 93721
Phone: (559) 621-8717
E-mail: Melissa.Blau@fresno.gov
PROVOST AND PRITCHARD
CONSULTING GROUP,
Inc.
By: --
Name: 76kH
Title: 01ncar of OPTi;ow5
(If corporation or LLC., Board Chair, Pres.
or Vice Pres.)
By: -1114w
Name: Nghl ee /
Title: C i!7r _& �c D J&er
(If corporation or LLC., CFO, Treasurer,
Secretary or Assistant Secretary)
CONSULTANT:
Provost and Pritchard Consulting Group,
Inc.
Attention: Michael Osborn, PE
Project Manager
455 W Fir Avenue
Clovis, CA 93611
Phone: (559) 449-2700
E-mail: MOsborn@ppeng.com
Attachments:
1. EXHIBIT A - Scope of Services
2. EXHIBIT B - Insurance Requirements
3. EXHIBIT C - Conflict of Interest Disclosure Form
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
-20-
EXHIBIT A
SCOPE OF SERVICES
Consultant Service Agreement between City of Fresno (the City) and Provost &
Pritchard Consulting Group (the Consultant)
ENGINEERING SERVICES FOR THE RIVER WEST EATON TRAIL EXTENSION PROJECT
AT THE SAN JOAQUIN RIVER PARKWAY
Proiect Understanding:
The City of Fresno will be using State of California Wildlife Conservation Board (WCB) grant
program funding to prepare construction documents and permits necessary for the construction
of the River West Eaton Trail extension project from the new Perrin Avenue access at State
Route 41 to the new North Palm Avenue access near Spano Park (intersection of Palm Avenue
and Nees Avenue) and including a new central access point at Riverview Drive, in conformance
with the project's final Environmental Impact Report and grant application. Funding for
construction of the project has not been identified.
Scope of Services:
Provost & Pritchard Consulting Group's (P&P's) scope of work for this project is segregated into
several phases, following the outline of the standard City agreement, and described below.
Part One: Schematic Design
• General project management of staff, subconsultants and coordination with City staff,
including preparation of draft quarterly reports.
• Review background documents related to the project, such as the project's
Environmental Impact Report, adopted resolutions, settlement agreements, etc.
• Coordinate and lead the following meetings in -person with virtual attendance options, as
necessary:
a. Project kick off meeting with City staff
b. Monthly stakeholder meetings to include representatives from the City, San
Joaquin River Conservancy (SJRC), and WCB, and design team personnel, as
necessary
• Prepare a Public Outreach Plan for review and approval by the City and SJRC; this plan
will include a stakeholder list developed in coordination with the City and SJRC
• Prepare schedule to meet intended project bid advertising date of August 2023
• Conduct utility research and identify potential conflicts with record utilities
■ Conduct site investigation for the purposes of preparing construction documents
Prepare base map from City's topographic, boundary, and control survey AutoCAD
drawing (.dwg format)
Page 1 of 9
5. Implications of State and federal regulations that could affect the
project.
6. Photographs that document the Project area conditions at the time
of the field survey.
iv. Maps and tables of the Project location and sensitive biological resources
with potential to occur onsite.
v. Prepare a Biological Evaluation report suitable for submission to
regulatory agencies for permitting purposes and to help guide the HRRP.
• Coordinate with FMFCD to determine any concerns they have regarding the project and
potential impacts to their facilities
• Meet with local Native American tribal groups to discuss possible language, cultural
elements, and natural elements that may be incorporated into future interpretive signage
along with proper recognition
• Prepare up to two preliminary alternative layout plans of the access roads, slope
retention, parking lots, trail layouts, restrooms and fire hydrants for use in discussions
with City and project stakeholders with accompanying Rough Order of Magnitude (ROM)
opinions of construction costs
• Prepare Geometric Approval Drawing (GAD) of both the "on -site" and "off -site" public
street improvements on 1" = 20' or 30' scale, plan view (no profile) 24" by 36" sheets.
