Lionakis and our team of A/E Consultants will provide design/support services for the projects listed below:

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1 1919 Nineteenth Street Sacramento CA P: F: Kevin Yarris, Director Yolo County Department of General Services 120 West Main Street, Suite D Woodland, CA Re: A/E Services Proposal Yolo Courthouse Projects 725 Court Street, Woodland, CA Hazardous Materials & Demolition Support Reinstall/Reinforce Exterior Terra Cotta Architectural Building Elements Fire/Life Safety and Accessibility Infrastructure Utilities amd Mechanical, Electrical, & Plumbgin (MEP) Systems Infrastructure Tenant Improvements for Yolo County Probation Department Kevin: The following proposal is submitted for the projects referenced above in the Yolo Courthouse Assessment Report prepared by Lionakis and submitted to the County on August 25, The Assessment Report focused on elements/systems requiring upgrades and/or replacement in order to put the building back into service. Specifically, initially the scope of the report was established to assess the following areas: Fire/Life Safety & Building Code Compliance Seismic Force Resistance Historic Character Defining Features Accessibility As work progressed, two additional areas of assessment arose: Evaluation of the condition Courthouse s Building Envelope (i.e. façades, rood systems, etc.) Assessment of the Courthouse s MEP and Utilities Systems As stated above, the Assessment Report identified the range and scope of improvements required to put the building back into service. More importantly the report prioritized the work and the process for undertaking them, in systematic fashion, to allow the courthouse to house County offices and provide public access to the historic courtrooms for public activities such as, weddings, mock trials, rotating historic displays, and community meetings, among others. SCOPE OF WORK Lionakis and our team of A/E Consultants will provide design/support services for the projects listed below: 1. Hazardous Materials & Demolition Support 2. Reinstall/Reinforce Exterior Terra Cotta Architectural Building Elements 3. Fire/Life Safety and Accessibility Infrastructure 4. Utilities and MEP Systems Infrastructure 5. Tenant Improvements for Yolo County Probation Department l:\2017\ yolo cthse improvements\01_general-pm\contract-owner\proposal\proposal yarrisk yolo historic courthouse projects.docx

2 Kevin Yarris, Director, Yolo County Department of General Services A/E Services Proposal - Yolo Courthouse Projects Page 2 of 6 1. Hazardous Materials & Demolition Support a. Lionakis will provide general design and consulting services in support of the County-led effort to identify and remove hazardous materials throughout the building, including the Level 3 penthouse space. Lionakis Architectural and Structural Engineering Departments, and our Historic Architecture Consultant, Page & Turnbull, will be on-call to provide support and direction regarding structural and historical elements where hazardous materials are found, specifically if structural and/or historical considerations, modifications, and/or details are required. b. Lionakis will provide general design and consulting services in support of the County-led effort to demolish existing interior improvements (interior partitions, ceiling systems, building systems, etc.) in the Basement. Interior improvements on this level of the Courthouse will demolished and removed by County and its vendors/contractors to provide a clear area for the Yolo County Probation Department. Lionakis Architecture and Structural Engineering Departments, Page & Turnbull, and our MEP Consultant, Glumac Engineering, will be on-call to provide support and direction regarding demolition and removal of existing interior improvements. 2. Reinstall/Reinforce Exterior Terra Cotta Architectural Building Elements a. Lionakis will provide general design and consulting services in support of the County-led effort to reinstall and reinforce exterior terra cotta architectural building elements that were: i. Removed as part of the Assessment Report for the structural investigation ii. Reinforce elements, identified by Giampolini Courtney, as posing immediate hazard in the Assessment Report. Lionakis Architecture and Structural Engineering Departments, and the Historic Architecture Consultant, Page & Turnbull, will be on-call to provide support and direction regarding structural attachment detailing, flashing and exterior envelope needs, and/or historic character aspects. 3. Fire/Life Safety and Accessibility Infrastructure a. Lionakis will provide design, documentation, bid support, and construction administration for the fire/life safety and accessibility improvements identified in the Assessment Report. Specifically the work in this portion of the project includes the addition of two fire/life safety exit stairs to provide the code required second path of travel from levels one and two to the exterior. Overarching site and building accessibility improvements, such as an integrated ramp for the building s Accessible Entrance and the building s elevator, as well as site ramps and accessible parking space(s) are included in this portion of the project. These improvements are considered building infrastructure elements that will enable the Courthouse s first and second levels to be occupied when the time comes.

