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2005/11/22 City Council Resolution (5)RESOLUTION NO. 2005 -342 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK AUTHORIZING AND APPROVING AN AGREEMENT WITH THE MCKIM DESIGN GROUP FOR DESIGN OF CITY HALL AT 130 AVRAM AVENUE BE IT RESOLVED by the City Council of the City of Rohnert Park that it does hereby authorize and approve an agreement by and between the McKim Design Group and the City of Rohnert Park, a municipal corporation, for design of City Hall at 130 Avram Avenue. BE IT FURTHER RESOLVED that the City Manager is hereby authorized and directed to execute this agreement in substantially similar form to the agreement attached as Attachment A and any amendments for and on behalf of the City of Rohnert Park. DULY AND REGULARLY ADOPTED this date of November 22, 2005. CITY OF ROHNERT PARK Mayor A T'r V Q'r - BREEZE: AYE FLORES: AYE SMITH: AYE VIDAK- MARTINEZ: AYE MACKENZIE: AYE AYES: (5) NOES: (0) ABSENT: (0) ABSTAIN: (0) AGREEMENT FOR PROFESSIONAL DESIGN SERVICES This Agreement is made and entered into this 22 "a day of November, 2005, by and between the City of Rohnert Park, hereinafter referred to as the "City," and McKim Design Group, hereinafter referred to as the "Consultant." WHEREAS, the City requires Architectural Services in connection with its planned remodeling of an existing building and construction of an addition to become City Hall located at 130 Avram Avenue, Rohnert Park, CA (the "Project "); and WHEREAS, the Consultant represents that it is qualified and experienced to provide such services. NOW, THEREFORE, said City and Consultant for the considerations hereinafter set forth, mutually agree as follows: 1. SCOPE OF Services. Consultant shall perform those services described in this Agreement and as Tasks in the Scope of Services and Schedule of Per. forinance attached as Exhibit "A" within the time frames stated therein. 2. COORDINATION. Consultant shall assign Kirk S. McKim, to personally participate in said project and to coordinate the activities of the Consultant. COMPENSATION. A. City shall pay Consultant as compensation in full for such Basic Services based on actual time and materials (based on Standard Hourly Rates in Exhibit `B') until the completion of programming phase. City shall not pay Consultant more than $15,000 for work performed during the programming phase, plus reimbursable expenses. At the conclusion of the programming phase, City will establish a Project Budget. The Project Budget is the total funding appropriated to be used for the design and construction of the Project. The Project Budget includes all costs of design, engineering, construction, inspection, technical consultants, surveys, testing, construction management, project contingencies, and such administrative costs of the Owner as shall be deemed appropriate. At that time, the Consultant's fee for basic services will be fixed at an amount not to exceed 12% of the Project Construction Cost plus $3,500. (the "Not To Exceed Fee "). When that figure is determined, this contract shall be amended to include that figure as the Not To Exceed Fee. The Project Construction Cost is that portion of the Project Budget equal to the total cost to the Owner of all work designed or specified by Consultant, including work covered by approved change orders and /or alternates, but excluding the following_ Any payments to Consultant or consultants, any costs of inspections, surveys, tests, or fees; and any portion of the Construction Management fee allocated for pre - construction services. Change orders required to correct deficiencies or errors in the construction documents, or that result from any error or omission of Consultant or its subconsultants and which do not add value to the Project, shall not be included in the amount for the Project Construction Cost. All amounts billed by Consultant during the Programming Phase will be rolled into and included in the Not To Exceed Fee. Reimbursable expenses shall be in addition to this amount, but shall not exceed the sum of $10,000 without prior written authority from City's project manager. months of the approval of this agreement, the Consultant may re- negotiate the fee for services required to complete the project. 5. NOTICES. All notices, bills, and payments shall be made in writing and may be given by personal delivery or by mail. Notices, bills and payments sent by mail should be addressed as follows: TO CITY: Engineering Department City of Rohnert Park 6750 Commerce Boulevard Rohnert Park, CA 94928 TO CONSULTANT`. McKim Design Group 6475 Camden Avenue #201 San Jose, CA 95120 408- 927 -8110 and when so addressed, shall be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices, bills and payments shall be deemed given at the time of actual delivery. Changes may be made in the names and addresses of the person to whom notices, bills and payments are to be given by giving notice pursuant to this Paragraph. 