Agenda packet — Cathedral City City Council, August 14, 2024 (part 2 of 4)

Credits Charges
485.00

84.00 '"'"'
I I
N ..
■
Rate Information
Your rate may vary according to the terms of your agreement.

ANNUAL DAILY AVERAGE

INTEREST FINANCE DAILY

TYPE OF BALANCE RATE CHARGE RATE BALANCE
-- -
PURCHASES 12.490% .03421% $0.00
CASH ADVANCES 29.240% .08010% $0.00
TOTAL
Important Information
$0 - $8,434.84 WILL BE DEDUCTED FROM YOUR ACCOUNT AND
CREDITED AS YOUR AUTOMATIC PAYMENT ON 08/09/24. THE

AUTOMATIC PAYMENT AMOUNT WILL BE REDUCED BY ALL PAYMENTS POSTED ON OR BEFORE THIS DATE.

Transaction Details
Trans Post Reference Number Description
06/18 06/18 5550629HV0590L71A CALIFORNIA BUILDING OF SACRAMENTO CA 06/18 06/18 7541823HS5WP1 AW0G B&H PHOTO 800-606-6969 NEW YORK NY 06/20 06/20 7541823HW5WV JODP7 B&H PHOTO 800-606-6969 NEW YORK NY 06/20 06/20 7541823HW5WV57314 B&H PHOTO 800·606-6969 NEW YORK NY 07/01 07/01 5542135J8VAL9ZJ6D CITY OF CATHEDRAL CITY CATHEDRAL CIT CA 07/01 07/01 7541823J75XJJ4PAF WEB'MYDOMAIN.COM BURLINGTON MA 07/09 07/09 7542817 JGVGF3NTKG SELECT TECH 931 ·6848964 TN 07/09 07/09 F8891 OOJF00CHGDDA AUTOMATIC PAYMENT· THANK YOU 07/12 07/12 0541019JJ2LRQ5TRM TARGET 00003079 CATHEDRAL CIT CA 07/12 07/12 0541019JJ2LRQ5TRX TARGET 00003079 CATHEDRAL CIT CA 07/12 07/12 0541019JJ2LRQ5TT5 TARGET 00003079 CATHEDRAL CIT CA KEVIN BIERSACK account ending

Page 3 of 4 ends

PERIODIC TRANSACTION TOTAL

FINANCE FINANCE FINANCE

CHARGES CHARGES CHARGES
-1--
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
Credits Charges
1,075.00
3,118.94
292.53
1,568.93
102.75

16.99 1,159.70
4,664.28
250.00
700.00
150.00

■
Transaction Details
Trans Post Reference Number
06/27 06/27 5543286J35ZMAQWWM
07/01 07/01 5543286J861 BWMNGE
07123/24 1
07/23124 2
07126/24 3
07126/24 4
07/02 07/02 8270477 J8QDJEDL TL
07/06 07/06 5550036JD0L7DLGPG
..... 07/07 I I 07/07 7536943J D V3D X7NT7
N,_.
07/08 07/08 5548382JF0OPGMFTX
07/08 07/08 5543687JF503D9MS3
CHECK-IN 07/08/24
07/08 07/08 5543687JF503D9P0E
CHECK-IN 07/06/24
07/09 07/09 0269935JG00KAPT1 F
07/09 07/09 F8891 OOJF00CHGDDA
07/10 07/10 5543286JH 5SM45J DO
07/12 07/12 5543687 JK3SWKHXR2
07/14 07/14 0541019JL20FOGT4G
07/14 07/14 0541019JL20FOGT61
07/14 07/14 5543286JM5VTL8RP7
Description
D J*WALL-ST-JOURNAL 800-568-7625 NJ
UNITED 01623891852715 UNITED.COM TX

VON ORISKA/JUSTIN

ONTARIO DENVER

DENVER MINNEAPOLIS

MINNEAPOLIS DENVER

DENVER ONTARIO
SWISS DONUTS 5 CATHEDRALCTY CA

CURB LONG IS TAXI QUEENS NY
THE UPS STORE 0681 CAMBRIDGE MA
SAMSCLUB.COM 888-746-7726 AR

DOUBLETREE STE BOSTON BOSTON MA
FOLIO #1291204

DOUBLETREE STE BOSTON BOSTON MA
FOLIO #1291833
WHOLEFDS RVR 10113 CAMBRIDGE MA

AUTOMATIC PAYMENT- THANK YOU
TST* SALONIKI - HARVAR CAMBRIDGE MA
MICHAEL CONTRERAS account endin�
Page� of 4
Credits Charges

2.00 501.00

25.84 38.87

36.66 291.04
300.00
615.58

17.18 1,242.12

14.14 RIVERSIDE RESTAURANT A CAMBRIDGE MA 37.88
FEDEX OFFIC18200001826 CAMBRIDGE MA 0.48
FEDEX OFFIC18200001826 CAMBRIDGE MA 170.36
10275 CAVA HARVARD SQU CAMBRIDGE MA 16.42

■
GEORGE CRUM account ending

Page 3 of 4 ends

Transaction Details
Trans Post Reference Number Description Credits Charges 06/20 06/20 5543286HW5XN0JZ35 PALM SP DESERT SUN 888-426-0491 IN 16.99 07/09 07/09 F889100JF00CHGDDA AUTOMATIC PAYMENT-THANK YOU 16.99

■
Transaction Details
Trans Post Reference Number
06/17 06/17 8514051HVS66DSYHM
06/17 06/17 5550629HS04VZWAH3
06/18 06/18 5543286HS5X23QLHS
06/26 06/26 7530637 J255VTX4GX
06/26 06/26 8535 335J3QQQB6LSS
07/09 07/09 55 50036JF0MZXNYME
07/09 07/09 5550036JF0MZXNYPT
07/09 07/09 F8891 OOJF00CHGDDA
..... I I
"'""
Description

IAPMO ONTARIO CA

CALIFORNIA BUILDING OF SACRAMENTO CA
INT'L CODE COUNCIL INC 888-422-7233 IL
MUNICIPAL MANAGEMENT A STT-3147080 CA
APA 3124319100 IL

STATEFOODSAFETYCOM ORLANDO FL

AUTOMATIC PAYMENT- THANK YOU
ANDREW FIRESTINE account ending,

Page 3 of 4 ends

Credits Charges
350,00
1,350.00
206.63
125.00
102.38

27.00 27.00
5,084.79

■ CHRISTINA HARRISON account ending

Page 3 ends

Transaction Details
Trans Post Reference Number Description Credits Charges 06/12 06/15 5265384HN 1 Z2WLFB2 PAYPAL ·cvAG CVAG 4029357733 CA 103.00 06/21 06/21 1230202HXOOBSGKVK AFP*CITY CLERKS ASSOCI SACRAMENTO CA 250.00 07/09 07/09 FB891 OOJFO0CHGDDA AUTOMATIC PAYMENT· THANK YOU 4,654.37 07/12 07/12 5550629JKOTPLSE1 9 LEAGUE OF CALIFORNIA C SACRAMENTO CA 60.00

■ RYAN HUNT account endin�

Page 3 of 4 ends

Transaction Details
Trans Post Reference Number Description Credits Charges 06/14 06/15 5548077HN015LGWF9 CLOUD COVER MUSIC EL SEGUNDO CA 29.95 06/16 06/16 5543286HR5WDWJPGS PALM SP DESERT SUN 888-426-0491 IN 18.11 06/27 06/27 5288034J522DL6TS5 PP'EB LEADERSHIP COACH 4029357733 CA 81.88 06/30 06/30 5543286J660RE75EE FACEBK *2KEGJ38282 FB.MEIADS CA 439.09 07/02 07/02 8513340J9QDF75VNP PAYPAL *CANVAPTYLIM 35314369001 AU 120.00 07109 07/09 F8891 OOJF00CHGDDA AUTOMATIC PAYMENT-THANK YOU 3,952.44 07112 07/12 5543286JJ5V30EEBK SQ *CANYON PRINT & SIG GOSQ.COM CA 114.19 07/14 07/14 5548077JL07TF73B9 CLOUD COVER MUSIC EL SEGUNDO CA 29.95 .... I I
N..,

■ SANDRA MOLINA account endin�

Page 3 of 4 ends

Transaction Details
Trans Post Reference Number Description Credits Charges 06/26 06/26 8230509J30001 GV7W CVENT' APA CALIFORNIA TYSONS CORNER VA 650.00 06/29 06/29 5542036J5VAN 950PA REGENTS UNI OF CAL SAN LA JOLLA CA 508.61 06/29 06/29 5542036J5V AN950RQ REGENTS UNI OF CAL SAN LA JOLLA CA 508.61 06/29 06/29 5542036J5VAN950TY REGENTS UNI OF CAL SAN LA JOLLA CA 508.61

... o l I
N ..
■ JENNIFER NELLIS account ending
Transaction Details
Trans Post Reference Number Description Credits
06/18 06/18 7518117HVS66QTNBX AIDEN DRY CLEANERS CATHEDRAL CIT CA 06/20 06/20 5520739HXEV18KNAW AXON SCOTTSDALE AZ
06/24 06124 7545491 J 1 S66J7RVN EMBASSY SUITES SAN LUI SN LUIS OBISP CA CHECK-IN 06/24/24 FOLIO #1128002
06/27 06/27 7545491 J4S66J KZ2R EMBASSY SUITES SAN LUI SN LUIS OBISP CA CHECK-IN 06/23/24 FOLIO #1128144
06/28 06/28 7545491J5S66JP0ML EMBASSY SUITES SAN LUI SN LUIS OBISP CA CHECK-IN 06/23/24 FOLIO #1128001
07/02 07/02 8536943J9SDXJ36J5 AYRES SUITES YORBA LIN YORBA LINDA CA CHECK-IN 07/01/24 FOLIO #3000213649
07/09 07/09 F8891 OOJF00CHGDDA AUTOMATIC PAYMENT- THANK YOU 5,085.62 07/12 07/12 5543286J L5VFJ7NMF SPRINGHILL SUITES SAN SAN DIEGO CA CHECK-IN 07/09/24 FOLIO #91428
07/12 07/12 5543286J L5VFJ7NM7 SPRINGHILL SUITES SAN SAN DIEGO CA CHECK-IN 07/09/24 FOLIO #91427
07/12 07/12 5543687JKB6JVT72M HILTON HOTELS GLENDALE CA CHECK-IN 07/07/24 FOLIO #1299819
Happy Anniversary
This month marks the anniversary of your Wells Fargo
Business Card. We thank you for your business and
look forward to serving you for years to come.

How can Wells Fargo help your business? Learn more at
wellsfargo.com/biz
Pc1.yt: ;;i of 4
Charges
145.75
495.00
223.98
1,405.28
1,119.90
742.85
840.60
777.60
1,171.60

■ DEANNA PRESSGROVE account ending
Transaction Details
Trans Post Reference Number Description
07/02 07/02 0543684J9EHS8A258 PY *STORQUEST - CATHED CATHEDRAL CIT CA 07/09 07/09 F889100JF00CHGDDA AUTOMATIC PAYMENT-THANK YOU Credits
1,756.05

Page 3 of 4 ends

Charges
741.00

.....
■
CRAIG SANBORN account ending
Notice of Guide to Benefits Updates
This notice includes important information about changes to your Wells Fargo credit card benefits. A summary of the clarifications and changes is included below. Please read this notice carefully and keep a copy for your reference.

Effective September 1, 2024

Page 3 of 4 ends

,:.,.!. Changes to the Worldwide Automatic Common Carrier Travel Accident Insurance and Baggage Delay Reimbursement Description of Coverage for Business Elite Mastercard® and Mastercard® Business Card.

1. In the Baggage Delay Reimbursement section, the following language has been modified:
• "We may reimburse You" has been changed to "You are eligible for reimbursement:' • The words "or administrator" have been removed from Definitions of We, Us, or Our. • Under How Long are You Covered, the sentence "There is no coverage when Checked Baggage is delayed when the Covered Traveler is returning to their point of origin or to a different final destination." has been replaced with: "There is no coverage when Checked Baggage is delayed when the Covered Traveler is returning to their point of origin."

2. In the Additional Terms section, the following language has been modified:
• In the third paragraph, the sentence "Benefits not listed above and described in this Guide may be provided by a third party provider." has been deleted. • In the Cancellation section, the sentence "In the event a benefit is cancelled or non-renewed, You may be notified as required by law." has been replaced with: "In the event a benefit is cancelled or non-renewed, You will be notified as required by law:' As of September 1, 2024, your updated Worldwide Automatic Common Carrier Travel Accident Insurance and Baggage Delay Reimbursement Description of Coverage can be accessed at https:/ /www0B.wellsfargomedia.com/assets/pdf /small-business/credit-cards/ travel-accident-and-baggage-delay.pdf or you can call the number on the back of your card to request a paper copy of the updated terms. We accept relay calls, including 711.

