AGREEMENT FOR PROFESSIONAL SERVICES

(1)

DESERT COMMUNITY COLLEGE DISTRICT

This agreement is made and entered into this 29th day of November, 2011, between the

DESERT

COMMUNITY COLLEGE DISTRICT, RIverside County, California, hereinafter referred to as the

"District" and The Sextant Group, hereinafter referred to as the "Cousultant."

Consultant agrees to provide the DISTRICT the services enumerated in Section 7 of this Agreement under

the following terms and conditions:

1.

Services shall begin on the

14

day of LzOlland shall end on the 1st day of February

2015 for the Technology ;;:;;rAcoustics Cousulting Services in relation to the West Valley

Campus project specified in Section 7.

2.

Consnltant understands and agrees that he andlor all of his employees are hldependent Consultants

and are not entitled to benefits of any kind or nature normally provided employees of the

DISTRICT andlor to which DISTRICT employees are normally entitled, including, bnt not limited

to, State Unemployment Compensation or Workers' Compensation. Consultant shall assume full

responsibility for payment of all federal, state and local taxes or contributions including

Unemployment Insurance, Social Security and Income Taxes with respect to Consultant's

employees.

3.

Consultant shall furnish, at his own expense, all labor, materials, equipment and other items

necessary to carry out the telIDS of this Agreement.

4.

In the performance of the work herein contemplated, Consultant is an independent contractor, with

the authority to control and direct the performance of the details of the work, DISTRICT being

interested only in the results obtained.

5.

Consultant agrees to defend, indemnifY and hold harmless the DISTRICT, its Board of Trustees,

employees and agents from any and all liability or loss arising in any way out of Consultant's

negligence in the perfonnance of this Agreement, including, but not limited to any claim due to

injury andlor damage sustained by Consultant, andlor the Consultants employees or agents.

DISTRICT agrees to defend, indemnifY and hold harmless the Consultant, its employees and

agents from any and all liability or loss arising in any way out ofthe negligence of the DISTRICT,

its employees or agents, including, but not limited to any claim due to injury andlor damage

sustained by DISTRICT, andlor DISTRICT'S employees or agents.

6.

Consultant shall provide DISTRICT with a Certificate of Insmance showing a mmUllum

$1,000,000.00 combined single limits of general liability and automobile coverage as required by

the State of California.

7.

Services to be rendered to the DISTRICT by the COllSultant are as follows:

•

Compkting the Technology and Acoustics Consulting Services as per proposal dated

November 7, 2011 (See attached Exhibit "A").

•

Cost of Services is not to exceed: $120,500.00

•

Reimbursable expenses is not to exceed: $7,000.00

•

Total cost of this agreement $127,500.00

8.

Neither party shall assign or delegate any part of this Agreement without the written consent of the

other party.

The Sextant Group

Agreement Dated: November 29,2011

$127,500.00

41-282-0283-0-6000-0004-6222 West Valley Campus

Technology and Acoustics Consulting Services EIS Project #210014

(2)

DESERT COMMUNITY COLLEGE DISTRICT

9.

The work completed herein must meet the approval of the DISTRICT and shall be subject to the

DISTRICT'S general right of inspection and supervision to secure the satisfactory completion

thereof. Consultant agrees to comply with all Federal, State, Municipal and District laws, rules

and regulations that are now, or may in the future become applicable to Consultant, Consultant's

business, equipment and personnel engaged in operations covered by this Agreement or accruing

out of the performance of such operations.

10.

Payments will be made by the DISTRICT to the Consultant as follows:

Invoicing shall be submitted monthly for services performed in the previous 30 day billing period.

Invoices submitted shall be accompanied by a detailed time summary for the amount being

submitted for payment. Where a percent complete is called out on the invoice a detail summary

for the equivalent shall also accompany the invoice. Invoices shall be paid within 30 days of

presentation and approval of the monthly invoice for these services on the West Valley Campus

project.

Failure to bill in a timely manner could result in rejection of your invoice at the

District's discretion.