6. AMENDMENT OF SCOPE OF SERVICES. City shall have the right to amend the Scope of Services within the Agreement by written notification to the Consultant. In such event, the compensation and time of performance for the changed services shall be subject to negotiation. Failure of the Consultant to secure City's written authorization for extra or changed services shall constitute a waiver of any and all right to adjustment in the Not to Exceed Fee or schedule, whether by way of compensation, restitution, quantum mermt, or any other basis, for services done without the appropriate City authorization_ CITY'S RIGHT TO `ITRMINATE /SUSPEND CONTRACT_ A. If Consultant at any time refuses or neglects to prosecute the services in a timely fashion or in accordance with the Project schedule, or is adjudicated a bankrupt, or commits any act of insolvency, or makes an assignment for the benefit of creditors without City's consent, or fails to make prompt payment to persons furnishing labor, equipment, or materials, or fails in any respect to properly and diligently prosecute its work, or otherwise fails to perform fully any and all of the agreements herein contained, Consultant shall be in default. B. If Consultant fails to cure the default within seven (7) days after written notice thereof, City may, at its sole option, take possession of any Documents, files (including CAD files), or other materials prepared or used by Consultant in connection with the Project and (1) provide any such work, labor, or materials as may be necessary to overcome the default and deduct the cost thereof from any money then due or thereafter to become due to Consultant under this Agreement; or (2) terminate Consultant's right to proceed with this Agreement. C. In the event City elects to terminate this Agreement, City shall have the right to immediate possession of all Documents and other work in progress prepared by Consultant, whether located at the Project, at Consultant's place of business, or at the offices of a subconsultant, and may employ any other person or persons to perform the Services and provide the materials therefore. In case of such default termination, Consultant shall not be entitled to receive any further payment under this Agreement until the Project is completely finished_ At that time, if the expenses incurred by City in obtaining architectural and engineering services for the Project exceed the unpaid balance of the Not to Exceed Fee, Consultant shall promptly pay to City the amount by which such expense exceeds such unpaid balance. The expense referred to in the previous sentence shall include expenses incurred by City in obtaining services from others, for attorneys' fees, and for any willful misconduct of City. This inderrmification obligation is not limited in any way by any limitation on the amount or type of damages or compensation payable by or for Consultant under Worker's Compensation, disability or other employee benefit acts or the terms, applicability or limitations of any insurance held or provided by Consultant and shall continue to bind the parties after termination/completion of this Agreement. 14. INSURANCE. Without limiting Consultant's indemnification provided herein, Consultant shall obtain and maintain, throughout the period of this Agreement, the following policies of insurance placed with insurers with a current A.M. Bests rating of no less than ANII or its equivalent against injury/death to persons or damage to property which may arise from or in connection with the activities hereunder of Consultant, its agents, employees or subcontractors: A. Comprehensive or Commercial General Liability Insurance at least as broad as Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001), in an amount of $1,000,000.00 per occurrence. If work involves explosive, underground or collapse risks, XCU must be included. If a general aggregate linnit is used, either the general aggregate limit shall apply separately to this project or the general aggregate shall be twice the required occurrence limit. Said policy shall contain, or be endorsed with, the following provisions: (1) The City, its officers, employees and agents, are covered as additional insureds for liability arising out of the operations performed by or on behalf of Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, agents and employees. (2) The policy shall not be canceled or materially reduced in coverage without thirty (30) days prior written notice (10 days for non- payment of premium) to City by certified mail- (3) The umlusion of more than one insured shall not operate to impair the rights of one insured against another insured, and the coverage afforded shall apply as though separate policies had been issued to each insured, but the inclusion of more than one insured shall not operate to increase the limits of the insurer's liability. (4) For claims related to this project, the Consultant's insurance is primary coverage to the City, and any insurance or self - insurance programs maintained by the City is excess to Consultant's insurance and will not be called upon to contribute with it. (5) Any failure to comply with reporting or other provisions of the parties, including breach of warranties, shall not affect coverage provided to City, its officers, employees and agents. B. Automobile liability insurance with coverage at least as broad as ISO Form numbers CA 0001 06 92, Code 1 (any auto), for vehicles used in the performance of this Agreement with minimum coverage of not less than $1,000,000 per accident combined single limit (CSL). Such policy shall contain or be endorsed with the provision that coverage shall not be canceled or materially reduced in coverage without thirty (30) days prior written notice (10 days for non - payment of