■
Transaction Details
Trans Post Reference Number
06/20 06/20 5543286HW5XS1 SJL 1
06/20 06/20 5543286HW5XTVDRNT
06/20 06/20 5543286HW5XTX21 A7
06/24 06/24 8517748J1WGRG769B
06/24 06/24 8517748J1 WGRG769B
06/24 06/24 8517748J1WGRG769B
06/24 06/24 8517748J1WGRG769B
06/24 06/24 8517748J1WGRG769B
06/24 06/24 8517748J1 WGRG769B
..... 06/24 06/24 8517748J1 WGRG769B I I
N,_.
06/24 06/24 8517748J1 WGRG769B
06/25 06/25 8517748J2WGRG769A
06/25 06/25 5543286J 15Z8RET32
07/09 07/09 F889100JFOOCHGDDA
07/11 07/11 5531020JJOFKQR29Q
Description
SQ *MEESTER ZEBRA CATHEDRAL CIT CA
SQ *MEESTER ZEBRA CATHEDRAL CIT CA
SQ *MEESTER ZEBRA CATHEDRAL CIT CA

BARREL DISTRICT CATHEDRAL CIT CA

BARREL DISTRICT CATHEDRAL CIT CA
SQ *MEESTER ZEBRA CATHEDRAL CIT CA

AUTOMATIC PAYMENT - THANK YOU

JOBS AVAILABLE INC MODESTO CA
EUGENIA TORRES account ending
Page!:! of 4
Credits Charges

95.65 95.65

74.99 10.00

10.00 10.00

10.00 80.00

61.13 1,765.32
140.00

■ STEPHEN TUMIR account ending
Page ::i of 4
Transaction Details
Trans Post Reference Number Description Credits Charges 06/24 06/24 8271116J10000B4DP MATHIS BROTHERS · CALI OKLAHOMA CITY OK 1,735.65 06/26 06/26 0230537 J35SB7GKEZ AUTOZONE #5550 CATHEDRAL CIT CA 8.80 07/09 07/09 5543286JF63ETKT2A LOWES #01026* PALM SPRINGS CA 200.07 07/09 07/09 5548382JG00PXXG5R WAL-MART #1832 PALM SPRINGS CA 33.19 07/09 07/09 F8891 OOJF00CHGDDA AUTOMATIC PAYMENT- THANK YOU 3,968.66 07/10 07/10 0541019JH326E8YS2 STAPLES 00113845 CATHEDRAL CIT CA 94.35

■
Transaction Details
Trans Post Reference Number Description
06/20 06/20 5550036HX06F8FVTS
06/24 06/24 8271116J0000DVL52
HABIT CATHEDRAL CITQ91 CATHEDRAL CA
MATHIS BROTHERS· CALI OKLAHOMA CITY OK
ROBERT WILLIAMS account ending
Credits

Page 3 of 4 ends

Charges

69.65 2,754.64
Staff Report
City Council
Item No. 3.D
Meeting Date: August 14, 2024
From: John A. Corella, Director of Public Works
Title: Approve the Addition of Soccer Field Reservations to Current Fees and Policy Manual and Field Reservation Form for City Baseball/Softball Fields.

RECOMMENDATION:

To approve the addition of soccer field reservations to the current fees and policy manual and field reservation form for city baseball/softball (and now soccer) fields with the addition of the Dennis Keat Soccer Park fields and concession stand, and the updates to the reservation requirements and fee structure definition sections of the manual.

BACKGROUND:

At the October 11, 2023 meeting, the City Council approved the fees and policy manual (Manual) and field reservation form for baseball/softball fields in the city. The purpose of the policy manual for baseball/softball field reservations was to provide clear guidelines and procedures for reserving and using baseball/softball fields and concession stands at various Cathedral City parks with these amenities. The reservation form creates a fair and consistent reservation process and provides information to applicants about rules, regulations and fee structure for the reservation of these fields and concession stands at the city parks.

In the past year, staff has received a number of requests to reserve a soccer field and/or multiple fields at the Dennis Keat Soccer Park for both soccer and football. These requests have been received during the AYSO season (for the available field reserved for these requests) and the summer months outside of the AYSO season reservation.

These requests are for both short- and long-term reservations of the soccer field. From one weekend to multiple months. Staff vetted these requests, reviewed the existing field reservation policy and form for the city’s baseball/softball and concession stand reservations and found that merging the Dennis Keat Soccer Park soccer field reservations to the existing form works and provides the same reservation assurances. The City Council vetted the policy and costs last year.

For the inclusion of the soccer field into the reservation program, staff determined the field uses are similar, and thus no fees would change. As a result, staff have updated the currently approved manual and reservation form to include the Dennis Keat Soccer Park fields and concession stand.

DISCUSSION:

Staff is requesting that City Council approve the inclusion of soccer fields into the current fees and policy manual and field reservation form.

1. All sections of the policy and reservation forms.

Change: Add Dennis Keat Soccer Park and concession stand to the fees and policy manual and field reservation form.

Explanation: The city executed an agreement with the American Youth Soccer Organization (AYSO) to reserve all the soccer fields, excluding one field, at the Dennis Keat Soccer Park during AYSO’s specified season which is September through May, Monday through Friday 6pm to 9pm and all-day Saturday. During the days and times that AYSO is not scheduled to use the soccer fields, the city can permit and schedule use of the soccer fields by other organizations.

2. Section 2.2: Reservation Requirements
Change: Add a statement clarifying that reservation requests for multiple years may be subject to a special agreement and/or City Council approval.

Updated Section: Baseball/Softball/Soccer field reservations shall be issued on a first- come, first-serve basis of receipt of Baseball/Softball/Soccer field use application, subject to availability. All field use applications requesting reservations for multiple years may be subject to a special agreement and/or City Council approval. All persons, organizations or groups who desire to use Cathedral City Baseball/Softball/Soccer field(s) shall apply for use on the Baseball/Softball/Soccer field use application provided by the City. The applicant shall furnish all information as required to determine if said program or use will be permitted. At the discretion of the City of Cathedral City, depending on the nature of the use requested, all or some of the following conditions of use may be required.

Explanation: This change will facilitate a review and allow for discussion regarding any possible conflicts related to reserving future use of the fields.

3. Section 3.2: Fee Structure Definition
Change: Add clarification to this section defining field preparation.

Updated Section: Field Preparation Fee: “Field Preparation” covers general field maintenance and upkeep. Please note: this fee does not include field stripping or providing additional sports equipment that is not already offered at the park. Payment depends on the quantity of times an applicant requests to prepare the field.

Explanation: The public works maintenance staff does not have the labor resources or equipment to mark fields or provide additional sports equipment for every park reservation. Staff reached out to neighboring cities to confirm they also require organizations to provide their own equipment and field marking.

Staff is requesting City Council approve the addition of soccer field reservations to the current fees and policy manual and field reservation form for City Baseball/Softball (and now Soccer) Fields with the addition of the Dennis Keat Soccer Park fields and concession stand, and the updates to the reservation requirements and fee structure definition sections of the manual.

FISCAL IMPACT:

There is no change in the current fee structure for park field reservations as a result of the addition of the soccer fields.

FIVE-YEAR STRATEGIC PLAN:

GOAL B: COMMUNITY INVESTMENT
Objective: Cathedral City roads, gateways, public spaces, and other city infrastructure are well planned, designed, constructed, and maintained.

GOAL C: FISCAL STABILITY AND SUSTAINABILITY
Objective: Cathedral City has economically prospered by facilitating the investment of private dollars in high quality development which benefits the community. We remain financially solvent by instituting prudent fiscal policies and transparent financial practices.

GOAL D: INNOVATION
Objective: Cathedral City continually focuses on improving service delivery and customer experiences by successfully leveraging technology and creative initiatives to improve public services, public safety, and stimulate economic growth.

ATTACHMENTS:

1. Fees and Policy Manual- Field Reservation

2. Baseball-Softball-Soccer Field Reservation Application

City of Cathedral City

SECTION 1 - GENERAL POLICY STATEMENT

1.1 PURPOSE
To set forth the City of Cathedral City’s (City) policy governing the establishment of fees to ensure ongoing availability and access of Baseball/Softball/Soccer fields to the public and provide a methodology for pricing and/or subsidy of City services.

The established fees are intended to reflect the City’s policy of priority access for Cathedral City residents to use the Baseball/Softball/Soccer fields.

1.2 POLICY AND AUTHORITY
The City Council of Cathedral City approves the collection of established fees. Once adopted, only the City Council has the authority to waive any fees, by including it as an item on the City Council agenda.

City staff is authorized to take all necessary measures to always protect the health and safety of the public in relation to usage of the City Baseball/Softball/Soccer fields and to determine designated areas public access and use.

City staff may deny an application for the following reasons:
• Applicant violates the conditions of the Baseball/Softball/Soccer Field Reservation Application (current or prior permit).
• Applicant violates the City’s rules or regulations relating to the use of the Baseball/Softball/Soccer fields.
• Failure to cooperate with City staff.
• Previous incidents where the Baseball/Softball/Soccer field use resulted in damage to City property.
• The proposed use is not consistent with the recreational purposes for which the Baseball/Softball/Soccer field has been approved.

1.3 RESIDENT PRIORITY FOR RECREATION SERVICES
Cathedral City residents have priority usage of the City’s Baseball/Softball /Soccer fields.

Applicants residing outside of Cathedral City boundaries will be required to pay additional charges for reservations and use of Baseball/Softball/Soccer fields as provided in Section 3 – Baseball/Softball/Soccer Field Reservation Fee Structure.

1.4 PRICING AND COST REDUCTION
The City’s Baseball/Softball/Soccer fields are designed to complement other Cathedral City facilities available throughout the community for all residents to have a reasonable opportunity to participate in recreation. Additionally, the city promotes and supports sport, active living, and cultural organizations that aim to build social cohesion while increasing opportunities for recreation and physical activity.

Page 3 of 6 ends

SECTION 2 – BASEBALL/SOFTBALL /SOCCER FIEL D

RESERVATION S
The city seeks to maximize the use of Cathedral City B aseball/Softball/Soccer fields to meet the recreational needs of the community effectively and efficiently. Baseball/Softball/Soccer fields may be reserved by individuals or organizations when not in use for scheduled City activities.

Concessions stands can be reserved in conjunction with a B aseball/Softball/Soccer field reservation for an additional cost. The use of concession stands without a B aseball/Softball/Soccer field reservation will not be allowed, unless approved by the city prior to use.

2.1 CLASSIFICATIONS
The classifications listed below have been developed to aid City staff in qualifying Baseball/Softball/Soccer field use applicants into the appropriate fee category as outlined in Section 3 – Baseball/Softball/Soccer Field Reservation Fee Structure. • Cathedral City Residents: Those users that reside within the geographic boundaries of the City of Cathedral City.
• Non-Residents: Those users that reside outside the geographic boundaries of the City of Cathedral City.
• Non-Profit Group: Defined as non-commercial use, which serves the public where no admission fee, vendor fee and/or donation is requested or received. This usage is reserved for public events/meetings that are for the public that may include non-profit organizations and government use. Non-profit organizations must meet Cathedral City criteria to be classified as non -profit by providing proof of tax -exempt status pursuant to 26 U.S.C. 501(c)(3). For athletic fields, only recognized recreational youth sports organization regular season practice and recreational league play is recognized in this category. Invitational tournaments, exclusive club teams, All -star and travel teams, and adult leagues are considered Commercial Groups. • Commercial Group: Defined as all other uses that do not meet the criteria for Community or Private Functions for Residents or Non- Residents. All businesses, regardless of whether a fee is charged, or a product is being sold, fall within this classification.

2.2 RESERVATION REQUIREMENTS
Baseball/Softball/Soccer field reservations shall be issued on a first -come, first-serve basis of receipt of Baseball/Softball/Soccer Field Use Application, subject to availability. All Field Use Applications requesting reservations for multiple years may be subject to a special agreement and/or City Council approval. All persons, organizations or groups who desire to use Cathedral City Baseball/Softball/Soccer Field(s) shall apply for use on the Baseball/Softball /Soccer Field Use Application provided by the City. The applicant shall furnish all information as required to determine if said program or use will be permitted. At the discretion of the City of Cathedral City, depending on the nature of the use requested, all or some of the following conditions of use may be required:
• Proof of insurance for Comprehensive General Liability in the minimum amount of $1,000,000 per occurrence/$2,000,000 general aggregate or property damage including fire and legal liability may be required. The City of Cathedral City must be named as the “additional insured” on the users’ policy as it pertains
to the use of City of Cathedral City Baseball/Softball/Soccer Fields.

Page 4 of 6 ends

• Those using Cathedral City Baseball/Softball/Soccer Field(s) shall be responsible for any damage, which occurs with their use of the Baseball/Softball/Soccer Field(s). • Some usage may require additional permits/approvals from the city or county depending on location and nature of event. All additional permits are the responsibility of the applicant. • If a group fails to attend their reserved park time for three consecutive occurrences, they will be ineligible to reserve fields at the City’s discretion.

2.3 PAYMENT AND REFUNDS
The following regulations have been established to help ensure proper protocol for payments and refunds regarding the reservations of Cathedral City Baseball/Softball/Soccer Fields. • All applicable Baseball/Softball/Soccer field reservation fees and deposits must be paid in full at the time of reservation and not less than 14 days prior to scheduled event. • All long-term reservations must be paid in full monthly. Monthly payment must be made not less than 14 days prior to the first calendar day of each month. • Administrative fees for reservations are one-time fees and are non-refundable. • All reservation fees and deposits will be refunded if the reservation is canceled by the City of Cathedral City.
• Athletic field uses will be canceled by the City if it is scheduled to rain at the time of the reservation, if there is lightning present, or fields are not in playable condition. If use cannot be rescheduled, a full refund will be processed. Groups wishing to cancel due to potential inclement weather must do so 5 days prior to the scheduled use. Fees will be applied to the rescheduled use date.
• The city processes payments on the second and fourth Wednesdays of each month. Depending on where a reservation falls in the payment cycle it may take a maximum of three weeks for refunds to be processed and mailed to the user of baseball/softball field(s).

2.4 CLEANING AND SECURITY DEPOSITS
Reservation of Cathedral City Baseball/Softball/Soccer field(s) require a cleaning/security deposit.