Reimbursements directly related to the project; outside printing; reproduction and reprographics

directly related to deliverables, including reinlbursement for shipping, overnight mail, postage and

mileage for business travel (excluding travel from residence to the Site or Consultant's home or

branch offices or between Consultant's home office and branch office's) at a rate established by

the Internal Revenue Service. Any single item which exceeds $500.00 in valne must be approved

in writing, in advance by the District. Failure to obtain such approval shall result in the cost of

such an item being borne by the Consultant, without reimbursement by the District. Approved

reimbursements are paid by the District at cost when proper documentation accompanies the

invoice.

11.

This agreement may be terminated by either party notifYing the other, in writing, uo less than

thirty (30) days prior to the date of termination.

DESERT COMMUNITY COLLEGE DISTRICT

~\JoJ0. ~uO~

wJfPlt1

Wade W. Ellis, CPA

Date

Director of Fiscal Services

Date of Board Approval/Ratification

The Sextant Group

Agreement Dated: November 29, 2011 $127,500.00

41-282-0283-0-6000·0004-6222 West Valley Campus

Technology and Acoustics Consulting Services E/S Project #210014

THE SEXTANT GROUP

~/Js-fl

Date

Mark S. Valenti, President

&

CEO

Employer ID Number

Corporate Seal

(If Applicable)

(3)

November 7, 2011 Mac McGinnis Program Manager EISPro 43-500 Monterey Avenue Palm Desert, CA 92260

"EXHIBIT A"

Re: Proposal for Technology and Acoustics Consulting Services College of the Desert -West Valley Campus Phase 1 Dear Mac,

MIR

SR

The Sextant Group is pleased to submit this proposal for technology consultation services for design for the College of the Desert, West Valley Campus Phase 1 Project.

The Sextant Group, Inc. proposes to provide the following services for the project: (i) Audiovisual Design

• Structured Cabling Design

• Network and VolP Telephony Design • Security and Access Control Design

This proposal is based upon information provided by Trent Carr, dated September 1, 2011, that indicates the project is approximately 50,000 GSF with a mixture of classroom, lab and support spaces.

It is our understanding that the following spaces that are included in our audiovisual scope of work: • Four (4) Classroom -Interdisciplinary.

• Two (2) Education Lab • Two (2) Interdisciplinary Lab

• One (1) Demonstration Lecture Room • One (1) Environmental Design Lab

Additionally, it is our understanding that all audiovisual spaces listed above will be designed based upon the Version Three Draft College of the Desert Technology Standards. Adding spaces or creating individual! unique designs for any space that

vary

from this standard may require additional fee. Scope of Work

Audiovisual Programming

1. Submit a preliminary Technology Program that describes functional capabilities of the systems in spaces listed above. Included will be an Opinion of Probable Cost (OPC). The costs

expressed in the

ope

are comprised of estimates for eqUipment and labor necessary to

achieve the functionality described in the Technology Program. The document does not identify specific manufacturers, makes or model numbers. The Technology Program and OPC are meant to be used as a decision-making tool for planning and budgeting purposes.

2. Meet with the Owner to review the Technology Program and OPC.

3. Submit a final Technology Program and OPC based on information provided at meeting. These will be used as guidelines for technology planning and design efforts.

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NewWesIValleyCampus\S10022i Proposal COTD WVC Phase 1_111111 MSlj.docx

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November 7, 2011 College of the Desert

Techno!ogy Consulting Services West Valley Campus Phase 1

Infrastructure Design

1. Assist in the development of slghtlines, room geometries, floor plans, seating plans, projection spaces, equipment locations, adjacencies, and ceiling heights to enable optimal use of the

audiovisual systems.