premium) to City by certified mail. C. Worker's Compensation insurance meeting statutory limits of Labor Code which policy shall contain or be endorsed to contain a waiver of subrogation against City, its officers, agents, and employees and provide for thirty (30) days prior written notice to City in the event of cancellation. If Consultant has no employees, Consultant may sign and file the following certification in lieu of insurance: "I am aware of the provisions of California Labor Code Section 3700 which requires every employer to be insured against . liability for workers' compensation or to undertake self - insurance in accordance with the provisions of that code, and I will comply with the provisions of that code before commencing with and during the performance of the work of this contract. " according to California law, and any action to enforce the terms of this Agreement or for the breach thereof shall be brought and tried in the County of Sonoma. 24. INDEPENDENT CONTRACTOR. "Ihe parties intend that Consultant, in performing the services specified herein, shall act as an independent contractor and shall have control of the services and the manner in which they are performed. Consultant is not to be considered an agent or employee of the City and is not entitled to participate in any pension plan, insurance, bonus or similar benefits City provides its employees. In the event City exercises its right to terminate this Agreement, Consultant expressly agrees that he /she shall have no recourse nor right of appeal under rules, regulations, ordinances or laws applicable to employees. 25. TAXES. Consultant agrees to file tax returns and pay all applicable taxes on amounts paid pursuant to this Agreement and shall be solely liable and responsible to pay such taxes and other obligations, including, but not limited to, state and federal income and FICA taxes_ Consultant agrees to indemnify and hold the City harmless from any liability which it may incur to the United States for to the State of California as a consequence of Consultant's failure to pay, when due, all such taxes and obligations. 26. EMPLOYMENT PRACTICES. Consultant shall not discriminate in its performance under the Agreement either directly or indirectly on the grounds of race, color, religion, sex, age, national origin, or other prohibited grounds in its employment practices, and shall take affirmative steps to ensure that applicants are employed and employees are treated during employment without regard to race, color, religion, sex, age, national origin, or other prohibited grounds. 27. COMPLIANCE WITH LAW. Consultant shall comply with all applicable federal, state and local laws, piles and regulations affecting the Consultant and his/her work hereunder_ Consultant represents and warrants to City that Consultant has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Consultant to practice Consultant's profession and to do the work hereunder. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant. to practice his/her profession and do the work contemplated by this Agreement. 28. OWNERSHIP AND USE OF DOCUMENTS. The plans, specifications, estimates, programs, reports, models, and other material prepared by or on behalf of Consultant under this Agreement, including drafts, electronic files (such as, without limitation, CAD) and hardcopies (collectively the "Documents ") shall be and remain the property of the City, whether the Project is completed or not. All Documents shall be delivered to City on the earlier of (1) the substantial completion date of the Project, or (2) the date of termination of this Agreement for any reason prior to substantial completion of the Project. In addition, Consultant shall deliver the Documents to City at any time upon written request. The Documents may be used by City and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes City may. deem advisable in connection with completion and maintenance of, and additions to, the Project, without further employment of or payment of any compensation to Consultant; provided, however, that if this Agreement is terminated for any reason prior to completion of the Project and if under such circumstances City uses, or engages the services of and directs another Consultant to use, such documents to complete the Project, City agrees to release Consultant from any responsibility for the conformance of the incomplete portions of the Project to the Documents and to hold Consultant harmless from any and all liability, costs, and expenses (including reasonable legal fees and disbursements), relative to claims arising out of matters and/or events which occur subsequent to the termination of this Agreement as a result of causes other than the fault or negligence of Consultant, or anyone for whose acts it is responsible. Should the City use, reuse, or modify the Consultant's Drawings, Specifications, or other documents prepared under this Agreement, for other than the City's completion, maintenance of, and additions to, the Project, the City agrees to indemnify, defend, and hold the Consultant harmless from and against any and all claims, liabilities, suits, demands, losses, costs, judgments, and expenses, including reasonable attorney's fees and all legal expenses and fees incurred upon appeal, and all interest thereon, accruing or resulting to any and all persons, firms or any other legal entity, on account of any damage or loss to property or person, including contain a like requirement. (Consultant will include such language in any contracts consultant assists City in writing and City will include such language in any contracts it writes and enters into with regards to this project.) 