The Cleaning/Security deposit is due immediately to hold reservation. The cleaning/security deposit is refundable if the Baseball/Softball/Soccer field(s) and/or concession stand has been returned in the same conditions as it was delivered. The City shall determine the amount of deposit required above the minimum when the applied use is likely to cause wear and tear on the reservation beyond that expected for typical use. The cleaning/security deposit is due with the Baseball/Softball/Soccer Field Use Application and will be held until after the scheduled use. If field is left in a clean and undamaged condition and all city rules and regulations have been followed, then the deposit will be refunded in full. The deposit will be refunded within 3- 4 weeks after the event, except under the following conditions:

• The Baseball/Softball/Soccer Field and/or Concession Stand is left dirty or damaged. • The group has not left their Baseball/Softball/Soccer field reservation on time. (Any group staying later than originally reserved time will be charged at one and one-half times the regular reservation fee.)
• City property/equipment has been defaced, lost, damaged, or destroyed. • All damages to the Baseball/Softball/Soccer field and/or concession stand caused by the user are

Page 5 of 6 ends

the responsibility of user. Cost of repairs as determined by City Staff will be retained by the city and deducted from the deposit. If the cost of damages exceeds the amount available from deposit, user shall remit balance of cost upon receipt of invoice. • Any other condition/circumstance deemed unacceptable by the City Staff.

2.5 CANCELLATION POLICY
• Applicant must email their cancellation request to the Engineering Division at, [email protected]. Applicants should also call to notify the Engineering Division. • If a group fails to attend their reserved park time for three consecutive occurrences, they will be ineligible to reserve fields at the park in the future. • Cancellations must be made at least 30 days in advance of scheduled reservation date to receive a full refund of any fees paid.
• Cancellations made more than 72 hours in advance of scheduled reservation date will forfeit a partial reservation fee of 50%.
• Cancellations less than 72 hours will not be refunded.

SECTION 3 – BASEBALL/SOFTBALL /SOCCER FIELD

RESERVATION FEE STRUCTURE
The City of Cathedral City operates parks with a variety of reservable spaces including Baseball/Softball/Soccer fields and Concession Stands . The Baseball/Softball/Soccer Fields and Concession Stands listed below are available for reservation when not in use by the City of Cathedral City.

3.1 BASEBALL/SOFTBALL/SOCCER FIELDS AND CONCESSION STANDS Baseball/Softball fields are available at the Ocotillo Park, Panorama Park, and Century Park. Soccer fields are available at the Dennis Keat Soccer Park. Concession stands are available at Ocotillo Park, Panorama Park, and Dennis Keat Soccer Park . Below, you can find Baseball/Softball /Soccer Fields and Concession Stands available for reservation.

Baseball/Softball/Soccer Field Locations Available

Ocotillo Park Panorama Park Century Park Dennis Keat Soccer Park Lights  Lights Unavailable Lights Unavailable Lights  Baseball/Softball Field  Baseball/Softball Field  Baseball/Softball Field  Soccer Field  Concession Stand  Concession Stand  Concession Stand Unavailable Indicate Fields being used
(Refer to Field Map):
________________________
Concession Stand 

Rates for Baseball/Softball/Soccer fields and Concession Stands are listed below and separated by resident and nonresident rates.

Organized
Baseball/Softball/
Soccer Group
Resident
Rate
Non-
Resident
Rate
Non-Profit
Group
Commercial
Group
Daytime Field Use Fee $30/hr. $35/hr. $10/hr. $40/hr.

Page 6 of 6 ends

Maximum Daytime Field
Use Fee
$225/8hrs. $262/8hrs. $75/8hrs. $300/8hrs.

Lighted Field Use $30/hr. $40/hr. $30/hr. $60/hr.

Field Preparation $60/Field $60/Field $60/Field $60/Field Field Cleaning/Security
Deposit
$275/Permit $275/Permit $275/Permit $275/Permit
Administrative Fee $20/Permit $30/Permit $20/Permit $40/Permit Concession Stand Use
Fee
$25/hour $30/hour $25/hour $35/hour
Concession Stand
Security Deposit
$500/Permit $500/Permit $500/Permit $500/Permit

3.2 FEE STRUCTURE DEFINITIONS
• Daytime Field Use Fee: The fee for reserving an available B aseball/Softball/Soccer field during daylight hours.
• Maximum Daytime Field Use Fee: The highest fee an applicant is expected to pay for a daytime field reservation. The hours of daytime reservation will be from 7 a.m. to 5 p.m. • Lighted Field Use: The timeframe for using the field after 5 p.m., necessitating field light usage. • Field Preparation Fee: “Field Preparation” covers general field maintenance and upkeep. Please note: that this fee does not include field striping or providing additional sports equipment that is not already offered at the park. Payment depends on the quantity of times an applicant requests to prepare the field.

• Field Cleaning/Security Deposit: A one -time deposit is required per application. Detailed information can be found in Section 2.4, "Cleaning and Security Deposits." • Administrative Fee: Non-refundable one-time fee for reservations. • Concession Stand: Payment required for reserving an available concession stand. • Concession Stand Security Deposit: A one -time deposit required per application. Detailed information can be found in Section 2.4, "Cleaning and Security Deposits."

For Staff Use Only:

Insurance☐ Form 501c3☐ Deposit Fee☐ Reservation Fee☐ Signed App.☐ Emp. Initials No Yes

BASEBALL/SOFTBALL /SOCCER FIELD RESERVATION APPLICATION This application, when properly filled out, approved , and signed by the authorized representative becomes a permit to use the facilities described for the time(s) and purpose herein set forth. The applicant agrees to abide by the terms, rules and regulations of this permit set forth on the attached pages, Fees and Policy Manual, and other regulations of the City of Cathedral City established for the use of these premises and to pay such fees as may be required.

Applicant:

Name of Applicant : Non-Profit: Tax ID:

Address:

City: State: Zip:

Email: Phone:

Purpose of Reservation:

Applicants should be prepared to provide further information if requested to facilitate the approval process.

Baseball/Softball/Soccer Field Reservation Request:

Name and Location:

Frequency of Use:
☐Monthly ☐Bi-Weekly
☐Weekly ☐Single Use Day(s) of the week:
☐Mon ☐Tues ☐Wed
☐Thurs ☐Fri ☐Sat ☐Sun
Start Date: End Date:

Start Time: End Time:

Description of Activity:

Requested Park Location:

Ocotillo Park Panorama Park Century Park Dennis Keat Soccer Park Lights Lights Unavailable Lights Unavailable Lights  Baseball/Softball Field  Baseball/Softball Field  Baseball/Softball Field  Soccer Field  Concession Stand  Concession Stand  Concession Stand Unavailable Indicate Fields being used
(Refer to Field Map):
________________________
Concession Stand 

FACILITY USE RULES

Initials

GENERAL REGULATIONS:

1. All fees must be paid in full at the time of reservation.

2. No alcohol, smoking or illegal drugs are allowed on park premises, including parking lots, parks, restrooms, baseball/softball /soccer fields, etc. If violations are found, the function will not be allowed to continue, the cleaning deposit will be forfeited, and the authorities will be notified.

3. Selling of merchandise, food, entrance fees and/or tickets is allowed through use of concession stands and prior approval . Concession stands may only be reserved in conjunction with a field reservation.

4. No destruction of City property is allowed.

5. Ensure that all fields and facilities of the park remain clean and in good condition after each use.

6. Applicant shall comply with all local, state, and federal laws and regulations applicable to the services required hereunder, including any rule, regulation or bylaw governing the conduct or performance of the applicant and/or its employees, officers, board members, and volunteers.

7. Applicant agrees to abide by all oral or written laws, regulations, rules, and policies connected with the reservation of this facility.

8. Any event must end no later than one half hour before the time that the park facility is to be vacated as per the reservation agreement. Reservation times include the applicant’s set-up and clean-up.

CLEANING REGULATIONS :

Initials

9. Facility must be left cleaned and free of trash to ensure deposit return.

10. Deposit all trash, including bottle, cans, cups, and paper in the proper trash and recycling.

11. All equipment must be returned to its proper place.

RESERVATION REQUIREMENTS:

12. Applicants must provide photo ID and be at least 21 years of age.

13. Weekday reservation s are for a minimum of two hours. Weekend reservation s are for a minimum of four hours.

14. Cancellations must be submitted in writing 30 days prior to the event for a full refund.

Cancellations made more than 72 hours in advance of scheduled reservation will forfeit a partial reservation of 50%. Cancellations within 72 hours or less will result in the forfeiture of the entire payment. Deposit will be refunded in accordance with reservation policy found in the Fees and Policy Manual.

15. The applicant is obligated to utilize the designated and reserved softball/baseball/soccer field.

Failure to comply with this requirement shall result in potential consequences as determined as outlined in the Fees and Policy Manual.

16. Applicant understands and agrees that the City of Cathedral City has the right to revoke the permit at any time.

17. Applicant shall provide a certificate of general liability insurance in the minimum amount as outlined in the Fees and Policy Manual.

Applicant Signature Date

Authorized Cathedral City Official Signature Date

CATHEDRAL CITY CONTACT INFORMATION

To make changes to your park/field reservation, contact [email protected] and contact City Hall Monday through Friday from 8:00 am to 12:00 noon and 1:00 pm to 4:30 pm at 760 -770-0340 or City Hall 68700 Ave Lalo Guerrero, Cathedral City, CA 92234.

At the time of event, an informational poster can be found at each Baseball/Softball /Soccer field which includes contact information in case of an issue during the event.

**The City reserves the right to revoke this reservation permit at any time**

WAIVER AND RELEASE OF LIABILITY AGREEMENT

TO INDEMNIFY THE CITY OF CATHEDRAL CITY

The undersigned hereby acknowledges that he/she/they agree to rent from the City of Cathedral City the above - mentioned facility. In connection herewith, the undersigned hereby releases the City of Cathedral City, its present and future directors, officers, employees, agents and representatives from any and all claims, costs, expenses, demands, debts, controversies, damages and causes of action, which the undersigned may now have or may hereafter have by reason of use and/or reservation of the property. Except as may result from the sole negligence or willful misconduct of the City of Cathedral City.

The undersigned further agrees to indemnify and hold harmless the City of Cathedral City from any and all claims, cost, expenses, demands, debts, controversies, damages and causes of action, including claims of exposure to communicable diseases, of any third party arising from the use and/or reservation of the property during the time period the property is rented to the undersigned.

The undersigned further agrees to waive any and all rights provided by Section 1542 of the California Civil Code which provides: "A general release does not extend to claims which the creditor does not know or suspect to exist in favor at the time or executing the release which, if known to him, must have materially affected his settlement with the debtor."

The undersigned acknowledges and agrees that the City of Cathedral City reserves the right to revoke the permit for park usage at any time, without prior notice or cause, at the sole discretion of the City. The undersigned understands that the revocation of th e permit may occur prior to the scheduled date of use or during the permitted event .

THE UNDERSIGNED HAS CAREFULLY READ THIS AGREEMENT AND FULLY UNDERSTANDS ITS CONTENTS. THE UNDERSIGNED IS AWARE THAT THIS IS A RELEASE OF LIABILITY BETWEEN THE

UNDERSIGNED AND THE CITY OF CATHEDRAL CITY AND/OR ITS AFFILIATES AND ORGANIZATIONS AND SIGNS IT OF THEIR FREE WILL.

Executed this day of 20 in, California

Print Applicant Name Applicant Signature

Authorized Cathedral City Official Signature

Staff Report
City Council
Item No. 3.E
Meeting Date: August 14, 2024
From: John A. Corella - Director of Public Works
Title: Contract Amendment No. 1 to the Professional Services Agreement for Construction Engineering Services on Federal HSIP Projects - HSIP 9A and HSIP 9B
RECOMMENDATION:

To approve Amendment No. 1 to the agreements for construction engineering services on federally funded projects with Z&K Consultants for HSIP Cycle 9A, Traffic Signal Improvements at 12 Intersections (project C08752), and with Willdan Engineering for HSIP Cycle 9B, Varner Road Safety Improvements (project C08751); and authorize the City Manager to execute the required amendment documents.

BACKGROUND:

The city currently has agreements for construction engineering services with Z&K Consultants (Z&K) on HSIP Cycle 9A, Traffic Signal Improvements at 12 Intersections (project C08752), and with Willdan Engineering (Willdan) on HSIP Cycle 9B, Varner Road Safety Improvements (project C08751).

The purpose of these agreements is to assist the City Engineering Division with specialized construction engineering services required during the construction of federally funded HSIP projects. These specialized services include:

Construction Management
Labor Compliance Monitoring and Enforcement
Inspections
Material Testing
Z&K and Willdan met the requirements under the California Department of Transportation (Caltrans) and the Federal Highway Administration (FHWA), to perform consultant services eligible for reimbursement on projects funded with federal and state programs.

In May 2023, Caltrans updated the Local Assistance Procedure Manual (LAPM) Chapter 10, Consultant Selection and Procurement. This update introduces additional language or contract provisions that require amending the existing agreements with both consultant companies for the city to receive reimbursement on federal and state funded projects.

DISCUSSION:

On March 27, 2024, the City Council approved the agreement with Z&K to perform construction engineering services on HSIP Cycle 9A, Traffic Signal Improvements at 12 Intersections (project C08752). The agreement’s starting date was March 27, 2024, with expiration date on September 27, 2025.

On April 24, 2024, the City Council approved the agreement with Willdan to perform construction engineering services on HSIP Cycle 9B, Varner Road Safety Improvements (project C08751). The agreement’s starting date was April 24, 2024, with expiration date on May 24, 2025.

Attached to this staff report is Amendment No. 1 to each of the agreements for construction engineering services incorporating the additional contract provision as prescribed in the Caltrans updated LAPM Chapter 10. As mentioned before, including these additional contract provisions are necessary for the reimbursement of consultant services on state and federally funded transportation projects, e.g., the Highway Safety Improvement Program. These additional contract provisions do not modify either the term or the compensation of the agreements.