The "on -site" improvements will be based on comments received from the preliminary
alternative layouts and include improvements on parcels of land owned by City, State or
FMFCD and include limit of work, access roads, parking, trail alignments, planting areas,
fencing, gates and restrooms. The "off -site" improvements shown will be those
improvements within the public street right of way including limits of work, locations of
pavement rehabilitation, locations of new curb, gutter, drive approaches, sidewalk, on -
street parking, ramps, fencing & gates, street trees, lighting, and singing and striping
layout for the:
a. North Palm River access connection and modifications to the cul-de-sac of the
North Palm Avenue Parking; and
b. Riverview West access connection and modifications to the intersection of West
Riverview Drive and West Bluff Avenue
c. Perrin Avenue undercrossing street connection and modifications to tie the trail
into the end of the existing trail on the east side of SR 41
• Prepare a basis of design report that includes a summary of findings of the existing
conditions and a narrative of the proposed design
• Prepare Engineer's Opinion of Probable Construction Costs (EOPCC) commensurate
with the level of design for the entire project
• Prepare Outline of Habitat Restoration and Revegetation Plan (HRRP)
• Identify required permits with potential application deadlines, key approval milestones
(i.e., board meetings) and time constraints and incorporate into overall project schedule
including initial/preliminary project discussions with regulatory agency staff
• Submittal of GAD in PDF format for review and approval.
Page 3 of 9
b. Stakeholder meeting to include San Joaquin River Conservancy (SJRC)
• Attend additional project information meetings, as needed
• Update schedule to meet intended project bid advertising date of August 2023
• The project includes impacts of up to 16 parcels zoned OS (Open Space) and/or PR
(Parks and Recreation). Assist City Public Works staff with their coordination with City of
Fresno Planning for:
a. Approval of project in accordance with any variances to the Bluff Protection (BL)
Overlay District development standards to allow the construction of the
improvements for vehicle and pedestrian access at North Palm and West
Riverview
b. It is understood that Planning Department Entitlements (i.e., Conditional Use
Permit or Development Permit) will not be required for this project; rather
Planning staff will be reviewing the submitted plans along with the other City staff
reviewing the project.
• Prepare applications for regulatory permits/clearances from:
a. California Department of Fish and Wildlife (Lake & Streambed Alteration
Agreement, "LSA")
i. Prepare the LSA Notification package pursuant to California Fish and
Game Code section 1602. Specific tasks associated with this phase
include:
1. Conduct necessary fieldwork (concurrent with fieldwork
associated with the biological evaluation and other environmental
permitting).
2. Complete the Standard LSA Notification form with attachment of
all relevant documents and requested information.
b. San Joaquin Valley Air Pollution Control District (ISR-AIA) in compliance with
Rule 9510, including maps and figures
c. Central Valley Flood Protection Board (encroachment permit)
i. Because the Project will involve work within a floodplain under the
jurisdiction of the CVFPB, Provost and Pritchard will coordinate a pre -
filing meeting with the CVFPB and United States Army Corps of
Engineers (USACE) to discuss the Project and permitting approval
process. A CVFPB Encroachment Permit Application will be completed
and submitted to CVFPB and USACE Levees and Channels Branch
(Section 408) for review.
ii. Per Mitigation Measure Hydrology and Water Quality -4, this will include a
drainage and hydromodification study, stormwater calculations for surface
drainage flows, and evaluation of drainage and floodplain modifications
d. California State Lands Commission (lease)
i. Coordination with the California State Lands Commission (CSLC) will be
required for the North Palm Access as it will encroach into the lands
mapped between the low water line and high water line on CLSC
Administrative Map of the San Joaquin River (April 1992) and which are
Page 5 of 9
• Improvements: Prepare Design Development Documents on City -standard Public Works
title block (24"x36" sheet "E" with Title Block "B" per P-17), expected to include:
a. Cover sheet
b. General Notes, Legends & Abbreviations
c. Existing Topographic Map and Overall Site Demolition Plan (1"=100')
d. Site Demolition Plans at each access point (1"=40')
e. Overall horizontal control plan sheet (1 "=100')
f. Horizontal control plan sheets at each access point (1"=40')
g. Grading, Drainage and Paving Plans (1"=20')
h. Site Utility and Restroom Plans (1 "=20')
i. Street Improvement Plans (parkway access points and pedestrian/bicyclist
connection to improved Del Mar and Audubon Intersection designed by others)
j. Typical cross section sheets
k. Details sheets with accessible parking and path of travel details, etc.
I. Signing and Striping Plan (1"=20')
m. Landscape Planting Plans (1"=20')
n. Temporary Irrigation Plans (1"=100')
o. Landscape Details
p. Parking Lot Lighting Plan (1"=20')
q. Stormwater Management Plan (1"=100')
r. Street Improvement Plan
• P&P's project team will create bid item descriptions, insert calculated quantities and
submit to City for inclusion in specifications package prepared by City
• Refine Preliminary Engineer's Opinion of Probable Construction Cost (EOPCC)
• Assist the City and/or SJRC with the preparation of one (1) grant application for
construction funding similar to the one prepared through the Wildlife Conservation Board
for design funding.
