Ceres City Council
July 14, 2025

May 2023

CONSULTANT for meetings, subsequent to the initial meeting shall be included in the fee.

G. Checking Shop Drawings
Not Applicable to this Contract
H. CONSULTANT Services During Construction
The extent, if any of CONSULTANT’s services during the course of construction as material testing, construction surveys. etc., are specified in the AGREEMENT together with the method of payment for such services.

I. Documentation and Schedules
AGREEMENTs where appropriate, shall provide that CONSULTANT document the results of the work to the satisfaction of LOCAL AGENCY, and if applicable, the State and FHWA. This may include preparation of progress and final reports, plans, specifications and estimates, or similar evidence of attainment of the AGREEMENT objectives.

J. Deliverables and Number of Copies
The number of copies or documents to be furnished, such as reports, brochures, sets of plans, specifications, or Right of Way parcel maps shall be specified. Provision may be made for payment for additional copies.

ARTICLE IV PERFORMANCE PERIOD
A. This AGREEMENT shall go into effect on July 14, 2025, 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 June 30, 2027, 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.

C. The period of performance for each specific project shall be in accordance with the Task Order for that project. If work on a Task Order is in progress on the expiration date of this AGREEMENT, the terms of the AGREEMENT shall be extended by AGREEMENT amendment prior to the expiration of the contract to cover the time needed to complete the task order in progress only. The maximum term shall not exceed five (5) years.

ARTICLE V ALLOWABLE COSTS AND PAYMENTS
A. The method of payment for this AGREEMENT will be based on actual cost plus a fixed fee. LOCAL AGENCY will reimburse CONSULTANT for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs) incurred by CONSULTANT in performance of the work. CONSULTANT will not be reimbursed for actual costs that exceed the estimated wage rates, employee benefits, travel, equipment rental, overhead, and other estimated costs set forth in the approved CONSULTANT’S Cost Proposal, unless additional reimbursement is provided for by AGREEMENT amendment. In no event, will CONSULTANT be reimbursed for overhead costs at a rate that exceeds LOCAL AGENCY’s approved overhead rate set forth in the Cost Proposal. In the event, that LOCAL AGENCY determines that a change to the work from that specified in the Cost Proposal and AGREEMENT is required, the AGREEMENT time or actual costs reimbursable by LOCAL AGENCY shall be adjusted by AGREEMENT amendment to accommodate the changed work. The maximum total cost as specified in Paragraph “I” of this Article shall not be exceeded, unless authorized by AGREEMENT amendment.

B. The indirect cost rate established for this AGREEMENT is extended through the duration of this specific AGREEMENT. CONSULTANT’s agreement to the extension of the 1-year applicable period shall not be a condition or qualification to be considered for the work or AGREEMENT award.

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Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

C. In addition to the allowable incurred costs, LOCAL AGENCY will pay CONSULTANT a fixed fee of 10%. The fixed fee is nonadjustable for the term of the AGREEMENT, except in the event of a significant change in the scope of work and such adjustment is made by AGREEMENT amendment.

D. Reimbursement for transportation and subsistence costs shall not exceed the rates specified in the approved Cost Proposal.

E. When milestone cost estimates are included in the approved Cost Proposal, CONSULTANT shall obtain prior written approval for a revised milestone cost estimate from the Contract Administrator before exceeding such cost estimate.

F. Progress payments will be made monthly in arrears based on services provided and allowable incurred costs. A pro rata portion of CONSULTANT’s fixed fee will be included in the monthly progress payments. If CONSULTANT fails to submit the required deliverable items according to the schedule set forth in Article III Statement of Work, LOCAL AGENCY shall have the right to delay payment or terminate this AGREEMENT.

G. No payment will be made prior to approval of any work, nor for any work performed prior to approval of this AGREEMENT.

H. CONSULTANT will be reimbursed promptly according to California Regulations upon receipt by LOCAL AGENCY’s Contract Administrator of itemized invoices 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 and 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 including any equipment purchased under the provisions of Article XI Equipment Purchase. The final invoice should be submitted within sixty (60) calendar days after completion of CONSULTANT’s work. Invoices shall be mailed to LOCAL AGENCY’s Contract Administrator at the following address:

CITY OF CERES
ATTN: MICHAEL R. BELTRAN II
2220 MAGNOLIA STREET, CERES, CA 95307
I. The total amount payable by LOCAL AGENCY including the fixed fee shall not exceed $1,500,000.