City staff requests the City Council approve Amendment No. 1 to the agreements for construction engineering services on federally funded projects with Z&K Consultants for HSIP Cycle 9A, Traffic Signal Improvements at 12 Intersections (project C08752), and with Willdan Engineering for HSIP Cycle 9B, Varner Road Safety Improvements (project C08751); and, authorize the City Manager to execute the required amendment documents.

FISCAL IMPACT:

There is no fiscal impact for the approval of this agenda item.

Amendment No. 1 to the professional service agreements with Z&K Consultants and Willdan Engineering incorporates contract provision language that does not modify either the term or the compensation of the agreements.

FIVE-YEAR STRATEGIC PLAN:

GOAL B: COMMUNITY INVESTMENT
Objective: Cathedral City roads, gateways, public spaces, and other city infrastructure are well planned, designed, constructed, and maintained.

ATTACHMENTS:

1. Amendment No. 1 - Z&K Consultants

2. Agreement for Services - Z&K

3. Amendment No. 1 - Willdan Engineering

4. Agreement for Services - Willdan Engineering
AMENDMENT NO. 1
TO THE

AGREEMENT FOR SERVICES

BETWEEN

THE CITY OF CATHEDRAL CITY, CALIFORNIA
AND
Z&K CONSULTANTS, INC.

In accordance with the “Agreement for Services” dated March 27, 2024, (referred to as the “Agreement”), by and between the City of Cathedral City, a municipal corporation (“City”) and Z&K Consultants, Inc. , a women-owned, certified small business located in Southern California (“Consultant”), and in accordance with Section 28 of the Agreement, entitled, “Amendments”, this Amendment Number One (1) to the Agreement is made and entered into this 14th day of August 2024, (“Effective Date”).

RECITALS

A. City and Consultant entered into a n Agreement for Services to provide on- call engineering support and grant administration services for state and federal funded transportation projects, initially approved by the City Council on March 27, 2024.

B. The Agreement is subject to certain contract requiremen ts identified in the Caltrans Local Assistance Procedure Manual (LAPM). Amendment No. 1 includes all the latest Caltrans LAPM provisions.

C. The parties wish to amend the Agreement for the first time to: (1) incorporate current Caltrans LAPM requirements for professional design services agreements.

NOW, THEREFORE, for good and valuable consideration, the parties agree as follows:

Section 1. The foregoing Recitals are true, correct, and incorporated by this reference herein as material terms relied upon by the Parties in agreeing to and executing this Amendment No. 1.

Section 2. The following Articles from Caltrans LAPM provisions will be amended into the agreement:

“As used throughout the Addendum 1, LOCAL AGENCY shall mean City.

ARTICLE II CONSULTANT’S REPORTS OR MEETINGS
A. CONSULTANT shall submit progress reports at least once a month. The report should be sufficiently detailed for the LOCAL AGENCY’s Contract Administrator to determine, if CONSULTANT is performing to expectations, or is on schedule; to provide communication of interim findings, and to sufficiently address any difficulties or special problems encountered, so remedies can be developed.

B. CONSULTANT’s Project Manager shall meet with LOCAL AGENCY’s Contract Administrator, as needed, to discuss progress on the AGREEMENT.

ARTICLE IV PERFORMANCE PERIOD
A. This AGREEMENT shall go into effect on March 27, 2024, contingent upon approval by LOCAL AGENCY, and CONSULTANT shall commence work after notification to proceed by LOCAL AGENCY’S Contract Administrator. The AGREEMENT shall end on September 27, 2025, unless extended by AGREEMENT amendment.

B. CONSULTANT is advised that any recommendation for AGREEMENT award is not binding on LOCAL AGENCY until the AGREEMENT is fully executed and approved by LOCAL AGENCY.

ARTICLE V ALLOWABLE COSTS AND PAYMENTS
A. The method of payment for this AGREEMENT will be based on lump sum. The total lump sum price paid to CONSULTANT will include compensation for all work and deliverables, including travel and equipment described in Exhibit A Scope of Services. No additional compensation will be paid to CONSULTANT, unless there is a change in the scope of the work or the scope of the project. In the instance of a change in the scope of work or scope of the project, adjustment to the total lump sum compensation will be negotiat ed between CONSULTANT and LOCAL AGENCY. Adjustment in the total lump sum compensation will not be effective until authorized by AGREEMENT amendment and approved by LOCAL AGENCY.

B. Progress payments may be made monthly in arrears based on the percentage of work completed by CONSULTANT. If CONSULTANT fails to submit the required deliverable items according to the schedule set forth in Exhibit A Scope of Services, LOCAL AGENCY shall have the right to delay payment or terminate this AGREEMENT in accordance with the provisions of Article VI Termination.

C. CONSULTANT shall not commence performance of work or services until this AGREEMENT has been approved by LOCAL AGENCY and notification to proceed has been issued by LOCAL AGENCY’S Contract Administrator. No payment will be made prior to approval of any work, or for any work performed prior to approval of this AGREEMENT.

D. CONSULTANT will be reimbursed within thirty (30) days upon receipt by LOCAL AGENCY’S Contract Administrator of itemized inv oices in duplicate. Invoices shall be submitted no later than thirty (30) calendar days after the performance of work for which CONSULTANT is billing. Invoices shall detail the work performed on each milestone, on each project as applicable. Invoices shall follow the format stipulated for the approved Cost Proposal and shall reference this AGREEMENT number and project title. Final invoice must contain the final cost and all credits due LOCAL AGENCY that include any equipment purchased under the provisions of Article XI Equipment Purchase. The final invoice must be submitted within sixty (60) calendar days after completion of CONSULTANT’s work unless a later date is approved by the LOCAL AGENCY. Invoices shall be mailed to LOCAL AGENCY’s Contract Administrator at the following email addresses:

[email protected]; [email protected].

E. The total amount payable by LOCAL AGENCY shall not exceed Two Hundred Nine Thousand One Hundred Twenty-Four Dollars $(209,124).

ARTICLE VI TERMINATION
A. This AGREEMENT may be terminated by LOCAL AGENCY, provided that LOCAL AGENCY gives not less t han thirty (30) calendar days’ written notice (delivered by certified mail, return receipt requested) of intent to terminate. Upon termination, LOCAL AGENCY shall be entitled to all work, including but not limited to, reports, investigations, appraisals, i nventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not.

B. LOCAL AGENCY may temporarily suspend this AGREEMENT, at no additional cost to LOCAL AGENCY, provided that CONSULTANT is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If LOCAL AGENCY gives such notice of temporary suspension, CONSULTANT shall immediately suspend its activities under this AGREEMENT. A temporary suspension may be issued concurrent with the notice of termination.

C. Notwithstanding any provisions of this AGREEMENT, CONSULTANT shall not be relieved of liability to LOCAL AGENCY for damages sustained by City by virtue of any breach of this AGREEMENT by CONSULTANT, and City may withhold any payments due to CONSULTANT until such time as the exact amount of damages, if any, due City from CONSULTANT is determined.

D. In the event of termination, CONSULTANT shall be compensated as provided for in this AGREEMENT. Upon termination, LOCAL AGENCY shall be entitled to all work, including but not limited to, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not.

ARTICLE VII COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS A. The CONSULTANT agrees that 48 CFR 31, Contract Cost Principles and Procedures, shall be used to determine the allowability of individual terms of cost.

B. The CONSULTANT also agrees to comply with Federal procedures in accordance with 2 CFR 200, Unifor m Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.

C. Any costs for which payment has been made to the CONSULTANT that are determined by subsequent audit to be unallowable under 48 CFR 31 or 2 CFR 200 are subject to repayment by the CONSULTANT to LOCAL AGENCY.

D. When a CONSULTANT or Subconsultant is a Non- Profit Organization or an Institution of Higher Education, the Cost Principles for Title 2 CFR 200, Uniform Administrative Requirements, Cost Principles, and Audit Requir ements for Federal Awards shall apply.

ARTICLE VIII RETENTION OF RECORD/AUDITS
For the purpose of determining compliance with Gov. Code § 8546.7, the CONSULTANT, Subconsultants, and LOCAL AGENCY shall maintain all books, documents, papers, accounting records, Independent CPA Audited Indirect Cost Rate workpapers, and other evidence pertaining to the performance of the AGREEMENT including, but not limited to, the costs of administering the AGREEMENT. All parties, including the CONSULTANT’s In dependent CPA, shall make such workpapers and materials available at their respective offices at all reasonable times during the AGREEMENT period and for three (3) years from the date of final payment under the AGREEMENT and records for real property and equipment acquired with federal funds must be retained for three (3) years after final disposition. LOCAL AGENCY, Caltrans Auditor, FHWA, or any duly authorized representative of the Federal government having jurisdiction under Federal laws or regulations (including the basis of Federal funding in whole or in part) shall have access to any books, records, and documents of the CONSULTANT, Subconsultants, and the CONSULTANT’s Independent CPA, that are pertinent to the AGREEMENT for audits, examinations, workpaper review, excerpts, and transactions, and copies thereof shall be furnished if requested without limitation.

ARTICLE IX AUDIT REVIEW PROCEDURES
A. Any dispute concerning a question of fact arising under an interim or post audit of this AGREEMENT that is not disposed of by AGREEMENT, shall be reviewed by LOCAL AGENCY’S Chief Financial Officer.

B. Not later than thirty (30) calendar days after issuance of the final audit report, CONSULTANT may request a review by LOCAL AGENCY’S Chief Financial Officer of unresolved audit issues. The request for review will be submitted in writing.

C. Neither the pendency of a dispute nor its consideration by LOCAL AGENCY will excuse CONSULTANT from full and timely performance, in accordance with the terms of this AGREEMENT.

D. CONSULTANT and subconsultant AGREEMENTs, including cost proposals and Indirect Cost Rates (ICR), may be subject to audits or reviews such as, but not limited to, an AGREEMENT audit, an incurred cost audit, an ICR Audit, or a CPA ICR audit work paper review. If selected for audit or review, the AGREEMENT, cost proposal and ICR and related work papers, if applicable, will be reviewed to verify compliance with 48 CFR 31 and other related laws and regulations. In the instances of a CPA ICR audit work paper review it is CONSULTANT’s responsibility to ensure federal, LOCAL AGENCY, or local government officials are allowed full access to the CPA’s work papers including making copies as necessary. The AGREEMENT, cost proposal, and ICR shall be adjusted by CONSULTANT and appr oved by LOCAL AGENCY Contract Administrator to conform to the audit or review recommendations.

CONSULTANT agrees that individual terms of costs identified in the audit report shall be incorporated into the AGREEMENT by this reference if directed by LOCAL AGENCY at its sole discretion. Refusal by CONSULTANT to incorporate audit or review recommendations, or to ensure that the federal, LOCAL AGENCY or local governments have access to CPA work papers, will be considered a breach of AGREEMENT terms and cause for termination of the AGREEMENT and disallowance of prior reimbursed costs.

E. CONSULTANT’s Cost Proposal may be subject to a CPA ICR Audit Work Paper Review and/or audit by the Independent Office of Audits and Investigations (IOAI).

IOAI, at its sole discreti on, may review and/or audit and approve the CPA ICR documentation. The Cost Proposal shall be adjusted by the CONSULTANT and approved by the LOCAL AGENCY Contract Administrator to conform to the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report. Refusal by the CONSULTANT to incorporate the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report will be considered a breach of the AGREEMENT terms and cause for termination of the AGREEMENT and disallowance of prior reimbursed costs.

1. During IOAI’s review of the ICR audit work papers created by the CONSULTANT’s independent CPA, IOAI will work with the CPA and/or CONSULTANT toward a resolution of issues that arise during the review. Each party agrees to use its best efforts to resolve any audit disputes in a timely manner. If IOAI identifies significant issues during the review and is unable to issue a cognizant approval letter, LOCAL AGENCY will reimburse the CONSULTANT at an accepted ICR until a FAR (Federal Acquisition Regulation) compliant ICR (e.g. 48 CFR Part 31; GAGAS (Generally Accepted Auditing Standards); CAS (Cost Accounting Standards), if applicable; in accordance with procedures and guidelines of the American Association of State Highways and Transportation Officials (AASHTO) Audit Guide; and other applicable procedures and guidelines) is received and approved by IOAI.

Accepted rates will be as follows:
a. If the proposed rate is less than one hundred fifty percent (150%) - the accepted rate reimbursed will be ninety percent (90%) of the proposed rate.
b. If the proposed rate is between one hundred fifty percent (150%) and two hundred percent (200%) - the accepted rate will be eighty- five percent (85%) of the proposed rate.
c. If the proposed rate is greater than two hundred percent (200%) - the accepted rate will be seventy-five percent (75%) of the proposed rate.

2. If IOAI is unable to issue a cognizant letter per paragraph E.1. above, IOAI may require CONSULTANT to submit a revised independent CPA - audited ICR and audit report within three (3) months of the effective date of the management letter. IOAI will then have up to six (6) months to review the CONSULTANT’s and/or the independent CPA’s revisions.

3. If the CONSULTANT fails to comply with the provisions of this paragraph E, or if IOAI is still unable to issue a cognizant approval letter after the revised independent CPA audited ICR is submitted, overhead cost reimbursement will be limited to the accepted ICR that was established upon initial rejection of the ICR and set forth in paragraph E.1. above for all rendered services.

In this event, this accepted ICR will become the actual and final ICR for reimbursement purposes under this AGREEMENT.