2. Provide estimated power, HVAC, and structural requirements of the audiovisual systems. 3. Submit to the Architect and Engineer for incorporation into the Construction Documents

detailed drawings and documents illustrating systems infrastructure required to support the Technology Program. The drawing set will be comprised of floor plans, ceiling plans, front wall

elevations, and riser diagrams indicating conduit destinations, sizes and other details as necessary,

4. Submit to the Architect and Engineer for incorporation into the Construction Documents detailed drawings and documents illustrating facilities-related audiovisual components. These will provide information for items that are to be provided by the General Contractor or Electrical Contractor such as projection screens, projector lifts, and specialty floor/wall boxes.

Systems Design. Specification and Bidding

1. At the appropriate time during construction, meet with the Owner to review and confirm the Technology Program and budget.

2. Prepare and submit detailed audiovisual systems design documentation Including: • Systems drawings illustrating signal flow and equipment interconnectivity. • Detailed equipment list with all of the necessary equipment for the successful

implementation of the systems design.

• Specification detailing technical performance, installation and commissioning instructions. Please note duplication, advertising, distribution, receipt, award and other administrative tasks related to the bid packages are provided by others.

3. Meet with the Owner to review the audiovisual systems design documentation.

4. Based on Owner feedback, make one set of revisions to the audiovisual systems design documentation.

5. Provide a list of qualified audiovisual bidders.

6. Participate in one on-site pre-bid meeting with prospective bidders.

7. Provide answers to technical questions from bidders during the designated RFI period.

8. Review responses for compliance to design and specification, g. Submit bid analysis a~d bid award recommendation.

Construction Administration and Systems Contractor Administration

1. Provide answers to audiovisual related RFI submittals.

2. Review project submittals from the General Contractor and Electrical Contractor as they relate

to our infrastructure design scope and responsibilities

3. Review project submittals from the Audiovisual Contractor, such as shop drawings and cut

sheets, for compliance with audiovisual systems design documentation.

4. Review and inspect the General Contractor's and Electrical Contractor's work-In-progress,

on-site, as it relates to our scope and responsibilities.

5. Conduct system acceptance tests; generate punch list(s) detailing results. 6. Conduct punch list completion inspection.

7. Review all final documentation and submittals, 8. Submit final acceptance report.

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CINCINNATI PHOENIX

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November 7,2011 College of the Desert

Technology Consulting Services West Valley Campus Phase 1

Structured Cabling Programming

1. Submit a preliminary Technology Program and OPC.

3. Submit a final Technology Program and OPC based on information provided at meeting. These will be used as guidelines for technology planning and design.

Design & Bidding

1. Provide calculations regarding telecommunication room quantities and size based on building size, layout, and anticipated levels of connectivity.

2. Provide recommendations and criteria regarding the design of telecommunications rooms,

including the building's Building Distribution Frame (BDF) and Intermediate Distribution Frame (IDF) rooms. Guidelines will include lighting requirements, electrical requirements, floor, wall, and ceiling finishes, and criteria regarding cooling, humidity, and security.

3. Coordinate connectivity requirements with the Owner and Design Team, including all copper, fiber, and wireless. Include network connectivity needs for specialty systems such as security and building automation.

4. Submit to the Architect detailed drawings and documents illustrating the structured cabling system design.

Drawings are anticipated to include outlet locations and types, conduit and junction box types, floor boxes, horizontal cabling requirements per outlet type, cable tray layouts and sizes, telecommunication room layouts and details, vertical pathways and backbone cabling, and outside plant infrastructure.

The drawing. set will be comprised of infrastructure floor and ceiling plans,

telecommunication cabling plans, telecommunication room's enlarged plans, building

riser diagrams, equipment rack elevations, faceplate and miscellaneous details.

5. Submit specifications for all items related to the structured cabling system for incorporation into the Construction Documents. Specifications are anticipated to include common materials and methods, hangers and supports, raceways, grounding and bonding, identification methods, racks and cable management, backbone cabling, horizontal cabling, outlets, installation methods, testing, and certification.

7. Provide answers to technical questions from bidders during designated RFI period.

8. Review responses for compliance to design and specification.

9. Submit bid analysis and final vendor recommendation.

Construction Administration and Systems Contractor Administration

1. Provide answers to structured cabling related RFI submittals.

2. Review project submittals from the General Contractor, Electrical Contractor and Structured

Cabling Contractor as they relate to our infrastructure design scope and responsibilities

3. Review project submittals, such as shop drawings and cut sheets, for compliance with design

documentation.

