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HomeMy WebLinkAbout1993-162 1 RESOLUTION NO. 93-162 2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH GARY BRAUER RELATING TO THE PRO- 3 VISION OF CONSTRUCTION INSPECTION SERVICES FOR THE INSTALLATION OF TRAFFIC SIGNALS AT INTERSTATE 1-215 AND ORANGE SHOW ROADIAUTO 4 PLAZA DRIVE. 5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 SECTION 1. The Mayor of the City of San Bernardino is hereby authorized and directed to execute, on behalf of said City, an agreement with Gary Brauer, relating to the provision of Construction Inspection services for the installation of Traffic Signals at Interstate Route 1-215 and Orange Show RoadlAuto Plaza Drive. A copy of said agreement is attached hereto, marked Exhibit "A" and incorporated herein by reference as fully as though set forth at length. SECTION 2. The agreement shall not take effect until fully signed and executed by both parties. The City shall not be obligated hereunder unless and until the agreement is fully executed and no oral agreement relating thereto shall be implied or authorized. SECTION 3. This resolution is rescinded if the parties to the agreement fail to execute it within sixty (60) days of the passage of this resolution. I I I I I I I I I I I I I I I I I I I I I I I I 4-26-93 RES 93-162 RESO: EXECUTING AGREEMENT WITH GARY BRAUER RELATING TO CONSTRUCTION INSPECTION SERVICES. 1 I HEREBY CERTIFY that the foregoing resolution was duly 2 adopted by the Mayor and Common Council of the City of San 3 Bernardino at a TPqnlar meeting thereof, held on the 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 , 1993, by the following vote, to-wit: 141:1> day of M~y Council Members: ABSTAIN ABSENT AYES NAYS ESTRADA x REILLY x HERNANDEZ x MAUDSLEY x MINOR x POPE-LUDLAM x MILLER x J.LJ~ ~ Rac~ Clark, City Clerk The foregoing resolution is hereby approved this ~tn+~' May , 1993. day of /' Approved as to form and legal content: James F. Penman City Attorney BY~ ./ - 2 - RES 93-162 AGREEMENT FOR PROFESSIONAL SERVICES This AGREEMENT is made and entered into this day of , 1993, by and between the CITY OF SAN BERNARDINO, a municipal corporation of the State of California, hereinafter referred to as the "CITY," and Gary Brauer hereinafter referred to as "CONSTRUCTION INSPECTOR." WITNESSETH WHEREAS, CITY desires to obtain construction inspection services for the construction of various Federally Funded Projects; and WHEREAS, it is necessary to retain the services of a qualified CONSTRUCTION INSPECTOR; and WHEREAS, CONSTRUCTION INSPECTOR is qualified to provide said services; and WHEREAS, San Bernardino City Council has elected to engage the services of CONSTRUCTION INSPECTOR upon the terms and conditions as hereinafter set forth. NOW, THEREFORE, it is mutually agreed, as follows: 1. SCOPE OF SERVICES CONSTRUCTION INSPECTOR shall perform inspection services for the installation of traffic signals at Route 1-215 and Orange Show RoadlAuto Plaza Drive. 2. TERM OF AGREEMENT The services of CONSTRUCTION INSPECTOR are to commence immediately after the CITY has authorized work to start. This Agreement shall expire upon completion and acceptance of the project, unless extended by written agreement of the parties. 3. STANDARD OF PERFORMANCE CONSTRUCTION INSPECTOR shall perform all work product in conformance with City of San Bernardino I s Standard Drawings, project specifications and referenced specifications. 4. COMPENSATION A. The CITY shall compensate the CONSTRUCTION INSPECTOR for costs (including labor costs, employee benefits, overhead, profit, other direct and indirect costs) incurred by the CONSTRUCTION INSPECTOR in performance of the work, in an amount not to exceed $30.00 per hour, and not to exceed a total amount of $18,000. EXHIBIT RAR RES 93-162 B. The CONSTRUCTION INSPECTOR is required to comply with all Federal, State and local laws and ordinances applicable to the work. The CONSTRUCTION INSPECTOR is required to comply with prevailing wage rates in accordance with California Labor Code Section 1 77 5. 