4. CONSULTANT may submit to LOCAL AGENCY final invoice only when all of the following items have occurred: (1) IOAI accepts or adjusts the original or revised independent CPA audited ICR; (2) all work under this AGREEMENT has been completed to the satisfaction of LOCAL AGENCY; and, (3) IOAI has issued its final ICR review letter. The CONSULTANT MUST SUBMIT ITS FINAL INVOICE TO LOCAL AGENCY no later than sixty (60) calendar days after occurrence of the last of these items. The accepted ICR will apply to this AGREEMENT and all other agreements executed between LOCAL AGENCY and the CONSULTANT, either as a prime or subconsultant, with the same fiscal period ICR.

ARTICLE X SUBCONTRACTING
A. Nothing contained in this AGREEMENT or otherwise, shall create any contractual relation between the LOCAL AGENCY and any Subconsultants, and no subagreement shall relieve the CONSULTANT of its responsibilities and obligations hereunder. The CONSULTANT agrees to be as fully responsible to the LOCAL AGENCY for the acts and omissions of its Subconsultants and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the CONSULTANT. The CONSULTANT's obligation to pay its Subconsultants is an independent obligation from the LOCAL AGENCY's obligation to make payments to the CONSULTANT.

B. The CONSULTANT shall perform the work contemplated with resources available within its own organization an d no portion of the work shall be subcontracted without written authorization by the LOCAL AGENCY Contract Administrator, except that which is expressly identified in the CONSULTANT’s approved Cost Proposal.

C. Any subagreement entered into as a result of this AGREEMENT, shall contain all the provisions stipulated in this entire AGREEMENT to be applicable to Subconsultants unless otherwise noted.

D. CONSULTANT shall pay its Subconsultants within Fifteen (15) calendar days from receipt of each payment made to the CONSULTANT by the LOCAL AGENCY.

E. Any substitution of Subconsultants must be approved in writing by the LOCAL AGENCY Contract Administrator in advance of assigning work to a substitute Subconsultant.

F. Prompt Progress Payment

CONSULTANT or subconsultant shall pay to any subconsultant, not later than fifteen (15) days after receipt of each progress payment, unless otherwise agreed to in writing, the respective amounts allowed CONSULTANT on account of the work performed by the subconsultants, to the extent of each subconsultant’s interest therein. In the event that there is a good faith dispute over all or any portion of the amount due on a progress payment from CONSULTANT or subconsultant to a subconsultant, CONSULTANT or subconsultant may withhold no more than 150 percent of the disputed amount. Any violation of this requirement shall constitute a cause for disciplinary action and shall subject the licensee to a penalty, payable to the subconsultant, of 2 percent of the amount due per month for every month that payment is not made.

In any action for the collection of funds wrongfully withheld, the prevailing party shall be entitled to his or her attorney’s fees and costs. The sanctions authorized under this requirement shall be separate from, and in addition to, all other remedies, either civil, administrative, or criminal. This clause applies to both DBE and non-DBE subconsultants.

G. Prompt Payment of Withheld Funds to Subconsultants

The LOCAL AGENCY may hold retainage from CONSULTANT and shall make prompt and regular incremental acceptances of portions, as determined by the LOCAL AGENCY, of the contract work, and pay retainage to CONSULTANT based on these acceptances. The LOCAL AGENCY shall designate one of the methods below in the contract to ensure prompt and full payment of any retainage kept by CONSULTANT or subconsultant to a subconsultant.

Method 1: No retainage will be held by the LOCAL AGENCY from progress payments due to CONSULTANT. CONSULTANTS and subconsultants are prohibited from holding retainage f rom subconsultants. Any delay or postponement of payment may take place only for good cause and with the LOCAL AGENCY’s prior written approval. Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions, and other remedies specified in Section 3321 of the California Civil Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies, otherwise available to CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by CONSULTANT, deficient subconsultant performance and/or noncompliance by a subconsultant. This clause applies to both DBE and non-DBE subconsultants.

ARTICLE XI EQUIPMENT PURCHASE AND OTHER CAPITAL EXPENDITURES A. Prior authorization in writing by LOCAL AGENCY’s Contract Administrator shall be required before CONSULTANT enters into any unbudgeted purchase order, or subcontract exceeding five thousand dollars ($5,000) for supplies, equipment, or CONSULTANT services. CONSULTANT shall provide an evaluation of the necessity or desirability of incurring such costs.

B. For purchase of any item, service, or consulting work not covered in CONSULTANT’s approved Cost Proposal and exceeding five thousand dollars ($5,000), with prior authorization by LOCAL AGENCY’s Contract Administrator, three competitive quotations must be submitted with the request, or the absence of proposal must be adequately justified.

C. Any equipment purchased with funds provided under the terms of t his AGREEMENT is subject to the following:

1. CONSULTANT shall maintain an inventory of all nonexpendable property.

Nonexpendable property is defined as having a useful life of at least two years and an acquisition cost of five thousand dollars ($5,000) or more. If the purchased equipment needs replacement and is sold or traded in, LOCAL AGENCY shall receive a proper refund or credit at the conclusion of the AGREEMENT, or if the AGREEMENT is terminated, CONSULTANT may either keep the equipment and credit LOCAL AGENCY in an amount equal to its fair market value, or sell such equipment at the best price obtainable at a public or private sale, in accordance with established LOCAL AGENCY procedures; and credit LOCAL AGENCY in an amount equal to the sales price.

If CONSULTANT elects to keep the equipment, fair market value shall be determined at CONSULTANT’s expense, on the basis of a competent independent appraisal of such equipment. Appraisals shall be obtained from an appraiser mutually agreeable to by LOCAL AGENCY and CONSULTANT, if it is determined to sell the equipment, the terms and conditions of such sale must be approved in advance by LOCAL AGENCY.

2. Regulation 2 CFR 200 requires a credit to Federal funds when participating equipment with a fair market value greater than five thousand dollars ($5,000) is credited to the project.

ARTICLE XII STATE PREVAILING WAGE RATES
A. No CONSULTANT or Subconsultant may be awarded an AGREEMENT containing public work elements unless registered with the Department of Industrial Relations (DIR) pursuant to Labor Code §1725.5. Registration with DIR must be maintained throughout the entire term of this AGREEMENT, including any subsequent amendments.

B. The CONSULTANT shall comply with all of the applicable provisions of the California Labor Code requiring the payment of prevailing wages. The General Prevailing Wage Rate Determinations applicable to work under this AGREEMENT are available and on file with the Department of Transportation's Regional/District Labor Compliance Officer ( https://dot.ca.gov/programs/construction/labor- compliance). These wage rates are made a specific part of this AGREEMENT by reference pursuant to Labor Code §1773.2 and will be applicable to work performed at a construction project site. Prevailing wages will be applicable to all inspection work performed at LOCAL AGENCY construction sites, at LOCAL AGENCY facilities and at off -site locations that are set up by the construction contractor or one of its subcontractors solely and specifically to serve LOCAL AGENCY projects. Prevailing wage requirements do not apply to inspection work performed at the facilities of vendors and commercial materials suppliers that provide goods and services to the general public.

C. General Prevailing Wage Rate Determinations applicable to this project may also be obtained from the Department of Industrial Relations website at http://www.dir.ca.gov.

D. Payroll Records

1. Each CONSULTANT and Subconsultant shall keep accurate certified payroll records and supporting documents as mandated by Labor Code §1776 and as defined in 8 CCR §16000 showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, w orker, or other employee employed by the CONSULTANT or Subconsultant in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
a. The information contained in the payroll record is true and correct. b. The employer has complied with the requirements of Labor Code §1771, §1811, and
§1815 for any work performed by his or her employees on the public works project.

2. The payroll records enumerated under paragraph (1) above shall be certified as correct by the CONSULTANT under penalty of perjury. The payroll records and all supporting documents shall be made available for inspection and copying by LOCAL AGENCY representatives at all reasonable hours at the principal office of the CONSULTANT. The CONSULTANT shall provide copies of certified payrolls or permit inspection of its records as follows:
a. A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or the employee's authorized representative on request.
b. A certified copy of all payroll records enumerated in paragraph (1) above, shall be made available for inspection or furnished upon request to a representative of LOCAL AGENCY, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards of the Department of Industrial Relations. Certified payrolls submitted to LOCAL AGENCY, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards shall not be altered or obliterated by the CONSULTANT.
c. The public shall not be given access to certified payroll records by the CONSULTANT. The CONSULTANT is required to forward any requests for certified payrolls to the LOCAL AGENCY Contract Administrator by both email and regular mail on the business day following receipt of the request.

3. Each CONSULTANT shall submit a certified copy of the records enumerated in paragraph (1) above, to the entity that requested the records within ten (10) calendar days after receipt of a written request.

4. Any copy of records made available for inspection as copies and furnished upon request to the public or any public agency by LOCAL AGENCY shall be marked or obliterated in such a manner as to prevent disclosure of each individual's name, address, and social security number. The name and address of the CONSULTANT or Subconsultant performing the work shall not be marked or obliterated.

5. The CONSULTANT shall inform LOCAL AGENCY of the location of the records enumerated under paragraph (1) above, including the street address, city and county, and shall, within five (5) working days, provide a notice of a change of location and address.

6. The CONSULTANT or Subconsultant shall have ten (10) calendar days in which to c omply subsequent to receipt of written notice requesting the records enumerated in paragraph (1) above. In the event the CONSULTANT or Subconsultant fails to comply within the ten (10) day period, he or she shall, as a penalty to LOCAL AGENCY, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Such penalties shall be withheld by LOCAL AGENCY from payments then due. CONSULTANT is not subject to a penalty assessment pursuant to this section due to the failure of a Subconsultant to comply with this section.

E. When prevailing wage rates apply, the CONSULTANT is responsible for verifying compliance with certified payroll requirements. Invoice payment will not be made until the invoice is approved by the LOCAL AGENCY Contract Administrator.

F. Penalty

1. The CONSULTANT and any of its Subconsultants shall comply with Labor Code §1774 and
§1775. Pursuant to Labor Code §1775, the CONSULTANT and any Subconsultant shall forfeit to the LOCAL AGENCY a penalty of not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of DIR for the work or craft in which the worker is employed for any public work done under the AGREEMENT by the CONSULTANT or by its Subconsultant in violation of the requirements of the Labor Code and in particular, Labor Code §§1770 to 1780, inclusive.

2. The amount of this forfeiture shall be determined by the Labor C ommissioner and shall be based on consideration of mistake, inadvertence, or neglect of the CONSULTANT or Subconsultant in failing to pay the correct rate of prevailing wages, or the previous record of the CONSULTANT or Subconsultant in meeting their respective prevailing wage obligations, or the willful failure by the CONSULTANT or Subconsultant to pay the correct rates of prevailing wages.

A mistake, inadvertence, or neglect in failing to pay the correct rates of prevailing wages is not excusable if the C ONSULTANT or Subconsultant had knowledge of the obligations under the Labor Code. The CONSULTANT is responsible for paying the appropriate rate, including any escalations that take place during the term of the AGREEMENT.

3. In addition to the penalty and purs uant to Labor Code §1775, the difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the CON SULTANT or Subconsultant.

4. If a worker employed by a Subconsultant on a public works project is not paid the general prevailing per diem wages by the Subconsultant, the CONSULTANT of the project is not liable for the penalties described above unless the CONSULTANT had knowledge of that failure of the Subconsultant to pay the specified prevailing rate of wages to those workers or unless the CONSULTANT fails to comply with all of the following requirements:
a. The AGREEMENT executed between the CONSULTANT and the Subconsultant for the performance of work on public works projects shall include a copy of the requirements in Labor Code §§ 1771, 1775, 1776, 1777.5, 1813, and 1815.
b. The CONSULTANT shall monitor the payment of the specified general prevailing rate of per diem wages by the Subconsultant to the employees by periodic review of the certified payroll records of the Subconsultant.
c. Upon becoming aware of the Subconsultant’s failure to pay the specified prevailing rate of wages to the Subconsultant’s workers, the CONSULTANT shall diligently take corrective action to halt or rectify the failure, including but not limited to, retaining sufficient funds due the Subconsultant for work performed on the public works project. d. Prior to making final payment to the Subconsultant for work performed on the public works project, the CONSULTANT shall obtain an affidavit signed under penalty of perjury from the Subconsultant that the Subconsultant had paid the specified general prevailing rate of per diem wages to the Subconsultant’s employees on the public works project and any amounts due pursuant to Labor Code §1813.

5. Pursuant to Labor Code §1775, LOCAL AGENCY shall notify the CONSULTANT on a public works project within fifteen (15) calendar days of receipt of a complaint that a Subconsultant has failed to pay workers the general prevailing rate of per diem wages.

6. If LOCAL AGENCY determines that employees of a Subconsultant were not paid the general prevailing rate of per diem wages and if LOCAL AGENCY did not retain sufficient money under the AGREEMENT to pay those employees the balance of wages owed under the general prevailing rate of per diem wages, the CONSULTANT shall withhold an amount of moneys due the Subconsultant sufficient to pay those employees the general prevailing rate of per diem wages if requested by LOCAL AGENCY.

G. Hours of Labor
Eight (8) hours labor constitutes a legal day's work . The CONSULTANT shall forfeit, as a penalty to the LOCAL AGENCY, twenty -five dollars ($25) for each worker employed in the execution of the AGREEMENT by the CONSULTANT or any of its Subconsultants for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of the Labor Code, and in particular §§1810 to 1815 thereof, inclusive, except that work performed by employees in excess of eight (8) hours per day, and forty (40) hours during any one week, shall be permitted upon compensation for all hours worked in excess of eight (8) hours per day and forty (40) hours in any week, at not less than one and one-half (1.5) times the basic rate of pay, as provided in §1815.

H. Employment of Apprentices

1. Where either the prime AGREEMENT or the subagreement exceeds thirty thousand dollars ($30,000), the CONSULTANT and any subconsultants under him or her shall comply with all applicable requirements of Labor Code §§ 1777.5, 1777.6 and 1777.7 in the employment of apprentices.