3 Kevin Yarris, Director, Yolo County Department of General Services A/E Services Proposal - Yolo Courthouse Projects Page 3 of 6 Additionally, to ensure that the building s first and second levels can be occupied when needed, this portion of the project will include the removal and/or reinforcing (as location dictates) of hollow clay tile (HCT) interior partitions which were identified in the Assessment Report as at risk for collapsing during an earthquake. Also included is the reinforcing of the HCT partitions that surround the skylight above the Courthouse s second level. These partitions are accessed from the building s third level. 4. Utilities and MEP Systems Infrastructure a. Lionakis will provide design, documentation, bid support, and construction administration for the utility and MEP systems infrastructure identified in the Assessment Report. As has also been discussed with the County, this portion of the project will include assessment of the anticipated loads (water, power, and sewer) that the Courthouse will require in its new use as an office building. As with the Fire/Life Safety and Infrastructure portion of the project, these improvements are infrastructure elements that will enable the Courthouse s first and second levels to be occupied when the time comes. Specifically, the overall design of these systems will include identification of locations for head-end equipment rooms and points of entry for utilities so that future improvements on levels one and two can plug into them (i.e. power, sanitary sewer, etc.) in an economical fashion. As noted above, capacities for each system will be planned to accommodate future tenant improvements on levels one and two, as well as a factor for growth. 5. Tenant Improvements for Yolo County Probation Department a. Lionakis will provide design, documentation, bid support, and construction administration for the tenant improvements required to provide the Probation Department with new offices in the Basement of the Courthouse. The effort will be led by Lionakis Architectural and Interior Design Departments and will include the following steps, among others: i. Programming, including meetings with the Probation Department, to identify current and project space needs and functional adjacencies ii. Test & fit conceptual space plan layouts iii. Code assessment for restroom fixture requirements iv. Workspace design concepts including development of two (2) interior finish palettes This portion of the project will also include design and documentation of architectural, structural, and MEP improvements for the Probation Department s new workspace. Lastly, Lionakis has already begun this effort by reviewing the prior programming and design effort (Schematic Design was completed in 2014) for a new Probation Building at the County s Government Center off Gibson Road. It is important to note that the overall space requirement for this facility was upwards of 22,500 square feet; the Basement of the Courthouse comprises approximately 15,400 gross square feet. Per discussion with the County, the intent is to situate the Probation Department in the Basement of the Courthouse. Given the space discrepancy, it may well be determined during the test & fit space plan layouts that space on level one will be required to accommodate the Department s program.

4 Kevin Yarris, Director, Yolo County Department of General Services A/E Services Proposal - Yolo Courthouse Projects Page 4 of 6 SCHEDULE To undertake the projects outlined above please refer to the attached proposed project schedule (Exhibit A). Upon approval of this proposal by the Board of Supervisors, Lionakis will begin work immediately thereafter. Ahead of that, design meetings with your Team and the Probation Department will be calendared so that work can proceed thereafter. DELIVERABLES This proposal covers the five scopes of work identified in the Assessment Report, as detailed above. As has been discussed previously, project delivery for the infrastructure improvements and the tenant improvements (Projects 3, 4 & 5) shall employ the Design-Bid-Build method and will be included in a single bid package. Services in support of the County s efforts to remove hazardous materials and demolish existing interior partitions throughout the building and to reinstall/reinforce the exterior terra cotta elements (Projects 1 & 2) will be provided on an on-call basis. The following lists the deliverables associated with each scope of work: 1. Hazardous Materials & Demolition Support On-call Architecture, Structural Engineering, and Historic Architecture consulting services, including reports, field visits, etc. 2. Reinstall/Reinforce Exterior Terra Cotta Architectural Building Elements On-call Architectural, Structural Engineering, Historic Architecture, and MEP consulting services, including reports, field visits, etc. 3. Fire/Life Safety and Accessibility Infrastructure Design and Construction Documents as required for review/approval by the County Building Department, Bidding, and Construction Administration. An Opinion of Probable Cost will be provided at the completion of Design Development February 15, 2018, and at the completion of Construction Documents April 15, Utilities and MEP Systems Infrastructure Design and Construction Documents as required for review/approval by the County Building Department, Bidding, and Construction Administration. An Opinion of Probable Cost will be provided at the completion of Design Development February 15, 2018, and at the completion of Construction Documents April 15, Tenant Improvements for Yolo County Probation Department Design and Construction Documents as required for review/approval by the County Building Department, Bidding, and Construction Administration. An Opinion of Probable Cost will be provided at the completion of Design Development February 15, 2018, and at the completion of Construction Documents April 15, 2018.