4. Review and inspect the work-in-progress of the General Contractor, Electrical Contractor and Structured Cabling Contractor, on-site, as it relates to our scope and responsibilities. 5. Conduct system acceptance tests; generate punch list(s) detailing results.

6. Conduct punch list completion inspection. 7. Review all final documentation and submittals.

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November 7, 2011

College of the Desert

S. Submit final acceptance report

Security, Access Control and Public Address System Design Programming

3. Submit a final Technology Program and OPC based on information provided at meeting. These will be used as guidelines for technology planning and design

Design and Bidding

1. Coordinate requirements with the Owner and design team, including camera types and locations, recording systems, panel locations, electrical reqUirements, access door types and details, door hardware coordination, public address speaker types and locations and network and distributed connectivity requirements.

2. Submit detailed drawings and documents illustrating the physical security systems to the Architect and Engineer for incorporation into the design documents. .

3. Drawings are antiCipated to include eqUipment locations, camera mounting and housing types, panel details, access door types, conduit and junction box types, and emergency phone locations and installation details.

4. The drawing set will be comprised of floor plans, riser diagrams, details, and site plans if

required.

5. Submit to the Architect for incorporation into the Construction Documents speCifications for all items related to the physical security systems.

6. Review bids for compliance to design and speCification. 7. Submit bid analysis and vendor recommendation

1. Provide answers to security and access control related RFI submittals.

2. Review project submittals from the General Contractor, Electrical Contractor and Security and

Access control Contractor as they relate to our infrastructure design scope and responsibilities

documentation.

4. Review and inspect the work-in-progress of the General Contractor, Electrical Contractor and

Security and Access Control Contractor, on-site, as it relates to our scope and responsibilities.

5. Conduct system acceptance tests; generate punch list(s) detailing results. 6. Conduct punch list completion inspection.

7. Review all final documentation and submittals. S. Submit final acceptance report

Network Electronics and VolP Telephony Programming

3. Submit a final Technology Program and OPC based on information provided at meeting. These will be used as guidelines for technology planning and design

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ATLANTA CINCINNATI PHOENIX

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November7,2011 College of the Desert

Design and Bidding

1. Submit specifications for all items related to the network electronics and VolP technology including:

• Detailed equipment list with all of the necessary equipment for the successful implementation of the systems design.

o Specification detailing technical performance, installation and commissioning instructions. 2. Meet with Owner to review the systems design documentation.

4. Provide answers to technical questions from bidders during deSignated RFI period.

5. Review responses for compliance to design and specification.

6. Submit bid analysis and final vendor recommendation.

1. Provide answers to network electronics and VolP technology related RFI submittals. 2. Review project submittals from the Network & VolP Systems Contractor(s), General

Contractor, Electrical Contractor and Structured Cabling Contractor as they relate to our

infrastructure design scope and responsibilities.

documentation.

4. Review and inspect the work-in-progress of the Network & VolP Systems Contractor(s), General Contractor, Electrical Contractor and Structured Cabling Contractor, on-site, as it

relates to our scope a'nd responsibilities.

S. Conduct system acceptance tests; generate punch list(s) detailing results. 6. Conduct punch list completion inspection.

7. Review all final documentation and submittals. 8. Submit final acceptance report

Estimated Site Visits and Meetings Estimated Site Visits and Meetings

Generally travel for site visits and meetings for this project will be accomplished by driving to and from the campus from the TSG Phoenix office, conducting meetings on campus and are completed in one day.

The following table describes the expected number of "Day Trip" visits and meetings that require travel to College of the Desert that are included in our fee. Requested additional site visits or meetings will provided at $320 for expenses per each day trip aDd $660 for labor for drive time for one person or $1220 for labor for drive time for two people.

• Costs for day trips requiring air travel will be submitted for approval prior to travel.