2. CONSULTANTs and subconsultants are required to comply with all Labor Code requirements regarding the employment of apprentices, including mandatory ratios of journey level to apprentice workers. Prior to commencement of work, CONSULTANT and subconsultants are advised to contact the DIR Div ision of Apprenticeship Standards website at https://www.dir.ca.gov/das/, for additional information regarding the employment of apprentices and for the specific journey -to- apprentice ratios for the AGREEMENT work. The CONSULTANT is responsible for all subconsultants’ compliance with these requirements. Penalties are specified in Labor Code §1777.7.

ARTICLE XIII CONFLICT OF INTEREST
A. During the term of this AGREEMENT, the CONSULTANT shall disclose any financial, business, or other relationship with LOCAL AGENCY that may have an impact upon the outcome of this AGREEMENT or any ensuing LOCAL AGENCY construction project. The CONSULTANT shall also list current clients who may have a financial interest in the outcome of this AGREEMENT or any ensuing LOCAL AGENCY construction project which will follow.

B. CONSULTANT certifies that it has disclosed to LOCAL AGENCY any actual, apparent, or potential conflicts of interest that may exist relative to the services to be provided pursuant to this AGREEMENT. CONSULTANT agrees to advise LOCAL AGENCY of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this AGREEMENT.

CONSULTANT further agrees to complete any statements of economic interest if required by either LOCAL AGENCY ordinance or State law.

C. The CONSULTANT hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict wit h the performance of services under this AGREEMENT.

D. The CONSULTANT hereby certifies that the CONSULTANT or subconsultant and any firm affiliated with the CONSULTANT or subconsultant that bids on any construction contract or on any Agreement to provide cons truction inspection for any construction project resulting from this AGREEMENT, has established necessary controls to ensure a conflict of interest does not exist. An affiliated firm is one, which is subject to the control of the same persons, through joint ownership or otherwise.

ARTICLE XIV REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION The CONSULTANT warrants that this AGREEMENT was not obtained or secured through rebates, kickbacks or other unlawful consideration either promised or paid to any LOCAL AGENCY employee. For breach or violation of this warranty, LOCAL AGENCY shall have the right, in its discretion, to terminate this AGREEMENT without liability, to pay only for the value of the work actually performed, or to deduct from this AGREEMENT price or otherwise recover the full amount of such rebate, kickback or other unlawful consideration.

ARTICLE XV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR

FEDERAL FUNDS FOR LOBBYING
A. The CONSULTANT certifies, to the best of his or her knowledge and belief, that:

1. No State, Federal, or LOCAL AGENCY appropriated funds have been paid or will be paid, by or on behalf of the CONSULTANT, to any person for influencing or attempting to influence an officer or employee of any local, State, or Federal agency, a Member of the State Legislature or United States Congress, an officer or employee of the Legislature or Congress, or any employee of a Member of the Legislature or Congress in connection with the awarding or making of this AGREEMENT, or with the extension, continuation, renewal, amendment, or modification of this AGREEMENT.

2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this AGREEMENT, the CONSULTANT shall complete and submit Standard Form- LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.

B. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. §1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than ten thousand dollars ($10,000) and not more than one hundred thousand dollars ($100,000) for each such failure.

C. The CONSULTANT also agrees by signing this document that he or she shall require that the language of this certification be included in all lower tier subagreements, which exceed one hundred thousand dollars ($100,000), and that all such subrecipients shall certify and disclose accordingly.

ARTICLE XVI NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE A. The CONSULTANT’s signature affixed herein and dated shall constitute a certification under penalty of perjury under the laws of the State of California that the CONSULTANT has, unless exempt, complied with the nondiscrimination program requirements of Gov. Code §12990 and 2 CCR § 8103.

B. During the performance of this AGREEMENT, CONSULTANT and its subconsultants shall not deny the AGREEMENT’s benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. CONSULTANT and subconsultants shall insure that the evaluation and treatment of their employees and applicants for employment ar e free from such discrimination and harassment.

C. CONSULTANT and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 et seq.), the applicable regulations promulgated there under (2 CCR §11000 et seq.), the provisions of Gov. Code §§11135- 11139.5, and the regulations or standards adopted by LOCAL AGENCY to implement such article. The applicable regulations of the Fair Employment and Housing Commission implementing Gov. Code §12990 (a-f), set forth 2 CCR §§8100-8504, are incorporated into this AGREEMENT by reference and made a part hereof as if set forth in full.

D. CONSULTANT shall permit access by representatives of the Department of Fair Employment and Housing and the LOCAL AGENCY upon reasonable notice at any time during the normal business hours, but in no case less than twenty -four (24) hours’ notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or LOCAL AGENCY shall require to ascertain compliance with this clause.

E. CONSULTANT and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

F. CONSULTANT shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this AGREEMENT.

G. The CONSULTANT, with regard to the work performed under this AGREEMENT, shall act in accordance with Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.). Title VI provides that the recipients of federal assistance will implement and maintain a policy of nondiscrimination in which no person in the United States shall, on the basis of race, color, national origin, religion, sex, age, disability, be excluded from participation in, denied the benefits of or subject to discrimination under any program or activity by the recipients of federal assistance or their assignees and successors in interest.

H. The CONSULTANT shall comply with regulations relative to non-discrimination in federally-assisted programs of the U.S. Department of Transportation (49 CFR 21 - Effectuation of Title VI of the Civil Rights Act of 1964). Specifically, the CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by 49 CFR §21.5, including employment practices and the selection and retention of Subconsultants.

I. CONSULTANT, subrecipient or subconsultant will never exclude any person from participation in, deny any person the benefits of, or otherwise discriminate against anyone in connection with the award and performance of any contract covered by 49 CFR 26 on the basis of race, color, sex, or national origin. In administering the LOCAL AGENCY components of the DBE Program Plan, CONSULTANT, subrecipient or subconsultant will not, directly, or through contractual or other arrangements, use criteria or methods of administration that have the effect of defeating or substantially impairing accomplishment of the objectives of the DBE Program Plan with respect to individuals of a particular race, color, sex, or national origin.

ARTICLE XVII DEBARMENT AND SUSPENSION CERTIFICATION
A. The CONSULTANT’s signature affixed herein shall constitute a certification under penalty of perjury under the laws of the State of California, that the CONSULTANT or any person associated therewith in the capacity of owner, partner, director, officer or manager:

1. Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency;

2. Has not been suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within the past three (3) years;

3. Does not have a proposed debarment pending; and

4. Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years.

B. Any exceptions to this certification must be disclosed to LOCAL AGENCY.

Exceptions will not necessarily result in denial of recommendation for award, but will be considered in determining responsibility. Disclosures must indicate the party to whom the exceptions apply, the initiating agency, and the dates of agency action.

C. Exceptions to the Federal Government excluded parties (https://sam.gov/content/home) maintained by the U.S . General Services Administration are to be determined by FHWA.

ARTICLE XVIII DISADVANTAGED BUSINESS ENTERPRISES (DBE)

PARTICIPATION
A. CONSULTANT, subrecipient (LOCAL AGENCY), or subconsultant shall take necessary and reasonable steps to ensure that DBEs have opportunities to participate in the contract (49 CFR 26). To ensure equal participation of DBEs provided in 49 CFR 26.5, the LOCAL AGENCY shows a contract goal for DBEs.

CONSULTANT shall make work available to DBEs and select work parts consistent with available DBE subconsultants and suppliers.

CONSULTANT shall meet the DBE goal shown elsewhere in these special provisions or demonstrate that they made adequate Good Faith Efforts (GFE) to meet this goal. It is CONSULTANT’s responsibility to verify at d ate of proposal opening that the DBE firm is certified as a DBE by using the California Unified Certification Program (CUCP) database and possesses the most specific available North American Industry Classification System (NAICS) codes and work code applic able to the type of work the firm will perform on the contract.

Additionally, the CONSULTANT is responsible to document the verification record by printing out the CUCP data for each DBE firm. A list of DBEs certified by the CUCP can be found at https://dot.ca.gov/programs/civil-rights/dbe-search.

All DBE participation will count toward the California Department of Transportation’s federally mandated statewide overall DBE go al. Credit for materials or supplies CONSULTANT purchases from DBEs counts towards the goal in the following manner:
 100 percent counts if the materials or supplies are obtained from a DBE manufacturer.
 60 percent counts if the materials or supplies are purchased from a DBE regular dealer.
 Only fees, commissions, and charges for assistance in the procurement and delivery of materials or supplies count if obtained from a DBE that is neither a manufacturer nor regular dealer. 49 CFR 26.55 defines "manufacturer" and "regular dealer."
This AGREE MENT is subject to 49 CFR 26 entitled “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”. CONSULTANTs who enter into a federally -funded agreement will assist the LOCAL AGENCY in a good faith effort to achieve California's statewide overall DBE goal.

B. The goal for DBE participation for this AGREEMENT is 20%. Participation by DBE CONSULTANT or subconsultants shall be in accordance with information contained in Exhibit 10 - O2: Consultant Contrac t DBE Commitment attached hereto and incorporated as part of the AGREEMENT. If a DBE subconsultant is unable to perform, CONSULTANT must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met.

C. CONSULTANT can meet the DBE participation goal by either documenting commitments to DBEs to meet the AGREEMENT goal, or by documenting adequate good faith efforts to meet the AGREEMENT goal. An adequate good faith effort means that the CONSULTANT must show that it took all necessary and reasonable steps to achieve a DBE goal that, by their scope, intensity, and appropriateness to the objective, could reasonably be expected to meet the DBE goal. If CONSULTANT has not met the DBE goal, complete and submit Exhibit 15-H: Proposer/Contractor Good Faith Efforts to document efforts to meet the goal. Refer to 49 CFR 26 for guidance regarding evaluation of good faith efforts to meet the DBE goal.

D. Contract Assurance
Under 49 CFR 26.13(b):

CONSULTANT, subrecipient or subconsultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract.

CONSULTANT shall carry out applicable requirements of 49 CFR 26 in the award and administration of federal-aid contracts.

Failure by the CONSULTANT to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying CONSULTANT from future proposing as non-responsible E. Termination and Replacement of DBE Subconsultants
CONSULTANT shall utilize the specific DBEs listed to perform the wo rk and supply the materials for which each is listed unless CONSULTANT or DBE subconsultant obtains the LOCAL AGENCY’s written consent. CONSULTANT shall not terminate or replace a listed DBE for convenience and perform the work with their own forces or obtain materials from other sources without authorization from the LOCAL AGENCY. Unless the LOCAL AGENCY’s consent is provided, the CONSULTANT shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on th e Exhibit 10- 02: Consultant Contract DBE Commitment form.

Termination of DBE Subconsultants
After execution of the AGREEMENT, termination of a DBE may be allowed for the following, but not limited to, justifiable reasons with prior written authorization from the LOCAL AGENCY:

1. Listed DBE fails or refuses to execute a written contract based on plans and specifications for the project.

2. The LOCAL AGENCY stipulated that a bond is a condition of executing the subcontract and the listed DBE fails to meet the LOCAL AGENCY’s bond requirements.

3. Work requires a consultant's license and listed DBE does not have a valid license under Contractors License Law.

4. Listed DBE fails or refuses to perform the work or furnish the listed materials (failing or refusing to perform is not an allowable reason to remove a DBE if the failure or refusal is a result of bad faith or discrimination).

5. Listed DBE's work is unsatisfactory and not in compliance with the contract.

6. Listed DBE is ineligible to work on the project because of suspension or debarment.

7. Listed DBE becomes bankrupt or insolvent or exhibits credit unworthiness.

8. Listed DBE voluntarily withdraws with written notice from the Contract.

9. Listed DBE is ineligible to receive credit for the type of work required.

10. Listed DBE owner dies or becomes disabled resulting in the inability to perform the work on the Contract.

11. The LOCAL AGENCY determines other documented good cause.

CONSULTANT must use the following procedures to request the termination of a DBE or portion of a DBE’s work:

1. Send a written notice to the DBE of the CONSULTANT’s intent to use other forces or material sources and include one or more justifiable reasons listed above. Simultaneously send a copy of this written notice to the LOCAL AGENCY. The written notice to the DBE must request they provide any response within five (5) business days to both the CONSULTANT and the LOCAL AGENCY by either acknowledging their agreement or documenting their reasoning as to why the use of other forces or sources of materials should not occur.

2. If the DBE does not respond within five (5) business days, CONSULTANT may move forward with the request as if the DBE had agreed to CONSULTANT’s written notice.

3. Submit CONSULTANT’s DBE termination request by written letter to the LOCAL AGENCY and include:
• One or more above listed justifiable reasons along with supporting documentation.
• CONSULTANT’s written notice to the DBE regarding the request, including proof of transmission and tracking documentation of CONSULTANT’s written notice
• The DBE's response to CONSULTANT’s written notice, if received.

If a written response was not provided, provide a statement to that effect.

The LOCAL AGENCY shall respond in writing to CONSULTANT’s DBE termination request within five (5) business days.

Replacement of DBE Subconsultants
After receiving the LOCAL AGENCY’s written authorization of DBE termination request, CONSULTANT must obtain the LOCAL AGENCY’s written agreement for DBE replacement. CONSULTANT must find or demonstrate GFEs to find qualified DBE replacement firms to perform the work to the extent needed to meet the DBE commitment.