5 Kevin Yarris, Director, Yolo County Department of General Services A/E Services Proposal - Yolo Courthouse Projects Page 5 of 6 CLARIFICATIONS Lionakis services shall be limited to those expressly set forth above: scopes of work and/or deliverables not specifically listed above are not considered part of this agreement. Lionakis shall have no other obligations, responsibilities, or deliverables for the project except as defined in this proposal unless agreed to in writing or as provided in the Owner-Architect Agreement. Additionally, the following clarifications are noted: 1. Changes required or scope of work added after approved phases and/or documents shall be considered additional services. 2. Boundary and Topographic Surveys are excluded from this proposal. 3. Soils Investigation and/or Geotechnical Engineering are excluded from this proposal. 4. Landscaping assessment is excluded from this proposal. 5. Life cycle cost analyses (LCCA), owning or operating cost studies, energy effectiveness studies and preparation of maintenance or operating manuals are excluded from this proposal. 6. Support services in conjunction with removal of hazardous material during demolition shall not be construed or considered as hazardous materials identification and/or consulting. Lionakis services in this area are strictly limited to consulting and coordination of the architectural, design, and engineering services outlined above. 7. Exterior envelope improvements identified in the Assessment Report have been deferred at the election of the County and will be scheduled to occur in the future. Lionakis and Page & Turnbull will assist the County in identifying grants and other funding sources for this work. 8. The project s scope and budget is based on Pro Forma Option 2 (Exhibit B) which was developed as part of the Assessment Report. 9. All work will be done while the Courthouse is unoccupied. 10. Consulting services not included in this proposal: Security, Telecom/IT, Systems Furniture, Industrial Hygienist. 11. The projects included in this proposal involve working in an older building which was originally design and constructed a century ago. During demolition and design, unknown and unforeseen condition will arise. While the following fee proposal is based on the familiarity that was developed in preparing the Assessment Report, this familiarity cannot, nor does not, cover such unknowns. When these conditions arise Lionakis and the County will meet to identify, define, and determine appropriate responses. Subsequent adjustments to the contract for additional design and engineering services, as may be required, will be mutually agreed upon and authorized before said services are provided.

6 Kevin Yarris, Director, Yolo County Department of General Services A/E Services Proposal - Yolo Courthouse Projects Page 6 of 6 A/E TEAM & COMPENSATION To undertake and complete the projects outlined above, the consultants listed below comprise the A/E Team. Architecture - Lionakis Structural Engineering - Lionakis Certified Access Specialist - Lionakis Interior Design - Lionakis Mechanical, Electrical, Plumbing Engineering Glumac Historic Architect Page & Turnbull Elevator Consultant Syska Hennessy Cost Estimating Cumming Civil Engineering Cunningham Acoustical Engineering Acoustical Engineering Consultants For the services and deliverables outlined above, a fixed fee of $862, is proposed for Professional Services and is broken-down below by project and by engineering/design discipline, including direct expenses on the Fee Summary Worksheet (Exhibit C). Professional fees, including direct expenses, will be billed monthly on a percentage of completion basis. Direct expenses include, but are not limited to, reprographics, plans printed for the County, agency, or contractor s use, shipping and delivery, and mileage to/from meetings and the project site. Kevin, Lionakis appreciates the opportunity to continue working with you, Gene, Mindi, and the rest of the County Team on this important project. Should you have any questions, or if additional information is required, please do not hesitate to contact me. I am available as needed to discuss the proposal, our process, and the corresponding fees to prepare the proposal for approval of the Board of Supervisors on October 24 th. Sincerely, Nicholas Docous, AIA, LEED AP BD+C, NCARB, MBA Principal Attachments: Project Schedule, Exhibit A Budget Model, Exhibit B Fee Summary Worksheet, Exhibit C