5. PAYMENT BY CITY A. The billings for all services rendered pursuant to this Agreement shall be submitted monthly by CONSTRUCTION INSPECTOR to CITY and shall be paid by CITY within twenty (20) days after receipt of same, excepting any amounts disputed by CITY. Dispute over any invoiced amount shall be noticed to the CONSTRUCTION INSPECTOR within ten (10) days of billing and a meet and confer meeting for purposes of resolution of such dispute shall be initiated by the CITY within ten (10) days of notice of such dispute. Interest of 1-1 I 2 percent per month (but not exceeding the maximum rate allowable by law) will be payable on any amounts not in dispute and not paid within thirty (30) days of the billing date, payment thereafter to be applied first to accrued interest and then to the principal unpaid amount. On disputed amounts, interest shall accrue from thirty (30) days of the invoice date if the amount in dispute is resolved in favor of the CONSTRUCTION INSPECTOR. B. Should litigation be necessary to enforce any term or provision of this Agreement, or to collect any portion of the amount payable under this Agreement, then all litigation and collection expenses, witness fees, and court costs, and attorney's fees shall be paid to the prevailing party. 6. SUPERVISION AND ACCEPTANCE OF SERVICES A. The Director of Public Works of CITY, or his designee, shall have the right of general supervision over all work performed by CONSTRUCTION INSPECTOR and shall be CITY'S agent with respect to obtaining CONSTRUCTION INSPECTOR'S compliance hereunder. No payment for any services rendered under this Agreement shall be made without prior approval of the Director of Public Works or his designee. 7. COMPLIANCE WITH CIVIL RIGHTS LAWS CONSTRUCTION INSPECTOR hereby certifies that he will not discriminate against any employee or applicant for employment because of race, color, religion, sex, marital status or national origin. CONSTRUCTION INSPECTOR shall promote affirmative action in his hiring practices and employee policies for minorities and other designated classes in accordance with federal, state and local laws. Such action shall include, but not be limited to, the following: recruitment and recruitment advertising, employment, upgrading, and promotion. In addition, CONSTRUCTION INSPECTOR shall not exclude from participation under this Agreement any employee or applicant for employment on the basis of age, handicap or religion in compliance with State and Federal laws. - 2 - RES 93-162 8. TERMINATION OF AGREEMENT A. This agreement may be terminated by either party upon thirty (30) days' written notice in the event of substantial failure of the other party to perform in accordance with the terms of this Agreement. Each party shall have twenty (20) days following date of such notice wi thin which to correct the sub- stantial failure giving rise to such notice. In the event of termination of this Agreement, CITY shall within thirty (30) days pay CONSTRUCTION INSPECTOR for all the fees, charges and services performed to CITY'S satisfaction by CONSTRUCTION INSPECTOR, which finding of satisfaction shall not be unreasonably withheld. CONSTRUCTION INSPECTOR hereby covenants and agrees that upon termination of this Agreement for any reason, CONSTRUCTION INSPECTOR will preserve and make immediately available to City, or its designated representatives, maps, notes, correspondence, or records related to work paid for by the CITY and required for its timely completion, and to fully cooperate with CITY so that the work to be accomplished under this Agreement may continue. Any subsequent use of such incomplete documents shall be the sole risk of the CITY and the CITY agrees to hold harmless and indemnify CONSTRUCTION INSPECTOR from any claims, losses, costs, including Attorney's fees, and liability arising out of such use. CONSTRUCTION INSPECTOR shall be compensated for such services in accordance with Section "4." B. This agreement may be terminated for the convenience of the CITY upon thirty (30) days written notice to CONSTRUCTION INSPECTOR. Upon such notice, CONSTRUCTION INSPECTOR shall provide work product to CITY and CITY shall compensate CONSTRUCTION INSPECTOR in the manner set forth above. C. Following the effective Agreement pursuant to this section, until all obligations arising satisfied. date of termination of this the Agreement shall continue from such termination are 9. CONTINGENCIES In the event that, due to causes beyond the control of and without the fault or negligence of CONSTRUCTION INSPECTOR, CONSTRUCTION INSPECTOR fails to meet any of its obligations under this Agreement, and such failure shall not constitute a default in performance, and the City may grant to CONSTRUCTION INSPECTOR such extensions of time and make other arrangements or additions, excepting any increase in payment, as may be reasonable under the circumstances. 