36. UNAUTHORIZED CHANGES: In the event that during construction the City consents to, allows, authorizes or approves of changes to any plans, specifications or other construction documents, and these changes are not approved in writing by the Consultant, the City recognizes that such changes and the results thereof are not the responsibility of the Consultant. Therefore, the City agrees to release the Consultant from any liability arising from the construction, use or result of such changes. In addition, the City agrees, to the fullest extent permitted by law, to indemnify and hold the Consultant harmless from all damage, liability or cost, (including reasonable attorneys' fees and defense costs) arising in any way from such changes, except only those damages, liabilities and costs arising from the negligence or willful misconduct of the Consultant. 37. RESPONSIBILITY FOR CONSTRUCTION COSTS: A. Evaluation of the City's Project Budget, preliminary opinions of the probable construction cost and any updated estimates of the probable construction cost prepared by the Consultant represent the Consultant's judgment as a design professional familiar with the construction industry. It is recognized, however, that neither the Consultant nor the City has control over the cost of labor, materials or equipment, over the contractor's methods of determining bid prices, or over competitive bidding, market or negotiating conditions. Accordingly, the Consultant cannot and does not warrant or represent that bids or negotiated prices will not vary from the City's budget for the Project or from any estimate .of construction costs or evaluation prepared or agreed to by the Consultant. B. In preparing opinions of construction cost, the Consultant shall include and disclose reasonable contingencies for design, bidding and price escalation as agreed to by City. C. Should the lowest responsible bid received exceed Consultant's final estimate of probable construction costs as accepted by City by more than ten percent (10 %) and the City has received 3 qualified and bonafrde bids, the City at its option may: give written approval of an increase in such fixed limit; or ii authorize rebidding of the Project within a reasonable time, or ill. if the Project is abandoned, terminate in accordance with Article 16; or IV. cooperate in revising the Project scope and quality as required to reduce the construction cost. D. If the City chooses to proceed under item C.iv, the Consultant shall as part of basic services make such changes in plans and specifications acceptable to City as shall be necessary to bring new bids within ten percent (10 %) of such estimated cost. The modification of Contract Documents shall be the limit of the Consultant's responsibility arising out of the estimate of probable construction cost. The Consultant shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced. E. If the lowest responsible bid exceeds the final estimate of probable construction cost by less than 10% and the City chooses to require revising the Project scope and quality to reduce the construction cost, the Consultant's services to make such revisions shall be considered Additional Services. 38. CONTINGENT ADDITIONAL SERVICES: The following services are excluded from the basic services and are understood to be additional services: 1. Making revisions in Drawings, Specifications, or.other documents when the revisions are a) inconsistent with written approvals or instructions previously given by the City, including revisions made necessary by adjustments in the City's program or Project budget; 0 made during construction based on marked -up prints, drawings and other data furnished by the Contractor to the Consultant_ 13. Providing assistance in the utilization of equipment or systems such as testing, adjusting and balancing, preparation of operation and maintenance manuals, training personnel for operation and maintenance, and consultation during operation. 14. Not used. 15. Providing services of consultants other than those specifically listed to be included as part of the Basic Services including Architectural, Civil, Structural, Mechanical, Electrical, and Plumbing. 16. Providing services related to Hazardous Materials including identification, documentation, bidding, and abatement_ 17. Services relating to specialty design systems such as security systems, hybrid fueling systems, vehicle re- charging stations, etc. Photovoltaic array design is specifically included in basic services. 18. Providing services for off -site design and coordination including utilities, fire services, curb cuts, public works permits, etc. 19. Attendance at public hearings, planning commission meetings, and other public forums beyond the 5 public meetings the Consultant has included in basic services. 