• Public Outreach:
a. Focused meeting with residents who live near access points
i. This meeting will be held in cooperation with the District 2
Councilmember's office, virtually and/or in person.
ii. Residents near access points will have a chance to see updates on the
design and provide feedback
b. Community Day: one city wide public meeting + guided walking tour - family
picnic style
i. A follow-up meeting with the public will be held during the design
development stage of the project. Materials that can be presented to the
public may include:
Page 7 of 9
and provide a final application for submittal to California Department of Fish and
Wildlife through the online EPIMS portal.
• Prepare final structural calculations for soil retention measures
■ Prepare project signage and wayfinding
• Prepare final Engineer's Opinion of Probable Construction Cost (EOPCC)
• Submittal of 90% plans and updated EOPCC to the City electronically (PDF) along with
four (4) hard copies of plans
• Submit 90% plans to FMFCD electronically (PDF)
• Make submittal to DSA
• Address City, FMFCD and DSA comments and submit PDFs of plans for final approval
• Submit 100% final signed and sealed plans on mylar for City and FMFCD signature
• Schedule: 120 calendar days from receipt of both the Notice to Proceed for Part Three
and City and FMFCD comments on Design Development Submittal for submittal of the
90% documents. Additional 30 days following receipt of comments from FMFCD and
City for submittal of 100% final construction documents.
Part Four: Bidding Phase
P&P will assist the City's Project Manager and Purchasing Unit in the project bidding phase by:
• Attending the pre -bid conference
• Assist City in responding to requests for information and preparing addenda or
clarification, if necessary
Attending bid opening
Part Five: Construction Phase
P&P will assist the City's Project Manager and Construction Management (CM) Division during
construction of the project by:
Attend pre -construction conference arranged by City CM Division
• Review shop drawings and submittals
• Provide interpretation and/or clarification of construction documents during construction
in response to requests for information from the contractor
• Review and provide technical information for construction contract change order
requests, if necessary
■ Visit the site to observe the workmanship is in substantial conformance with the
construction documents; and
• Prepare record drawings based on as -built markups received from CM Division and the
contractor
• Prepare permit close-out noticing and final reporting, as required for each permit
Page 9 of 9
EXHIBIT B
INSURANCE REQUIREMENTS
Consultant Service Agreement between City of Fresno ("CITY")
and Provost and Pritchard Consulting Group ("CONSULTANT")
River West Eaton Trail Extension Pro'ect
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).
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.
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,
State of California, Wildlife Conservation Board, San Joaquin River Conservancy and each
of their 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:
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,
(iv) $2,000,000 general aggregate applying separately to the work
performed under the Agreement.
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
Page 1 of 5
EXHIBIT B
2. COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property damage.
3. WORKERS' COMPENSATION INSURANCE as required by the State of
California with statutory limits.
4. EMPLOYER'S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
5. PROFESSIONAL LIABILITY (Errors and Omissions):
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
UMBRELLA OR EXCESS INSURANCE
In the event 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, State of California, Wildlife Conservation Board, San Joaquin
River Conservancy and each of their 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 to on the Certificate of Insurance, and approved by, the CUSTOMER's Risk
Manager or designee. At the option of the CITY's Risk Manager or designee, either:
(i) The insurer shall reduce or eliminate such deductibles or self -insured
retentions as respects CITY, State of California, Wildlife
Conservation Board, San Joaquin River Conservancy and each of
their officers, officials, employees, agents and volunteers; or
(ii) CONSULTANT shall provide a financial guarantee, satisfactory to
CITY's Risk Manager or 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 PROVISIONVENDORSENIENTS
The General Liability and Automobile Liability insurance i0olicies are to contain, or be
endorsed to contain, the following provisions:
1. CITY, State of California, Wildlife Conservation Board, San Joaquin River
Conservancy and each of their officers, officials, employees, agents and
volunteers are to be covered as additional insureds. CONSULTANT shall
establish additional insured status for CITY, State of California, Wildlife
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
Page 2 of 5
EXHIBIT B
Conservation Board, San Joaquin River Conservancy and each of their
officers, officials, employees, agents and volunteers and for all ongoing and
completed operations under the Commercial General Liability policy by use
of ISO Forms or an executed manuscript insurance company endorsement
providing additional insured status. The Commercial General
endorsements must be as broad as that contained in ISO Forms: GC 20 10
11 85 or both CG 20 10 & CG 20 37.