7 EXHIBIT A Scope Package Schedule Yolo County Historic Courthouse Assessment Report 725 Court Street, Woodland, CA Oct-17 Nov-17 Dec-17 Jan-18 Feb-18 Mar-18 Apr-18 May-18 Jun-18 Jul-18 Aug-18 Sep-18 Oct-18 Nov-18 Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 10/15 10/31 11/15 11/30 12/15 12/31 1/15 1/31 2/15 2/28 3/15 3/31 4/15 4/30 5/15 5/31 6/15 6/30 7/15 7/31 8/15 8/31 9/15 9/30 10/15 10/31 11/15 11/30 12/15 12/31 1/15 1/31 2/15 2/28 3/15 3/31 4/15 4/30 5/15 5/31 6/15 6/30 Hazmat Removal Vacate Building Proposal for A/E Services BoS Approval of A/E Proposal / NTP 21 Engage Group Delta & A/E Group Delta Survey & Abatement Docs A/E Review of Abatement Docs Revise Abatement Docs per A/E Rev County Planner Rev Abatement Docs Solicit Bids Abate Hazmat Replace/Reinforce Terra Cotta Elements Scope of Work Elements removed for Investigation Elements needing immediate stablization Engage Giampolini Courtney to do Put Back Proposal for A/E Services BoS Approval of A/E Proposal / NTP 21 Replace/Reinforce Elements Fire/Life Safety & Access Infrastructure Proposal for A/E Services BoS Approval of A/E Proposal / NTP 21 Schematic Design Design Development Construction Documents Agency Approval Bid BoS Bid Approval & Contract Award Construction Utilities & Bldg Systems Infrastructure Proposal for A/E Services BoS Approval of A/E Proposal / NTP 21 Establish new Utilities Loads Schematic Design - Site & Building Design Development Construction Documents Agency Approval Bid BoS Bid Approval & Contract Award Construction Tenant Improvements - Basement & Level 1 Proposal for A/E Services BoS Approval of A/E Proposal / NTP 21 Programming Code Study - Toilet Fixture Count Conceptual Layouts / Test Fits Schematic Design Design Development Construction Documents Agency Approval Bid BoS Bid Approval & Contract Award Construction Occupancy Building Envelope Maintenance & Repair Identify Sources for Grant Funding L:\2017\ Yolo Cthse Improvements\01_General-PM\Contract-Owner\Proposal\Exhibit A - Schedule Yolo CH.xlsx 11/7/2017

8 EXHIBIT B Yolo County Historic Courthouse Budget Model Infrastructure + MEP Systems + Probation Department Tenant Levels 1 & 2 11/7/17 Accessibility Sitework Fire/Life Safety including new Exit Stairs Building Utilities Tenant Improvements + MEP Level 1 Tenant Improvements + MEP Level 2 Hard Costs Quantity Unit $/Unit Total Infrastructure & Terra Cotta Repairs Accessibility Sitework Accessible Entrance to Building - Level 1 1,000 sf ,000 Elevator Upgrade 3 stops 60, ,000 Sidewalks from New Exit Stairs to Public Walks 2,000 sf ,000 Allowance for Curb Cuts, Offsite Parking, Ramps, etc. 1 ls 100, , ,000 Fire/Life Safety New Fire/Life Safety Exit Stairs 4 flight 30, ,000 Seismic Improvements for New Exit Stairs 3,000 sf ,000 Exterior Modifications required for New Exit Stairs 3,000 sf ,000 Fire Alarm System Upgrade - FACP 1 ls 100, , ,000 Utilities Sewer System Upgrades - new sewer main from building 1 ls 95, ,000 Terra Cotta Repairs Reinstall Removed Terra Cotta Architectural Elements 1 ls 30, ,000 Repair Cracked Terra Cotta Architectural Elements 1 ls 40, ,000 70,000 Infrastructure & Terra Cotta Repairs Subtotal 1,205,000 Tenant Improvements + MEP Level 1 Level 1 Hazmat Abatement Allowance 15,400 sf ,000 Hollow Clay Tile Partition Replace/Reinforce 9,000 sf ,000 Courtroom - Interior Walls, Flooring, Ceilings 1 - n/a Office Space - Interior Walls, Casework, Flooring, Ceilings 10,340 sf ,640 Restroom Renovations 100 sf ,000 Corridors & Lobbies - Historic Character Restoration 4,960 sf ,600 1,370,240 Mechanical Systems HVAC - Boilers, Chillers, Pumps, Fan Coils, etc. 1 ls 300, ,000 Building Automation System 1 ls 50, ,000 Plumbing 1 ls 95, ,000 Fire Protection 1 ls 80, , ,000 Electrical Systems Power 1 ls 150, ,000 Lighting 1 ls 120, ,000 Low Voltage - Security, Fire Alarm, Audio-Visual 1 ls 200, , ,000 Tenant Improvements + MEP Level 1 Subtotal 2,365,240 L:\2017\ Yolo Cthse Improvements\01_General-PM\Contract-Owner\Proposal\Exhibit B - Budget Model Infra & Levels 1 and 2.xlsx 11/7/2017