10. INDEPENDENT CONTRACTOR CONSTRUCTION INSPECTOR shall act as an independent contractor, and not as an employee of the CITY. In the performance of personal services pursuant to the provisions of this agreement, CONSTRUCTION INSPECTOR shall not be supervised, directed, or under the control or authority of any CITY officer - 3 - RES 93-162 or employee, except and to the extent as may be expressly or implicitly required by the terms and provisions of this agreement. Any direction or control so required under this agreement shall be limited to broad objectives or goals of the project or program to be accomplished and not to the details and procedures to accomplish such objectives or goals. CONSTRUCTION INSPECTOR shall not be obligated to conform to the supervision or direction of CITY officers or employees which are not authorized herein. Changes or modifications of said objectives and goals may be made by written recommendations of either party subject to the concurrence of the other party in writing. 11. ASSIGNMENT OR SUBCONTRACTING Neither this Agreement, nor any portion thereof, may be assigned by CONSTRUCTION INSPECTOR without the written consent of City. Any attempt by CONSTRUCTION INSPECTOR to assign or subcontract any performance of this Agreement without the written consent of the CITY shall be null and void and shall constitute a breach of this agreement. 12. NOTICES All official notices relative to this in writing and addressed to the following INSPECTOR and CITY: Agreement shall be representatives of CONSTRUCTION INSPECTOR CITY Gary Brauer 2039 Anzio Avenue Mentone, CA 92359 Mr. Roger G. Hardgrave Director of Public Worksl City Engineer 300 North "D" Street San Bernardino, CA 92418 13. RESPONSIBILITIES OF PARTIES A. The CONSTRUCTION INSPECTOR may reasonably rely upon the accuracy of data provided through the City or its agents without independent evaluation. 14. COVENANT AGAINST CONTINGENT FEE CONSTRUCTION INSPECTOR warrants that no person or selling agency has been employed or retained to solicit or secure this agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the CONSTRUCTION INSPECTOR for the purpose of securing business. For breach or violation of this warranty, CITY shall have the right to terminate this Agreement in accordance with the clause permitting termination for cause and, at its sole discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. - 4 - RES 93-162 15. HOLD HARMLESS CLAUSE A. CONSTRUCTION INSPECTOR hereby agrees to hold CITY, its elective and appointive boards, officers, and employees, harmless from any liability for damage or claims for damage for personal inj ury, including death, as well as from claims for property damage, which may arise from CONSTRUCTION INSPECTOR'S negligent acts, errors or omissions under this Agreement. 16. INDEMNITY CONSTRUCTION INSPECTOR shall indemnify, defend and hold harmless CITY from and against any and all claims, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorneys' fees) and liabilities, of, by, or with respect to third parties, which arise solely from CONSTRUCTION INSPECTOR'S negligent performance or services under this Agreement. CONSTRUCTION INSPECTOR shall not be responsible for, and CITY shall indemnify, defend and hold harmless CONSTRUCTION INSPECTOR from and against, any and all claims, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorney's fees) and liabilities of, by or with respect to third parties, which arise solely from the CITY'S negligence. With respect to any and all claims, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorney's fees) and liabilities of, by or with respect to third parties, which arise from the joint or concurrent negligence of CONSTRUCTION INSPECTOR and CITY, each party shall assume responsibility in proportion to the degree of its respective fault. 17. VALIDITY Should any provision herein be found or deemed to be invalid, this Agreement shall be construed as not containing such provision, and all other provisions which are otherwise lawful shall remain in full force and effect, and to this end the provisions of this Agreement are declared to be severable. 