J. For personnel subject to prevailing wage rates as described in the California Labor Code, all salary increases, which are the direct result of changes in the prevailing wage rates are reimbursable.

ARTICLE VI TERMINATION
A. This AGREEMENT may be terminated by LOCAL AGENCY, provided that LOCAL AGENCY gives not less than 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, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not.

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Local Assistance Procedures Manual Exhibit 10-R
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May 2023

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, Uniform 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 Requirements 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 Independent 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.

ITEM 14
Local Assistance Procedures Manual Exhibit 10-R
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May 2023

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 approved 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 discretion, 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.

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Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

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 and 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.

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Local Assistance Procedures Manual Exhibit 10-R
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May 2023

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 from 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.

Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions and other remedies specified therein. These requirements 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 subcontract performance, or noncompliance by a subconsultant.

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.

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Local Assistance Procedures Manual Exhibit 10-R
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May 2023

C. Any equipment purchased with funds provided under the terms of this 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-compl
iance). 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, worker, 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.

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Local Assistance Procedures Manual Exhibit 10-R
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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 comply 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 ITEM 14
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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 Commissioner 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 CONSULTANT 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 pursuant 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 CONSULTANT 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 ITEM 14
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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 Division of Apprenticeship Standards website at https://www.dir.ca.gov/das/, for additional information regarding the employmen t 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 with 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 construction 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 ITEM 14
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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 are 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 ITEM 14
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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 subconsultant s 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
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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 date 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 applicable 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 goal. 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 AGREEMENT 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 varies by task order. Participation by DBE CONSULTANT or subconsultants shall be in accordance with information contained in Exhibit 10- O2: Consultant Contract 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.

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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
C
ONSULTANT shall utilize the specific DBEs listed to perform the work 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 the 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.

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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
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st

• 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 submittal 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 replacement 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.

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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. On 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 commercially 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 Commercially 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 ITEM 14
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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 determining 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 ITEM 14
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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 XIX INSURANCE
A. Prior to commencement of the work described herein, CONSULTANT shall furnish LOCAL AGENCY a Certificate of Insurance stating that there is general comprehensive liability insurance presently in effect for CONSULTANT with a combined single limit (CSL) of not less than two million dollars ($2,000,000) per occurrence.

B. The Certificate of Insurance will provide:

1. That the insurer will not cancel the insured’s coverage without thirty (30) calendar days prior written notice to LOCAL AGENCY.

2. That LOCAL AGENCY, its officers, agents, employees, and servants are included as additional insureds, but only insofar as the operations under this AGREEMENT are concerned.

3. That LOCAL AGENCY will not be responsible for any premiums or assessments on the policy.

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C. CONSULTANT agrees that the bodily injury liability insurance herein provided for, shall be in effect at all times during the term of this AGREEMENT. In the event said insurance coverage expires at any time or times during the term of this AGREEMENT, CONSULTANT agrees to provide at least thirty (30) calendar days prior notice to said expiration date; and a new Certificate of Insurance evidencing insurance coverage as provided for herein, for not less than either the remainder of the term of the AGREEMENT, or for a period of not less than one (1) year. New Certificates of Insurance are subject to the approval of LOCAL AGENCY. In the event CONSULTANT fails to keep in effect at all times insurance coverage as herein provided, LOCAL AGENCY may, in addition to any other remedies it may have, terminate this AGREEMENT upon occurrence of such event.

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 ITEM 14
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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 consisting of LOCAL AGENCY’s Contract Administrator, who may consider written or verbal information submitted by CONSULTANT.

B. If a PS&E submittal is not required, 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. If a PS&E submittal is required, not later than thirty (30) calendar days after completion of all deliverables necessary to complete the plans, specifications and estimate, 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.

D. 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.

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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 information 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 considers 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; CONSULTANT 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.