9 EXHIBIT B Yolo County Historic Courthouse Budget Model Infrastructure + MEP Systems + Probation Department Tenant Levels 1 & 2 11/7/17 Tenant Improvements + MEP Level 2 Level 2 Hazmat Abatement Allowance 14,850 sf ,250 Hollow Clay Tile Partition Replace/Reinforce 1,500 sf ,000 Courtroom - Interior Walls, Flooring, Ceilings 2 n/a Office Space - Interior Walls, Casework, Flooring, Ceilings 10,615 sf ,290 Restroom Renovations 375 sf ,500 Corridors & Lobbies - Historic Character Restoration 3,860 sf ,600 1,010,640 Mechanical Systems HVAC - Boilers, Chillers, Pumps, Fan Coils, etc. 1 ls 250, ,000 Building Automation System 1 ls 50, ,000 Plumbing 1 ls 95, ,000 Fire Protection 1 ls 80, , ,000 Electrical Systems Power 1 ls 175, ,000 Lighting 1 ls 150, ,000 Low Voltage - Security, Fire Alarm, Audio-Visual 1 ls 225, , ,000 Tenant Improvements + MEP Systems Level 1 Subtotal 2,035,640 Subtotal - Hardcosts 5,605,880 Design Contingency 20.00% 1,121,176 Total - Hardcosts 6,727,056 L:\2017\ Yolo Cthse Improvements\01_General-PM\Contract-Owner\Proposal\Exhibit B - Budget Model Infra & Levels 1 and 2.xlsx 11/7/2017

10 EXHIBIT B Yolo County Historic Courthouse Budget Model Infrastructure + MEP Systems + Probation Department Tenant Levels 1 & 2 11/7/17 Subtotal - Hardcosts from Page 2 6,727,056 GC Fees & Overhead % General Conditions 8.00% 538,164 General Requirements 2.00% 134,541 Bonds & Insurance 2.00% 134,541 General Constractor Fee 5.00% 336,353 Subtotal - GC Fees & Overhead 1,143,599 Current Cost of Construction 7,870,655 Escalation to Midpoint of Construction Oct % 609,976 Construction Contingency (Unknown Conditions) 10.00% 787,066 Total Construction Cost 9,267,696 Soft Costs (applied to Current Cost of Construction above) % County Direct Costs 3.75% 295,150 Permits & Fees 1.75% 137,736 AE Fees 11.00% 865,772 Testing & Inspection Fees 3.75% 295,150 Total Soft Costs 1,593,808 Footnotes 1 No courtrooms on Level 1 Total Estimated Project Cost 10,861,504 2 Courtrooms are deemed as areas of Secondary Historic Importance; Estimate presumes they can be converted to office or other Probation Department program space. This will need to be confirmed in the design phase of this portion of the project L:\2017\ Yolo Cthse Improvements\01_General-PM\Contract-Owner\Proposal\Exhibit B - Budget Model Infra & Levels 1 and 2.xlsx 11/7/2017

11 EXHIBIT C Fee Summary Worksheet Yolo Courthouse Projects October 9, 2017 Project Architecture Structural Egineering CASp Interiors Mechanical Scope of Work 1 Hazardous Materials & Demolition Support 12,500 8,470 6,700 27,670 2 Reinstall/Reinforce Exterior Terra Cotta Architectural Elements 4,500 10,450 14,950 3 Fire/Life Safety and Accessibility Infrastructure 96,500 27,350 13,200 9,500 8,300 24,750 5, ,600 4 Utilities and MEP Systems Infrastructure 83,000 16,000 39,000 52,000 40,000 9,500 49,000 3,500 4, ,500 5 Tenant Improvements for Yolo County Probation Department 92,000 20,000 68,750 26,000 35,000 26,500 10,900 6,500 6, ,150 Subtotals 288,500 82,270 13,200 68,750 65,000 96,500 66,500 35,400 24,750 49,000 10,000 16, ,870 Consultant Mark-Up (Management) 6,500 9,650 6,650 3,540 2,475 4,900 1,000 1,600 36,315 Direct Expenses 1,500 1, , ,500 1, ,250 Electrical Plumbing Historic Architect Elevator Civil Engineering Acoustical Engineering Cost Estimating Totals $ 862, L:\2017\ Yolo Cthse Improvements\01_General-PM\Contract-Owner\Proposal\Exhibit C - Fee Wksht Proposal xlsx 11/7/2017