18. ENTIRE AGREEMENT This Agreement represents the entire and integrated agreement between the parties hereto and supercedes all prior and contemporaneous negotiations, representations, understandings and agreements, whether written or oral, with respect to the subject matter thereof. This Agreement may be amended only by written instrument signed by both parties. I I I I I I I I - 5 - RES 93-162 AGREEMENT: CONSTRUCTION INSPECTION SERVICES FOR INSTALLATION OF TRAFFIC SIGNALS AND HIGHWAY LIGHTING AT ORANGE SHOW ROAD/AUTO PLAZA DRIVE AT I-215 FREEWAY RAMPS. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date written above by their duly authorized officers on their behalf. By: CONSTRUCTION INSPECTOR CITY OF SAN BERNARDINO, a municipal corporation ATTEST: By: W. R. Holcomb, Mayor Rachel Clark, City Clerk Approved as to form and legal content: James F. Penman City Attorney By - 6 - . RES 93-1~~ " c, - AGREEMENT FOR PROFESSIONAL SERVICES \ This AGREEMENT is made and entered into this \~~ day of C'-'>\l."''' , 1993, by and between the CITY OF SAN BERNARDINO, a municipal corporation of the State of California, hereinafter referred to as the "CITY," and Gary Brauer hereinafter referred to as "CONSTRUCTION INSPECTOR." WITNESSETH WHEREAS, CITY desires to obtain construction inspection services for the construction of various Federally Funded Projects; and WHEREAS, it is necessary to retain the services of a qualified CONSTRUCTION INSPECTOR; and WHEREAS, CONSTRUCTION INSPECTOR is qualified to provide said services; and WHEREAS, San Bernardino City Council has elected to engage the services of CONSTRUCTION INSPECTOR upon the terms and conditions as hereinafter set forth. NOW, THEREFORE, it is mutually agreed, as follows: 1. SCOPE OF SERVICES CONSTRUCTION INSPECTOR shall perform inspection services for the installation of traffic signals at Route I-215 and Orange Show Road/Auto Plaza Drive. 2. TERM OF AGREEMENT The services of CONSTRUCTION INSPECTOR are to commence immediately after the CITY has authorized work to start. This Agreement shall expire upon completion and acceptance of the project, unless extended by written agreement of the parties. 3. STANDARD OF PERFORMANCE CONSTRUCTION INSPECTOR shall perform all work product in conformance with City of San Bernardino' s Standard Drawings, project specifications and referenced specifications. 4. COMPENSATION A. The CITY shall compensate the CONSTRUCTION INSPECTOR for costs (including labor costs, employee benefits, overhead, profit, other direct and indirect costs) incurred by the CONSTRUCTION INSPECTOR in performance of the work, in an amount not to exceed $30.00 per hour, and not to exceed a total amount of $l8,000. ~s .93-;162 B. The CONSTRUCTION INSPECTOR is required to comply with all Federal, State and local laws and ordinances applicable to the work. The CONSTRUCTION INSPECTOR is required to comply with prevailing wage rates in accordance with California Labor Code Section 1775. 5. PAYMENT BY CITY A. The billings for all services rendered pursuant to this Agreement shall be submitted monthly by CONSTRUCTION INSPECTOR to CITY and shall be paid by CITY within twenty (20) days after receipt of same, excepting any amounts disputed by CITY. Dispute over any invoiced amount shall be noticed to the CONSTRUCTION INSPECTOR within ten (10) days of billing and a meet and confer meeting for purposes of resolution of such dispute shall be initiated by the CITY within ten (10) days of notice of such dispute. Interest of 1-1/2 percent per month (but not exceeding the maximum rate allowable by law) will be payable on any amounts not in dispute and not paid within thirty (30) days of the billing date, payment thereafter to be applied first to accrued interest and then to the principal unpaid amount. On disputed amounts, interest shall accrue from thirty (30) days of the invoice date if the amount in dispute is resolved in favor of the CONSTRUCTION INSPECTOR. B. Should litigation be necessary to enforce any term or provision of this Agreement, or to collect any portion of the amount payable under this Agreement, then all litigation and collection expenses, witness fees, and court costs, and attorney's fees shall be paid to the prevailing party. 