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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 designated 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 entered into as a result of this contract shall contain all of the provisions of this Article.

F. If PS&E is required, all information related to the construction estimate is confidential, and shall not be disclosed by CONSULTANT to any entity, other than LOCAL AGENCY, Caltrans, and/or FHWA. All of the materials prepared or assembled by CONSULTANT pursuant to performance of this Contract are confidential and CONSULTANT agrees that they shall not be made available to any individual or organization without the prior written approval of City or except by court order. If CONSULTANT or any of its officers, employees, or subcontractors does voluntarily provide information in violation of this Contract, City has the right to reimbursement and indemnity from CONSULTANT for any damages caused by CONSULTANT releasing the information, including, but not limited to, City’s attorney’s fees and disbursements, including without limitation experts’ fees and disbursements.

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.

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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 properly 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.

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ARTICLE XXXII TITLE VI ASSURANCES
APPENDICES A - E of the 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 Materials 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 ascertain 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 sanctions 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 the 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 ITEM 14
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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.

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APPENDIX C

CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE

ACTIVITY, FACILITY, OR PROGRAM
The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the recipient pursuant to the provisions of Assurance 7(a):

A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add “as a covenant running with the land”] that:

1. In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S.

Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations(as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities.

B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Non- discrimination covenants, the recipient will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.* C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the recipient and its assigns.*

(*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.)

ITEM 14
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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 Rights 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).

ITEM 14
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ARTICLE XXXIII NOTIFICATION
All notices hereunder and communications regarding interpretation of the terms of this AGREEMENT and changes thereto, shall be effected by the mailing thereof by registered or certified mail, return receipt requested, postage prepaid, and addressed as follows:

CONSULTANT:

Advanced Mobility Group

Joy Bhattacharya, Vice President
3003 Oak Road, Suite 100

Walnut Creek, CA 94597

LOCAL AGENCY:

City of Ceres

Michael R. Beltran II, Contract Administrator

2220 Magnolia Street
Ceres, CA 95307

ARTICLE XXXIV CONTRACT
The two parties to this AGREEMENT, who are the before named CONSULTANT and the before named LOCAL AGENCY, hereby agree that this AGREEMENT constitutes the entire AGREEMENT which is made and concluded in duplicate between the two parties. Both of these parties for and in consideration of the payments to be made, conditions mentioned, and work to be performed; each agree to diligently perform in accordance with the terms and conditions of this AGREEMENT as evidenced by the signatures below.

ITEM 14

May 2023

Local Assistance Procedures Manual Exhibit 10-R
A&E Boilerplate Agreement Language

ARTICLE XXXV SIGNATURES

City of Ceres Advanced Mobility Group

Douglas D. Dunford,
City Manager

Date: Date:

ITEM 14
Employee Title Hourly Billing Rate
Akkawi, Ray Senior Principal, Program Management 354.98 Akkawi, Jonathan Project Controls Specialist 98.30
Acol, Desiree Project Controls Specialist 114.41
Aguayo, Ambar Project Administrator 93.28
Au, Steve Associate Engineer 157.53
Behbahani, Kasra Senior Project Manager / IT Systems 242.07 Benoit, Jack Transportation Engineering 113.48
Bhattacharya, Joy VP, Innovative Transportation Systems 348.38 Boog, Matthew Traffic Signal Specialist 114.02
Carpenter, Caiya Project Coordinator 103.47
Clement, Beth Project Controls / Contracts Manager 222.10 De Jong, Cara Project Coordinator / Outreach Specialist 116.92 Decool, Karen Project Administrator 131.95
Flores, Andrea Transportation Engineering 113.53
Furger, Frank Project & Program Mgmt / President 362.15 Furger, Rob Data Scientist 124.40
Higbee, Chris Senior Project Engineer 184.54
Lara, Alice Transportation Engineering 80.71
Lovejoy, Kristy Project Analyst 109.45
Mirza, Mohammed Transportation Engineering 93.28
Mueller, Michael Project Coordinator 89.40
Padubidri, Devyani Transportation Planner 112.89
Raie, Rafat Principal, Traffic Engineering 266.41
Rahimzadeh, Radin CAV/Smart Cities Specialist 122.25
Ramos, Christina Senior Project Analyst / Communications 183.48 Riker, Kirsten Project Manager 189.76
Sabiniano, Ryan Lead CAD Drafter 113.53
Shamskhou, Habib Chief Executive Officer 360.15
Sotoudeh, Shahin CAV Technology Manager 200.97
Talbert, Laurie Project Manager 183.04
Thnay Hu, Christopher Senior Principal 316.13
Yari, Shabnam Senior Traffic Engineer 213.46
Yari, Sosan IT Systems 62.47
Zafari, Zabi Technology Systems Engineer 95.76
AMG Federal Billing Rate Table 2025
ITEM 14
Employee Title Hourly Billing Rate
Akkawi, Ray Senior Principal, Program Management 350.00 Akkawi, Jonathan Project Controls Specialist 115.00
AbuAmara, Amin Senior Project Enginer 245.00
Aguayo, Ambar Project Administrator 110.00
Au, Steve Associate Engineer 170.00
Behbahani, Kasra Senior Project Manager / IT Systems 230.00 Bhattacharya, Joy VP, Innovat ive Transportation Systems 330.00 Boog, Matthew Traffic Signal Specialist 125.00
Carpenter, Caiya Project Coordinator 120.00
Carter, Janice Outreach Specialist 140.00
Clement, Beth Project Controls / Contracts Manager 185.00 De Jong, Cara Project Coordinator / Outreach Specialist 140.00 Decool, Karen Project Administrator 150.00
Dutra-Roberts, Corinne Mobilit y Solutions Advisor 250.00 Flores, Andrea Transportation Engineering 125.00
Furger, Frank Project & Program Mgmt / President 375.00 Furger, Rob Data Scientist 145.00
Higbee, Chris Senior Project Engineer 190.00
Hinkamp, James Transit Planner 175.00
Lara, Alice Transportation Engineering 105.00
Lovejoy, Kristy Project Analyst 125.00
Mueller, Michael Project Coordinator 110.00
Padubidri, Devyani Transportation Planner 130.00
Raie, Rafat Principal, Traffic Engineering 275.00
Rahimzadeh, Radin CAV/Smart Cities Specialist 145.00
Ramos, Christina Senior Project Analyst / Communications 175.00 Riker, Kirsten Project Manager 190.00
Sabiniano, Ryan Lead CAD Drafter 125.00
Shamskhou, Habib Chief Executive Officer 375.00
Sotoudeh, Shahin CAV Technology Manager 200.00
Talbert, Laurie Project Manager 185.00
Thnay Hu, Christopher Senior Principal 285.00
Yari, Shabnam Senior Traffic Engineer 215.00
Yari, Sosan IT Systems 110.00
Zafari, Zabi Technology Systems Engineer 110.00
AMG Billing Rate Table 2025 - 2026
ITEM 14
AMGfl#ltr"
F IR i,,I OUALIF CATIO N S
The nature of on-call traffic engineering services presents a challenge in that the specific project needs may be unknown. Therefore, hiring an experienced, flexible organization that can successfully support countless engineering scenarios is key to the City's project success.

We understand the process, challenges, and expectations of an on-call contract. Our deep understanding and experience will help streamline the process and help save you time and money_
AMG possesses extensive familiarity with City and State policies, has been involved with multiple federally funded projects and is very familiar with the Caltrans Local Assistance Program Guidelines (LAPG) and Procedures Manual(LAPM).

Most of our on-call clients are repeat clients that continue to work with our team based on our performance and streamlined approach for on-call assignments. We are eager to aggressively respond to the wide range of services you may require, and have the staff, qualifications, and experience to support you in the areas listed in the Request for Oualifications (RFO).

When combined with our technology facilitation and practicalprogram management expertise, AMG's innovative transportation solutions team bridges the gap between past practices and being prepared for the future. AMG's traffic engineering and transportation services provide our clients with different perspectives in preparing for the future, while enhancing and maintaining current functional systems. We apply the latest innovative operational strategies, traffic operation simulations, and control systems for all modes of travel to our planning and engineering projects. We analyze and design traffic signals and traffic signal control systems, roadways, arterials, freeway management systems and provide the latest decision support systems. We are at the forefront of smart cities and aid our clients in navigating the complexities of the latest technological developments. We work with our clients to respect the present and prepare for the future.