The following procedures shall be followed to request authorization to replace a DBE firm:

1. Submit a request to replace a DBE with other forces or material sources in writing to the LOCAL AGENCY which must include:
a. Description of remaining uncommitted work item made available for replacement DBE solicitation and participation.
b. The proposed DBE replacement firm's business information, the work they have agreed to perform, and the following:
• Description of scope of work and cost proposal
• Proposed subcontract agreement and written confirmation of agreement to perform on the Contract
• Revised Exhibit 10-O2: Consultant Contract DBE Commitment

2. If CONSULTANT has not identified a DBE replacement firm, submits documentation of CONSULTANT’s GFEs to use DBE replacement firms within seven (7) days of LOCAL AGENCY's authorization to terminate the DBE. CONSULTANT may request the LOCAL
AGENCY's approval to extend this submitt al period to a total of 14 days. Submit documentation of actions taken to find a DBE replacement firm, such as:
• Search results of certified DBEs available to perform the original DBE work identified and or other work CONSULTANT had
intended to self -perform, to the extent needed to meet DBE commitment
• Solicitations of DBEs for performance of work identified • Correspondence with interested DBEs that may have
included contract details and requirements
• Negotiation efforts with DBEs that reflect why an agreement was not reached
• If a DBE's quote was rejected, provide reasoning for the rejection, such as why the DBE was unqualified for the work, or why the price quote was unreasonable or excessive
• Copies of each DBE's and non- DBE's price quotes for work identified, as the LOCAL AGENCY may contact the firms to verify solicitation efforts and determine if the DBE quotes are substantially higher
• Additional documentation that supports CONSULTANT’s GFE The LOCAL AGENCY shall respond in writing to CONSULTANT’s DBE replacem ent request within five (5) business days.

F. Commitment and Utilization
The LOCAL AGENCY’s DBE program must include a monitoring and enforcement mechanism to ensure that DBE commitments reconcile to DBE utilization.

The LOCAL AGENCY shall request CONSULTANT to:

1. Notify the LOCAL AGENCY’s contract administrator or designated representative of any changes to its anticipated DBE participation

2. Provide this notification before starting the affected work

3. Maintain records including:
• Name and business address of each 1 -tier subconsultant • Name and business address of each DBE subconsultant, DBE vendor, and DBE trucking company, regardless of tier
• Date of payment and total amount paid to each business (see Exhibit 9-F: Monthly Disadvantaged Business Enterprise Payment) If CONSULTANT is a DBE CONSULTANT, they shall include the date of work performed by their own forces and the corresponding value of the work.

If a DBE is decertified before completing its work, the DBE must notify CONSULTANT in writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify CONSULTANT in writing of the certification date. CONSULTANT shall submit the notifications to the LOCAL AGENCY. O n work completion, CONSULTANT shall complete Exhibit 17- O:

Disadvantaged Business Enterprises (DBE) Certification Status Change and submit the form to the LOCAL AGENCY within 30 days of contract acceptance.

Upon work completion, CONSULTANT shall complete Exhibit 17-F: Final Report – Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors and submit it to the LOCAL AGENCY within 90 days of contract acceptance. The LOCAL AGENCY will withhold $10,000 until the form is submitted. The LOCAL AGENCY will release the withhold upon submission of the completed form.

In the LOCAL AGENCY’s reports of DBE participation to Caltrans, the LOCAL AGENCY must display both commitments and attainments.

G. Commercially Useful Function
DBEs must perform a c ommercially useful function (CUF) under 49 CFR 26.55 when performing work or supplying materials listed on the DBE Commitment form.

The DBE value of work will only count toward the DBE commitment if the DBE performs a CUF. A DBE performs a CUF when it is responsible for execution of the work of the AGREEMENT and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible, with respect to materials and supplies used on the AGREEMENT, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself.

CONSULTANT must perform CUF evaluation for each DBE working on a federal-aid contract, with or without a DBE goal. Perform a CUF evaluation at the beginning of the DBE’s work and continue to monitor the performance of CUF for the duration of the project.

CONSULTANT must provide written notification to the LOCAL AGENCY at least 15 days in advance of each DBE's initial performance of work or supplying materials for the Contract. The notification must include the DBE's name, work the DBE will perform on the contract, and the location, date, and time of where their work will take place.

Within 10 days of a DBE initially performing work or supplying materials on the Contract, CONSULTANT shall submit to the LPA the initial evaluation and validation of DBE performance of a CUF using the LAPM 9- J: Disadvantaged Business Enterprise Commerciall y Useful Function Evaluation. Include the following information with the submittal:
• Subcontract agreement with the DBE
• Purchase orders
• Bills of lading
• Invoices
• Proof of payment
CONSULTANT must monitor all DBE’s performance of CUF by conducting quarterly evaluations and validations throughout their duration of work on the Contract using the LAPM 9- J: DBE Commercially Useful Function Evaluation.

CONSULTANT must submit to the LOCAL AGENCY these quarterly evaluations and validations by the 5th of the month for the previous three months of work.

CONSULTANT must notify the LOCAL AGENCY immediately if they believe the DBE may not be performing a CUF.

The LOCAL AGENCY will verify DBEs performance of CUF by reviewing the initial and quarterly submissions of LAPM 9- J: DBE Commercially Useful Function Evaluation, submitted supporting information, field observations, and through any additional LOCAL AGENCY evaluations. The LOCAL AGENCY must evaluate DBEs and their CUF performance throughout the duration of a Contract. The LOCAL AGENCY will provide written notice to the CONSULTANT and the DBE at least two (2) business days prior to any evaluation. The CONSULTANT and the DBE must participate in the evaluation. Upon completing the evaluation, the LOCAL AGENCY must share the evaluation results with the CONSULTANT and the DBE. An evaluation could include items that must be remedied upon receipt. If the LOCAL AGENCY determines the DBE is not performing a CUF, the CONSULTANT must suspend performance of the noncompliant work.

CONSULTANT and DBEs must submit any additional CUF related records and documents within five (5) business days of LOCAL AGENCY’s request such as:
• Proof of ownership or lease and rental agreements for equipment • Tax records
• Employee rosters
• Certified payroll records
• Inventory rosters
Failure to submit required DBE Commercially Useful Function Evaluation forms or requested records and documents can result in withholding of payment for the value of work completed by the DBE.

If CONSULTANT and/or the LOCAL AGENCY determine that a listed DBE is not performing a CUF in performance of their DBE committed work, CONSULTANT must immediately suspend performance of the noncompliant portion of the work. LOCAL AGENCY may deny payment for the noncompliant portion of the work. LOCAL AGENCY will ask the CONSULTANT to submit a corrective action plan (CAP) to the LOCAL AGENGY within five (5) days of the noncompliant CUF determination. The CAP must identify how the CONSULTANT will correct the noncompliance findings for the remaining portion of the DBE's work. LOCAL AGENCY has five (5) days to review the CAP in conjunction with the CONSULTANT’s review. The CONSULTANT must implement the CAP within five (5) days of the LOCAL AGENCY's approval. The LOCAL AGENCY will then authorize the prior noncompliant portion of work for the DBE's committed work.

If corrective actions cannot be accomplished to ensure the DBE performs a commercially useful function on the Contract, CONSULTANT may have good cause to request termination of the DBE.

H. A DBE does not perform a CUF if its role is limited to that of an extra participant in a transaction, AGREEMENT, or project through which funds are passed in order to obtain the appearance of DBE participation. In determinin g whether a DBE is such an extra participant, examine similar transactions, particularly those in which DBEs do not participate.

I. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its AGREEMENT with its own work force, or the DBE subcontracts a greater portion of the work of the AGREEMENT than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF.

J. CONSULTANT shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier. The records shall show the date of payment and the total dollar figure paid to all firms. DBE CONSULTANT’s shall also show the date of work performed by their own forces along with the corresponding dollar value of the work.

K. If a DBE subconsultant is decertified during the life of the AGREEMENT, the decertified subconsultant shall notify CONSULTANT in writing with the date of decertification. If a subconsultant becomes a certified DBE during the life of the AGREEMENT, the subconsultant shall notify CONSULTANT in writing with the date of certification. Any changes should be reported to LOCAL AGENCY’s Contract Administrator within thirty (30) calendar days.

L. For projects awarded on or after March 1, 2020, but before September 1, 2023:
after submitting an invoice for reimbursement that includes a payment to a DBE, but no later than the 10th of the following month, the prime contractor/consultant must complete and email Exhibit 9- F: Disadvantaged Business Enterprise Running Tally of Payments to [email protected] with a copy to local administering agencies.

For projects awarded on or after September 1, 2023: Exhibit 9- F is no longer required. Instead, by the 15th of the month following the month of any payment(s), the CONSULTANT must now submit Exhibit 9- P to the LOCAL AGENCY administering the contract. If the CONSULTANT does not make any payments to subconsultants, supplier(s), and/or manufacturers they must report “no payments were made to subs this month” and write this visibly and legibly on Exhibit 9-P.

M. Any subcontract entered into as a result of this AGREEMENT shall contain all of the provisions of this section.

ARTICLE XX FUNDING REQUIREMENTS
A. It is mutually understood between the parties that this AGREEMENT may have been written before ascertaining the availability of funds or appropriation of funds, for the mutual benefit of both parties, in order to avoid program and fiscal delays that would occur if the AGREEMENT were executed after that determination was made.

B. This AGREEMENT is valid and enforceable only if sufficient funds are made available to LOCAL AGENCY for the purpose of this AGREEMENT. In addition, this AGREEMENT is subject to any additional restrictions, limitations, conditions, or any statute enacted by the Congress, State Legislature, or LOCAL AGENCY governing board that may affect the provisions, terms, or funding of this AGREEMENT in any manner.

C. It is mutually agreed that if sufficient funds are not appropriated, this AGREEMENT may be amended to reflect any reduction in funds.

D. LOCAL AGENCY has the option to terminate the AGREEMENT pursuant to Article VI Termination, or by mutual agreement to amend the AGREEMENT to reflect any reduction of funds.

ARTICLE XXI CHANGE IN TERMS
A. This AGREEMENT may be amended or modified only by mutual written agreement of the parties.

B. CONSULTANT shall only commence work covered by an amendment after the amendment is executed and notification to proceed has been provided by LOCAL AGENCY’s Contract Administrator.

C. There shall be no change in CONSULTANT’s Project Manager or members of the project team, as listed in the approved Cost Proposal, which is a part of this AGREEMENT without prior written approval by LOCAL AGENCY’s Contract Administrator.

ARTICLE XXII CONTINGENT FEE
CONSULTANT warrants, by execution of this AGREEMENT 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 CONSULTANT for the purpose of securing business. For breach or violation of this warranty, LOCAL AGENCY has the right to annul this AGREEMENT without liability; pay only for the value of the work actually performed, or in its discretion to deduct from the AGREEMENT price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

ARTICLE XXIII DISPUTES
Prior to either party commencing any legal action under this AGREEMENT, the parties agree to try in good faith, to settle any dispute amicably between them. If a dispute has not been settled after forty-five (45) days of good-faith negotiations and as may be otherwise provided herein, then either party may commence legal action against the other.

A. Any dispute, other than audit, concerning a question of fact arising under this AGREEMENT that is not disposed of by agreement shall be decided by a committee cons isting of City Manager and City Engineer, who may consider written or verbal information submitted by CONSULTANT.

B. Not later than thirty (30) calendar days after completion of all work under the AGREEMENT, CONSULTANT may request review by LOCAL AGENCY Governing Board of unresolved claims or disputes, other than audit. The request for review will be submitted in writing.

C. Neither the pendency of a dispute, nor its consideration by the committee will excuse CONSULTANT from full and timely performance in accordance with the terms of this AGREEMENT.

ARTICLE XXIV INSPECTION OF WORK
CONSULTANT and any subconsultant shall permit LOCAL AGENCY, the State, and the FHWA if federal participating funds are used in this AGREEMENT; to review and inspect the project activities and files at all reasonable times during the performance period of this AGREEMENT.

ARTICLE XXV SAFETY
A. CONSULTANT shall comply with OSHA regulations applicable to CONSULTANT regarding necessary safety equipment or procedures. CONSULTANT shall comply with safety instructions issued by LOCAL AGENCY Safety Officer and other LOCAL AGENCY representatives. CONSULTANT personnel shall wear hard hats and safety vests at all times while working on the construction project site.

B. Pursuant to the authority contained in Vehicle Code §591, LOCAL AGENCY has determined that such areas are within the limits of the project and are open to public traffic. CONSULTANT shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14, and 15 of the Vehicle Code. CONSULTANT shall take all reasonably necessary precautions for safe operation of its vehicles and the protection of the traveling public from injury and damage from such vehicles.

C. Any subcontract entered into as a result of this contract, shall contain all of the provisions of this Article.

D. CONSULTANT must have a Division of Occupational Safety and Health (CAL- OSHA) permit(s), as outlined in Labor Code §6500 and §6705, prior to the initiation of any practices, work, method, operation, or process related to the construction or excavation of trenches which are five (5) feet or deeper.

ARTICLE XXVI OWNERSHIP OF DATA
A. It is mutually agreed that all materials prepared by CONSULTANT under this AGREEMENT shall become the property of City, and CONSULTANT shall have no property right therein whatsoever. Immediately upon termination, City shall be entitled to, and CONSULTANT shall deliver to City, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and other such materials as may have been prepared or accumulated to date by CONSULTANT in performing this AGREEMENT which is not CONSULTANT’s privileged information, as defined by law, or CONSULTANT’s personnel information, along with all other property belonging exclusively to City which is in CONSULTANT’s possession.

Publication of the i nformation derived from work performed or data obtained in connection with services rendered under this AGREEMENT must be approved in writing by City.

B. Additionally, it is agreed that the Parties intend this to be an AGREEMENT for services and each consider s the products and results of the services to be rendered by CONSULTANT hereunder to be work made for hire. CONSULTANT acknowledges and agrees that the work (and all rights therein, including, without limitation, copyright) belongs to and shall be the sole and exclusive property of City without restriction or limitation upon its use or dissemination by City.