6. SUPERVISION AND ACCEPTANCE OF SERVICES A. The Director of Public Works of CITY, or his designee, shall have the right of general supervision over all work performed by CONSTRUCTION INSPECTOR and shall be CITY' S agent with respect to obtaining CONSTRUCTION INSPECTOR' S compliance hereunder. No payment for any services rendered under this Agreement shall be made without prior approval of the Director of Public Works or his designee. 7. COMPLIANCE WITH CIVIL RIGHTS LAWS CONSTRUCTION INSPECTOR hereby certifies that he will not discriminate against any employee or applicant for employment because of race, color, religion, sex, marital status or national origin. CONSTRUCTION INSPECTOR shall promote affirmative action in his hiring practices and employee policies for minorities and other designated classes in accordance with federal, state and local laws. Such action shall include, but not be limited to, the following: recruitment and recruitment advertising, employment, upgrading, and promotion. In addition, CONSTRUCTION INSPECTOR shall not exclude from participation under this Agreement any employee or applicant for employment on the basis of age, handicap or religion in compliance with State and Federal laws. - 2 - RES 93-162 8. TERMINATION OF AGREEMENT A. This agreement may be terminated by either party upon thirty (30) days' written notice in the event of substantial failure of the other party to perform in accordance with the terms of this Agreement. Each party shall have twenty (20) days following date of such notice wi thin which to correct the sub- stantial failure giving rise to such notice. In the event of termination of this Agreement, CITY shall within thirty (30) days pay CONSTRUCTION INSPECTOR for all the fees, charges and services performed to CITY'S satisfaction by CONSTRUCTION INSPECTOR, which finding of satisfaction shall not be unreasonably withheld. CONSTRUCTION INSPECTOR hereby covenants and agrees that upon termination of this Agreement for any reason, CONSTRUCTION INSPECTOR will preserve and make immediately available to City, or its designated representatives, maps, notes, correspondence, or records related to work paid for by the CITY and required for its timely completion, and to fully cooperate with CITY so that the work to be accomplished under this Agreement may continue. Any subsequent use of such incomplete documents shall be the sole risk of the CITY and the CITY agrees to hold harmless and indemnify CONSTRUCTION INSPECTOR from any claims, losses, costs, including Attorney's fees, and liability arising out of such use. CONSTRUCTION INSPECTOR shall be compensated for such services in accordance with Section "4." B. This agreement may be terminated for the convenience of the CITY upon thirty (30) days written notice to CONSTRUCTION INSPECTOR. Upon such notice, CONSTRUCTION INSPECTOR shall provide work product to CITY and CITY shall compensate CONSTRUCTION INSPECTOR in the manner set forth above. C. Following the effective Agreement pursuant to this section, until all obligations arising satisfied. date of termination of this the Agreement shall continue from such termination are 9. CONTINGENCIES In the event that, due to causes beyond the control of and without the fault or negligence of CONSTRUCTION INSPECTOR, CONSTRUCTION INSPECTOR fails to meet any of its obligations under this Agreement, and such failure shall not constitute a default in performance, and the City may grant to CONSTRUCTION INSPECTOR such extensions of time and make other arrangements or additions, excepting any increase in payment, as may be reasonable under the circumstances. 10. INDEPENDENT CONTRACTOR CONSTRUCTION INSPECTOR shall act as an independent contractor, and not as an employee of the CITY. In the performance of personal services pursuant to the provisions of this agreement, CONSTRUCTION INSPECTOR shall not be supervised, directed, or under the control or authority of any CITY officer - 3 - RES 93-162 or employee, except and to the extent as may be expressly or implicitly required by the terms and provisions of this agreement. Any direction or control so required under this agreement shall be limited to broad objectives or goals of the project or program to be accomplished and not to the details and procedures to accomplish such objectives or goals. CONSTRUCTION INSPECTOR shall not be obligated to conform to the supervision or direction of CITY officers or employees which are not authorized herein. Changes or modifications of said objectives and goals may be made by written recommendations of either party subject to the concurrence of the other party in writing. 