20. Preparation of separate packages and documentation for submittals to planning department, public works, health department„ and any other organization other than the Building Department of Rohnert Park. 40. CONSULTANTS AND STAFF: City and Consultant agree that the professional services under this agreement require continuity of qualified people. All key staff listed below have been approved by City and Consultant and may not be changed without prior- approval except for an individual leaving the firms employ. If the City finds the performance of an approved individual not acceptable, City will notify Consultant who will take necessary corrective action. If unable to correct performance to City's satisfaction, Consultant will make appropriate staffing changes acceptable to City. Position Principal in Charge Project Manager Principal Engineer, Structural Principal Engineer, Civil Principal Engineer, Mechanical Principal Engineer, Electrical Acoustical Consultant Individual Kirk S. McKim Kirk Ruffo/Emma Smith Sterling Natsuhara To -be- determined Reza Zare Ray Garcia To- be- determined Firm McKim Design Group. McKim Design Group Sterling Consulting Engineers To -be- determined Alfa Tech American Consulting Engineers To -be- determined i. All engineers and experts and consultants employed by Consultant not listed herein shall be approved in advance by City prior to their engagement. Consultant shall confer and cooperate with the LEED consultant, landscape consultants, city planners, and other professional consultants employed by City as part of its Basic Services. ii. Consultant shall cause each engineer and consultant listed above, before the time such engineer or consultant shall commence any services relating to the project, to provide City with evidence that each such engineer and consultant has in effect a policy of comprehensive general liability insurance, which shall have the same limits, endorsements and requirements as specified in Paragraph 9 of this Agreement, and, in addition, is covered by a policy of professional Iiability insurance in a minimum amount, of $1,000,000.00 with an insurance carrier satisfactory to City. iii. Consultant shall promptly notify City of reassignment or replacement of engineers, consultants and experts specified above_ Consultant shall also notify City of staff changes of all other key personnel working on the project. m EXHIBIT "A" SCOPE OF WORK n►1 i7 SCIIEDULE OF PERFORMANCE DESCRIPTION OF BASIC SERVICES EXHIBIT A TO PROFESSIONAL DESIGN SERVICES AGREEMENT A. General Project Management and Administration Consultant shall provide the following management and administrative services throughout the Project: a_ consultation with Owner, Owner's contractor(s) and Owner's consultants, b_ research regarding materials and methods of construction, building codes and regulations applicable to the Project; C. attend meetings regarding the Project and maintain appropriate records of the proceedings, including meeting minutes showing the status of all items and responsibility for new items; d_ communications with Owner, the contractor(s) and consultants e_ prepare monthly written reports on the progress of the Project; f_ direct work related to the Project by Owner; and g. coordinate work by Owner's contractor(s) and consultants. 2. Consultant shall coordinate the architectural work with engineering and all other disciplines involved in the Project, including reviewing and checking Documents prepared by Consultant and others for compliance with applicable building codes, consistency, coordination and constructability. 3_ Consultant shall assist Owner in preparing for, and shall participate in, all government approval processes applicable to the Project, including researching applicable codes and regulations, preparing written and graphic materials depicting the Project, producing plan check and permit sets of the Documents and appearing at a reasonable number of government and community hearings or meetings where the Project is being discussed. 4. Consultant shall assist Owner in reviewing and coordinating Owner - furnished data regarding the Project, establishing design criteria for the Project, and obtaining information necessary to development of the Project,. B. Programming Consultant shall meet with City to confirm the City's ideas and needs for the project and to develop with City the anticipated scope, Project Budget, design criteria, and schedule for the Project. During the Programming phase, Consultant shall meet with City representatives as needed. Consultant shall provide such information as City may request in order to develop the Project Budget and Project Construction Cost. C. Schematic Design Phase I. Consultant shall review information furnished by Owner to determine the requirements of the Project, including Owner's program and budget, and shall review its understanding of such documents with the Owner and /or Construction Manager. 13 Department or other public authority with jurisdiction (the "Submission. Date "), and with any subsequently- imposed legal or ADA requirements of which Consultant knows or should know as of the Submission Date, 4. Consultant shall assist Owner in developing and preparing bidding and procurement information describing the bid procedures, including bid forms, and the Owner - Contractor agreement, including general, special or other conditions, architectural and other specifications, and a Project Manual including bidding, procurement information and the specifications. 