2. The coverage shall contain no special limitations on the scope of protection
afforded to CITY, State of California, Wildlife Conservation Board, San
Joaquin River Conservancy and each of their 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 relating to this Agreement, CONSULTANT's insurance
coverage shall be primary insurance with respect to the CITY, State of
California, Wildlife Conservation Board, San Joaquin River Conservancy
and each of their officers, officials, employees, agents and volunteers. Any
insurance or self-insurance maintained by the CITY, State of California,
Wildlife Conservation Board, San Joaquin River Conservancy and each of
their 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' Com ensation insurance olio is to contain, or be endorsed to contain, the
following provision: CONSULTANT and its insurer shall waive any right of subrogation
against CITY, State of California, Wildlife Conservation Board, San Joaquin River
Conservancy and each of their officers, officials, employees, agents and volunteers.
If the Professional Liability Errors and Omissions insurance policy is written on a claims -
made form:
1. The retroactive date must be shown, and must be before the effective date
of the Agreement or the commencement of work by CONSULTANT.
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 must purchase "extended reporting" coverage for a
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
Page 3 of 5
EXHIBIT B
minimum of five (5) years 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.
Should any of the required policies provide that the defense costs are paid within the
Limits of Liability, thereby reducing the available limits by any defense costs, then the
requirement for the Limits of Liability of these polices will be twice the above stated limits.
The fact that insurance is obtained by CONSULTANT shall not be deemed to release or
diminish the liability of CONSULTANT, including, without limitation, liability under the
indemnity provisions of this Agreement. The policy limits do not act as a limitation upon
the amount of indemnification to be provided by CONSULTANT. Approval or purchase
of any insurance contracts or policies shall in no way relieve from liability nor limit the
liability of CONSULTANT, its principals, officers, agents, employees, persons under the
supervision of CONSULTANT, vendors, suppliers, invitees, consultants, sub -consultants,
subcontractors, or anyone employed directly or indirectly by any of them.
SUBCONTRACTORS - If CONSULTANT subcontracts any or all of the services to be
performed under this Agreement, CONSULTANT shall require, at the discretion of the
CITY Risk Manager or designee, subcontractor(s) to enter into a separate Side
Agreement with the CITY to provide required indemnification and insurance protection.
Any required Side Agreement(s) and associated insurance documents for the
subcontractor must be reviewed and preapproved by CITY Risk Manager or designee. If
no Side Agreement is required, CONSULTANT will be solely responsible for ensuring that
its subcontractors maintain insurance coverage at levels no less than those required by
applicable law and is customary in the relevant industry.
VERIFICATION OF COVERAGE
CONSULTANT 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
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
Page 4 of 5
EXHIBIT B
endorsements amending policy coverage shall be executed by a licensed and authorized
agent or broker. Upon request of CITY, CONSULTANT 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.
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
Page 5 of 5
EXHIBIT B
EXHIBIT C
DISCLOSURE OF CONFLICT OF INTEREST
River West Eaton Trail Extension Project
YES*
NO
1
Are you currently in litigation with the City of Fresno or any of its
❑
14
agents?
2
Do you represent any firm, organization, or person who is in litigation
❑
I,
with the City of Fresno?
3
Do you currently represent or perform work for any clients who do
(❑
business with the City of Fresno?
4
Are you or any of your principals, managers, or professionals,
owners or investors in a business which does business with the City
❑
of Fresno, or in a business which is in litigation with the City of
Fresno?
5
Are you or any of your principals, managers, or professionals,
related by blood or marriage to any City of Fresno employee who
❑
has any significant role in the subject matter of this service?
6
Do you or any of your subcontractors have, or expect to have, any
interest, direct or indirect, in any other contract in connection with
E)
IX
this Project?
* If the answer to any question is yes, please explain in full below.
• i rr� r ► ram.
I a. t, raw, M.W.
❑ Additional page(s) attached.
EXHIBIT C
DPW-B Eng. CSA, Long Form TF - Contingency (04-2022)
(242"&ZIVI-1
Signal¢re
Date
(Name)
(Company) --'
(Address)
v Ls of
(City, State, Zip)