11. ASSIGNMENT OR SUBCONTRACTING Neither this Agreement, nor any portion thereof, may be assigned by CONSTRUCTION INSPECTOR without the written consent of City. Any attempt by CONSTRUCTION INSPECTOR to assign or subcontract any performance of this Agreement without the written consent of the CITY shall be null and void and shall constitute a breach of this agreement. 12. NOTICES All official notices relative to this in writing and addressed to the following INSPECTOR and CITY: Agreement shall be representatives of CONSTRUCTION INSPECTOR CITY Gary Brauer 2039 Anzio Avenue Mentone, CA 92359 Mr. Roger G. Hardgrave Director of Public Works/ City Engineer 300 North "D" Street San Bernardino, CA 92418 13. RESPONSIBILITIES OF PARTIES A. The CONSTRUCTION INSPECTOR may reasonably rely upon the accuracy of data provided through the City or its agents without independent evaluation. 14. COVENANT AGAINST CONTINGENT FEE CONSTRUCTION INSPECTOR warrants that no person or selling agency has been employed or retained to solicit or secure this agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the CONSTRUCTION INSPECTOR for the purpose of securing business. For breach or violation of this warranty, CITY shall have the right to terminate this Agreement in accordance with the clause permitting termination for cause and, at its sole discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. - 4 - RES .91-16Z 15. HOLD HARMLESS CLAUSE A. CONSTRUCTION INSPECTOR hereby agrees to hold CITY, its elective and appointive boards, officers, and employees, harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage, which may arise from CONSTRUCTION INSPECTOR'S negligent acts, errors or omissions under this Agreement. 16. INDEMNITY CONSTRUCTION INSPECTOR shall indemnify, defend and hold harmless CITY from and against any and all claims, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorneys' fees) and liabilities, of, by, or with respect to third parties, which arise solely from CONSTRUCTION INSPECTOR'S negligent performance or services under this Agreement. CONSTRUCTION INSPECTOR shall not be responsible for, and CITY shall indemnify, defend and hold harmless CONSTRUCTION INSPECTOR from and against, any and all claims, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorney's fees) and liabilities of, by or with respect to third parties, which arise solely from the CITY'S negligence. Wi th respect to any and all claims, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorney's fees) and liabilities of, by or with respect to third parties, which arise from the joint or concurrent negligence of CONSTRUCTION INSPECTOR and CITY, each party shall assume responsibility in proportion to the degree of its respective fault. 17. VALIDITY Should any provision herein be found or deemed to be invalid, this Agreement shall be construed as not containing such provision, and all other provisions which are otherwise lawful shall remain in full force and effect, and to this end the provisions of this Agreement are declared to be severable. 18. ENTIRE AGREEMENT This Agreement represents the entire and integrated agreement between the parties hereto and supercedes all prior and contemporaneous negotiations, representations, understandings and agreements, whether written or oral, with respect to the subject matter thereof. This Agreement may be amended only by written instrument signed by both parties. / / / / / / / / - 5 - RES 93-162 AGREEMENT: CONSTRUCTION INSPECTION SERVICES FOR INSTALLATION OF TRAFFIC SIGNALS AND HIGHWAY LIGHTING AT ORANGE SHOW ROAD/AUTO PLAZA DRIVE AT I-215 FREEWAY RAMPS. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date written above by their duly authorized officers on their behalf. By: ~~~ CTION INSPECTOR CITY OF SAN BERN . DINO, a municipal co~~ration ./1 ATTEST: By ~~~r~~ Clerk Approved as to form and legal content: James F. Penman City Attorney y/.;1/W-P<a. ) - 6 -