5. Consultant shall identify and inform Owner of all documents which will be required for approval by governmental authorities having jurisdiction over the Project. Consultant shall assist Owner in applying for and obtaining required approvals from applicable governmental agencies having jurisdiction over the Project, including preparing documents necessary to obtain those approvals. 6. Provide drawing and specification language as needed to comply with the target LEED credits. Coordinate with the City's LEED consultant to update the LEED scorecard and show that the requirements of at least 42 points are included in the design documents. F. Bidding Phase Consultant shall prepare necessary bidding documents, information, proposals and contract forms. Before releasing bidding documents, Consultant shall review the documents to ensure coordination and completeness. Consultant shall also prepare and distribute copies of the Documents as required. 2. Consultant shall, in consultation with Owner, respond to inquiries or requests for clarification or interpretation of the Documents, including but not limited to cost saving proposals, from the construction team, and shall prepare and distribute addenda, supplementary drawings and specifications as required. 3. Consultant shall assist Owner in identifying and prequalifying contractors, participate in pre -bid conference, evaluating bids, analyzing proposed substitutions or alternates, making recommendations for the award of the contract and awarding the construction contract(s). G. Contract Administration/Construction Phase 1. Consultant's responsibility to provide Basic Services for the Construction Phase under this Agreement commences with the award of one or more contracts for construction of the Project. 2. Consultant shall review and approve or take other appropriate action upon contractor's submittals, including shop drawings, product data and samples, for the purpose of checking for conformance with the Documents, and shall do so promptly to avoid delays during construction of the Project. 3. Defective designs or specifications shall be promptly corrected by Consultant at, no cost to Owner. 4. Consultant shall respond promptly to inquiries from contractor(s) or Owner regarding the execution or progress of the Work or the interpretations of the Documents. Consultant's interpretations or decisions shall be consistent with the intent of, and .reasonably inferable from, the Documents. Consultant shall prepare and distribute supplemental Documents responsive to such inquiries. 5. Consultant shall have access to all components of the Project wherever they are in preparation or progress. 6. Consultant shall visit the site periodically to observe the progress of the Project and to become generally familiar with the progress and quality of the work completed. Consultant's site visits shall 15 and maintenance manuals, affidavits regarding payment, releases and waivers of liens or bonds before transmitting to Owner; g. issue final Certificate(s) for Payment; and h.supply reproducible drawings (prepared at Owner's expense) to contractor(s) on which the contractor(s) will record "as- built" information and return to Consultant with one (1) set of shop drawings keyed to the reproducible drawings and showing all components of the mechanical, electrical and other operating systems. Consultant will assist Owner in reviewing the as -built material submitted by the contractor(s) for general accuracy and provide to Owner at Owner's expense the number of print sets desired. H. Post Construction Services Consultant shall assist Owner in administration and coordination of remedial or warranty work by contractor(s) following final completion of the Project. Consultant will review record drawings provided by contractor under 12.h above for completeness and after confirming they are complete will transmit to the Owner and to appropriate public entities. 3. With regard to materials, systems and equipment covered by warranties, during the warranty period, Consultant will consult with and make recommendations to Owner regarding performance of warranty items, inspect the warranty items before the warranty period ends, document any defects or deficiencies and assist Owner in preparing directions to the contractor(s) regarding correction of noted defects. 17 EXHIBIT "B" COMPENSATION RATES AND CHARGES Following is the hourly rate schedule for McKim Design Group for the duration of this project: Position Rate Principal $ 160 Sr. Project Consultant $ 140 Project Consultant $ 135 Project Manager $ 125 Project Coordinator $ 115 Sr. Drafter $ 105 Inter. Drafter $ 90 Junior Drafter $ 75 18 CERTIFICATE OF CONSULTANT I HEREBY CERTIFY that I am the Owner, and a duly authorized representative of the firm of McKim Design Group, whose address is 6475 Camden Avenue, #201, San Jose, CA 95120, and that neither I nor the above firm I here represent has: Date a) Employed or retained for a cornrnission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above consultant) to solicit to secure this Agreement. b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out the Agreement; or C) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for me or the above consultant) any fee, contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out the Agreement; Except as here expressly stated (if any); I acknowledge that this certificate is subject to applicable State and Federal laws, both criminal and civil. Signature 19