C. Nothing herein shall constitute or be construed to be any representation by CONSULTANT that the work product is suitable in any way for any other project except the one detailed in this Contract. Any reuse by City for another project or project location shall be at City’s sole risk.

D. Applicable patent rights provisions regarding rights to inventions shall be included in the contracts as appropriate (48 CFR 27 Subpart 27.3 - Patent Rights under Government Contracts for federal- aid contracts).

E. LOCAL AGENCY may permit copyrighting reports or other agreement products.

If copyrights are permitted; the AGREEMENT shall provide that the FHWA shall have the royalty-free nonexclusive and irrevocable right to reproduce, publish, or otherwise use; and to authorize others to use, the work for government purposes.

ARTICLE XXVII CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION

CONTRACTOR
A. If claims are filed by LOCAL AGENCY’s construction contractor relating to work performed by CONSULTANT’s personnel, and additional information or assistance from CONSULTANT’s personnel is required in order to evaluate or defend against such claims; CONSULT ANT agrees to make its personnel available for consultation with LOCAL AGENCY’S construction contract administration and legal staff and for testimony, if necessary, at depositions and at trial or arbitration proceedings.

B. CONSULTANT’s personnel that LOCAL AGENCY considers essential to assist in defending against construction contractor claims will be made available on reasonable notice from LOCAL AGENCY. Consultation or testimony will be reimbursed at the same rates, including travel costs that are being paid for CONSULTANT’s personnel services under this AGREEMENT.

C. Services of CONSULTANT’s personnel in connection with LOCAL AGENCY’s construction contractor claims will be performed pursuant to a written contract amendment, if necessary, extending the termination date of this AGREEMENT in order to resolve the construction claims.

ARTICLE XXVIII CONFIDENTIALITY OF DATA
A. All financial, statistical, personal, technical, or other data and information relative to LOCAL AGENCY’s operations, which are designat ed confidential by LOCAL AGENCY and made available to CONSULTANT in order to carry out this AGREEMENT, shall be protected by CONSULTANT from unauthorized use and disclosure.

B. Permission to disclose information on one occasion, or public hearing held by LOCAL AGENCY relating to the AGREEMENT, shall not authorize CONSULTANT to further disclose such information, or disseminate the same on any other occasion.

C. CONSULTANT shall not comment publicly to the press or any other media regarding the AGREEMENT or LOCAL AGENCY’s actions on the same, except to LOCAL AGENCY’s staff, CONSULTANT’s own personnel involved in the performance of this AGREEMENT, at public hearings, or in response to questions from a Legislative committee.

D. CONSULTANT shall not issue any news release or public relations item of any nature, whatsoever, regarding work performed or to be performed under this AGREEMENT without prior review of the contents thereof by LOCAL AGENCY, and receipt of LOCAL AGENCY’S written permission.

E. Any subcontract ent ered into as a result of this contract shall contain all of the provisions of this Article.

ARTICLE XXIX NATIONAL LABOR RELATIONS BOARD CERTIFICATION In accordance with Public Contract Code §10296, CONSULTANT hereby states under penalty of perjury that no more than one final unappealable finding of contempt of court by a federal court has been issued against CONSULTANT within the immediately preceding two- year period, because of CONSULTANT’s failure to comply with an order of a federal court that orders CONSULTANT to comply with an order of the National Labor Relations Board.

ARTICLE XXX EVALUATION OF CONSULTANT
CONSULTANT’s performance will be evaluated by LOCAL AGENCY. A copy of the evaluation will be sent to CONSULTANT for comments. The evaluation together with the comments shall be retained as part of the AGREEMENT record.

ARTICLE XXXI PROMPT PAYMENT
A. PROMPT PAYMENT FROM LOCAL AGENCY TO CONSULTANT
The LOCAL AGENCY shall make all project progress payment within 30 days after receipt of an undisputed and pro perly submitted payment request from CONSULTANT on a professional service contract. If the LOCAL AGENCY fails to pay promptly, the LOCAL AGENCY shall pay interest to the CONSULTANT, which accrues at the rate of 10 percent per annum on the principal amount of a money judgment remaining unsatisfied and pro-rated as necessary. Upon receipt of the payment request, the LOCAL AGENCY shall act in accordance with both of the following:
(1) The LOCAL AGENCY shall review each payment request as soon as feasible after receipt to verify it is a proper payment request. (2) The LOCAL AGENCY must return any payment request deemed improper by the LOCAL AGENCY to the CONSULTANT as soon as feasible, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall include documentation setting forth in writing the reasons why it is an improper payment request.

B. PROMPT PAYMENT CERTIFICATION
For projects awarded on or after September 1, 2023: the CONSULTANT must now submit Exhibit 9-P to the LOCAL AGENCY administering the contract by the 15th of the month following the month of any payment(s). If the CONSULTANT does not make any payments to subconsultants, supplier(s), and/or manufacturers they must report “no payments were made to subs this month” and write this visibly and legibly on Exhibit 9-P.

The LOCAL AGENCY must verify all Exhibit 9-P information, monitor compliance with prompt payment requirements for DBE and non-DBE firms, and address any shortfalls to the DBE commitment and prompt payment issues until the end of the project. The LOCAL AGENCY must email a copy of Exhibit 9- P to [email protected] before the end of the month after receiving the Exhibit 9-P from the CONSULTANT.

ARTICLE XXXII TITLE VI ASSURANCES

APPENDIX A
During the performance of this Agreement, the contractor, for itself, its assignees and successors in interest (hereinafter collectively referred to as CONSULTANT) agrees as follows:
a. Compliance with Regulations: CONSULTANT shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of this agreement. b. Nondiscrimination: CONSULTANT, with regard to the work performed by it during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment.

CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the agreement covers a program set forth in Appendix B of the Regulations.
c. Solicitations for Sub- agreements, Including Procurements of Mat erials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONSULTANT for work to be performed under a Sub- agreement, including procurements of materials or leases of equipment, each potential sub-applicant or supplier shall be notified by CONSULTANT of the CONSULTANT’S obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. d. Information and Reports : CONSULTANT shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertai n compliance with such Regulations or directives.

Where any information required of CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, CONSULTANT shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONSULTANT has made to obtain the information. e. Sanctions for Noncompliance: In the event of CONSULTANT’s noncompliance with the nondiscrimination provisions of this agreement, the recipient shall impose such agreement sanct ions as it or the FHWA may determine to be appropriate, including, but not limited to:
i. withholding of payments to CONSULTANT under the Agreement within a reasonable period of time, not to exceed 90 days; and/or ii. cancellation, termination or suspension of th e Agreement, in whole or in part.
f. Incorporation of Provisions: CONSULTANT shall include the provisions of paragraphs (1) through (6) in every sub- agreement, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto.

CONSULTANT shall take such action with respect to any sub- agreement or procurement as the recipient or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that, in the event CONSULTANT becomes involved in, or is threatened with, litigation with a sub -applicant or supplier as a result of such direction, CONSULTANT may request the recipient enter into such litigation to protect the interests of the State, and, in addition, CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States.

APPENDIX E
During the performance of this contract, the CONSULTANT, for itself, its assignees, and successors in interest (hereinafter referred to as the “CONSULTANT”) agrees to comply with the following non- discrimination statutes and authorities, including, but not limited to:

Pertinent Non-Discrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21.
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42
U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal -aid programs and projects);
• Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex;
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27;
• The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982, (49 U. S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex);
• The Civil Rights Restoration Act of 1987, (PL 100- 209), (Broadened the scope, coverage and applicability of Title VI of the Civil Right s Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal -aid recipients, sub- recipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38;
• The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex);
• Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English Proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed.

Reg. at 74087 to 74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C.1681 et seq).

Section 3. Except as specifically amended by this Amendment No.1, the remaining terms of the Agreement shall remain in full force and effect. In the event of a conflict between the provisions of this Amendment No. 1 and the provisions of the Agreement, the provisions of this Amendment No. 1 shall control.

SUMMARY:

Amendment No. 1 added latest Caltrans provisions identified in the LAPM for professional design services.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. 1 to be executed as of the date first written above.

CITY OF CATHEDRAL CITY Z&K Consultants, Inc.

By: Charles P. McClendon By: Crystal Fraire
City Manager President

ATTEST:

By: Tracey R. Hermosillo, CMC By:

City Clerk

By: Eric S. Vail
City Attorney

AMENDMENT NO. 1
TO THE

AGREEMENT FOR SERVICES

BETWEEN

THE CITY OF CATHEDRAL CITY, CALIFORNIA
AND

WILLDAN ENGINEERING

In accordance with the “Agreement for Services” dated April 24, 2024, (referred to as the “Agreement”), by and between the City of Cathedral City, a municipal corporation (“City”) and Willdan Engineering, a California corporation (“Consultant”), and in accordance with Section 28 of the Agreement, entitled, “Amendments”, this Amendment Number One (1) to the Agreement is made and entered into this 14th day of August 2024, (“Effective Date”).

RECITALS

A. City and Consultant entered into a n Agreement for S ervices to provide on- call engineering support and grant administration services for state and federal funded transportation projects, initially approved by the City Council on April 24, 2024.

B. The Agreement is subject to certain contract requiremen ts identified in the Caltrans Local Assistance Procedure Manual (LAPM). Amendment No. 1 includes all the latest Caltrans LAPM provisions.

C. The parties wish to amend the Agreement for the first time to: (1) incorporate current Caltrans LAPM requirements for professional design services agreements.

NOW, THEREFORE, for good and valuable consideration, the parties agree as follows:

Section 1. The foregoing Recitals are true, correct, and incorporated by this reference herein as material terms relied upon by the Parties in agreeing to and executing this Amendment No. 1.

Section 2. The following Articles from Caltrans LAPM provisions will be amended into the agreement:

“As used throughout the Addendum 1, LOCAL AGENCY shall mean City.

B. CONSULTANT’s Project Manager shall meet with LOCAL AGENCY’s Contract Administrator, as needed, to discuss progress on the AGREEMENT.

ARTICLE IV PERFORMANCE PERIOD
A. This AGREEMENT shall go into effect on April 24, 2024, contingent upon approval by LOCAL AGENCY, and CONSULTANT shall commence work after notification to proceed by LOCAL AGENCY’S Contract Administrator. The AGREEMENT shall end on May 24, 2025, unless extended by AGREEMENT amendment.

B. CONSULTANT is advised that any recommendation for AGREEMENT award is not binding on LOCAL AGENCY until the AGREEMENT is fully executed and approved by LOCAL AGENCY.

[email protected]; [email protected].

E. The total amount payable by LOCAL AGENCY shall not exceed One Hundred Four Thousand Fourteen Dollars $(104,014).

B. The CONSULTANT also agrees to comply with Federal procedures in accordance with 2 CFR 200, Unifor m Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.

C. Neither the pendency of a dispute nor its consideration by LOCAL AGENCY will excuse CONSULTANT from full and timely performance, in accordance with the terms of this AGREEMENT.

E. CONSULTANT’s Cost Proposal may be subject to a CPA ICR Audit Work Paper Review and/or audit by the Independent Office of Audits and Investigations (IOAI).

In this event, this accepted ICR will become the actual and final ICR for reimbursement purposes under this AGREEMENT.

C. Any subagreement entered into as a result of this AGREEMENT, shall contain all the provisions stipulated in this entire AGREEMENT to be applicable to Subconsultants unless otherwise noted.

D. CONSULTANT shall pay its Subconsultants within Fifteen (15) calendar days from receipt of each payment made to the CONSULTANT by the LOCAL AGENCY.

E. Any substitution of Subconsultants must be approved in writing by the LOCAL AGENCY Contract Administrator in advance of assigning work to a substitute Subconsultant.

F. Prompt Progress Payment

G. Prompt Payment of Withheld Funds to Subconsultants

C. Any equipment purchased with funds provided under the terms of t his AGREEMENT is subject to the following:

1. CONSULTANT shall maintain an inventory of all nonexpendable property.

2. Regulation 2 CFR 200 requires a credit to Federal funds when participating equipment with a fair market value greater than five thousand dollars ($5,000) is credited to the project.

C. General Prevailing Wage Rate Determinations applicable to this project may also be obtained from the Department of Industrial Relations website at http://www.dir.ca.gov.

D. Payroll Records

F. Penalty

H. Employment of Apprentices

CONSULTANT further agrees to complete any statements of economic interest if required by either LOCAL AGENCY ordinance or State law.

C. The CONSULTANT hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict wit h the performance of services under this AGREEMENT.

ARTICLE XV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR

FEDERAL FUNDS FOR LOBBYING
A. The CONSULTANT certifies, to the best of his or her knowledge and belief, that:

E. CONSULTANT and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

F. CONSULTANT shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this AGREEMENT.

1. Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency;

2. Has not been suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within the past three (3) years;

3. Does not have a proposed debarment pending; and

B. Any exceptions to this certification must be disclosed to LOCAL AGENCY.

C. Exceptions to the Federal Government excluded parties (https://sam.gov/content/home) maintained by the U.S . General Services Administration are to be determined by FHWA.

ARTICLE XVIII DISADVANTAGED BUSINESS ENTERPRISES (DBE)

CONSULTANT shall make work available to DBEs and select work parts consistent with available DBE subconsultants and suppliers.

B. The goal for DBE participation for this AGREEMENT is 10%. Participation by DBE CONSULTANT or subconsultants shall be in accordance with information contained in Exhibit 10 - O2: Consultant Contrac t DBE Commitment attached hereto and incorporated as part of the AGREEMENT. If a DBE subconsultant is unable to perform, CONSULTANT must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met.