• Costs for overnight trips will vary based upon method of travel and number of days spent on campus. Costs for overnight trips will be submitted for approval prior to travel.

Phase Trios Meetinq Purvose

Programming 1 Review Program

100% Design

1 Review of 100% Design Development documentation for AV,

Development Structured Cabling, Access Control, and Security

SO% Construction . 1 . _{Review of}_50%_{Construction Documents for AV Structured}

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November7,2011 College of the Desert

Technology Consulting Services West VaHey Campus Phase 1

Documents 100% Construction 1 Documents Systems Design 1 Systems Bid 3 Construction 3 Administration Systems Contractor 4

Cabling, Access Control, and Security Systems

Review of 100% Construction Documents for AV, Structured Cabling, Access Control, and Security Systems

Review of final Audiovisual and Network Electronics systems desiQns

Pre-Bid Meetings: (1) AV, (1) Structured Cabling/Access Control/Securitv. and (1) Network Electronics

Inspection/coordination of infrastructure installation. AV, Structured Cabling, Network Electronics, Access Control, and

Security inspections are all combined on each trip as

appropriate.

Systems inspection/coordination, acceptance testing and punch list completion confinmation: (2) AV, (2) Network Electronics, Administration Access Control and Security

TOTAL: 15/

Fees

We propose to complete the work as described in this document as follows:

Design

$48,000 $26,000 $12,000 $8,500 $94,500

Fee

Travel Included with Included with

$12,000 "

Labor $5,000 $7,000 Structured _Cabling Structured Cabling

Meeting Included with Included with /

$6,000 $8,000 Structured Structured $14,000

Labor _Cabling _Cabling

J

Total $59,000 $41,000 $12,000 $8,500 $120,500

Reimbursable expenses for travel include, but are not limited to, car rental, gas, hotel and meals. No overnight travel is expected for this project.

Reimbursable project expenses include, but are not limited to, printing and overnight delivery, etc: Also included is a $75 per drawing fee for a California State registered Electrical Engineer to stamp drawings.

Reimbursable expenses for travel are not expected to exceed $3,000 (Three Thousand). / Reimbursable project expenses are not expected to exceed $4,000 (Four Thousand).

Reimbursable expenses wlll be invoiced at cost as accrued.

Our payment terms are Net 30 days.

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ATLANTA CINCINNATI PHOENIX

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November7,2011 College of the Desert

Technology Consulting Services West Va!ley Campus Phase 1

If this is acceptable, please have an officer of the firm sign and date one copy of this letter and return it

to my attention, or submit a similar contract instrument. If you wish to discuss this further, please

contact me at 480.831.8580 x 254 orTim Johnson at 480.831.8580 x 252. Thank you for your consideration, Mac. We look forward to completing this project. Sincerely, Accepted by:

THE SEXTANT GROUP, INC.

Michael Shafer Principal

Page 7 of?

Signature

Print Name and Date

ATLANTA CINCINNATI

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/THE SEXTANT GROUP .. INC.

SCHEDULE Of HOURlY RATES 2011

The Sextant Group reserves the right to adjust rates annually in tine with Federal Cost of LivIng guidelines. All figures are listed as US dollars.

HOURLY RATE

Principal-In-Charge $185

Principal Designer $150

Project Consultant $135

AUdiovisual Designer $135

Information Technologies Designer $135

Security Designer $135 Lighting Designer $135 Acoustical Designer $135 CAD Specialist $80 Administration $60 .. ...:

..

" c.

,

.

PROPRIETARY AND CONFIDENTIAL iNFORMATION

NOT TO BE SHARED WITHOUT PERMISSION OF THE SEXTANT GROUP, INC.

ATLANTA 404.371.8080 NEW YORK 516.796.1760 OMAHA 402.218.2117 pHOENIX 480.831.8580 PITTSBURGH 412.323.8580 SANTA BARBARA 805.964.9375 WASHINGTON DC 202.479.2001 www.TheSexfanIGroup.com