AMG's focus is on providing innovative solutions respecting local preferences and understanding the myriad of environmental regulations and design guidelines that affect today's transportation projects. We manage the project development process proactively, recognizing that successful transportation projects require more than just good technical solutions-they must be sustainable economically, socially, and environmentally. We work with our clients and stakeholders to achieve that while supporting cost-effective solutions. The services we provide are as follows:
/ Preparing Plans, Specifications, and Estimates
(PS&E) for CIP projects
/ Safety analysis, traffic calming and Complete
Streets design
/ Traffic operations: analysis, simulation,
modeling, and impacts
/ Signal design and timing
/ UPRR Pre-emption Timing
r' Parking studies, design, operations, and
mana9ement
/ Traffic lmpact Fee/Cost Allocation
/ lntelligent Transportation Systems
/ Traffic management centers
/ Adaptive Traffic Control Systems
/ Automated traffic signal performance measures
/ Grant funding, programming, and budgetlng
I
Statement of Oualifrcatrons to Provrde On-Call Traffic Engineerrng Professronal Servrces to C,ty ITEM 14
/ UPRR Pre-Signal Design
/ Engineering speed surveys per MUTCD
/ TraffiC rmpact studies/Peer review
/ Travel demand forecasting and modeling
/ Transportation Demand Managemently'MT
/ Pedestrian and bicycle safety analysis
/ Traffic handling plan review
/ Public hearings, outreach, and meetings
/ Community outreach, engagement, and
facilitation
/ Data collection and analysis
r' Transit planning and design
It is AMG's understanding that should we be successful, our qualified team shall provide various transportation engineering services, as needed, in support ofthe City's projects. The scope of work for each proiect will be established prior to the issuing of a task ordeq projects may include all phases of the project development and may include, but are not limited to, the categories outlined in the City's RFO. We have included a qualifications matrix (see Key Team Members section) to illustrate our strong technical ability, including a wide range of services to compliment those services outlined in the RFO. Additionally, we have included relevant projects that demonstrate our capacity to provide the requested services.

PLAN REVIEWS
AMG utilizes knowledge of industry practices, local standards and practices, and Caltrans standards and specifications to ensure that constructible and compliant plans are approved. ln addition, many AMG staff have worked for local agencies and understand practical applications of standards on local roadways. Our staff are currently working with Mountain House Community Services District (MHCSD) staffand other consu ltants to Provide plan checks and review of traffic signa I design, joint trench and streetlight plans and signing/striping.

TRAFFIC SIGNAL SYSTEM DESIGN AND TIMING
AMG has the expertise to provide a full range of traffic signal planning, design, and construction services from isolated signalized intersections to computer-based traffic signal systems. We have prepared traffic signal and intersection designs at hundreds of locations across the nation. Our experience ranges from simple, single-intersection designs to complex multi-phase signals, interstate interchanges, and problematic design constraints resolution.

This experience involves different system types and communications media, including time- based coordination (non-interconnected), microwave-based coordination, hardwire interconnect with an on-street master controller, spread spectrum radio, PC-based systems (closed loop systems), central computer systems, and fiber optic cable. Our extensive experience in traffic control system design includes traffic control and advance warning signals; lane control and counter flow systems; and special purpose traffic systems. Our experience also includes numerous advance warnings, emergency vehicle, and railway preemption signal design and we have undertaken signal preemption and detector technology studies for clients.

UPRR CROSSING DESIGN SERVICES
We have the expertise necessary to provide a full range of roadway geometric desagn and the ability to prepare the ready-to-bid PS&E documents for at-grade railroad crossing projects. We have the expertise to provide a full range oftraffic signal design, median and roadway improvement design, pre-emption request, prepare GO88B document, design queue cutter stltement of Oualifi(atrons to Provrde On-Call Fraffic Enqrneering Profesgonal Servrces to Clt ITEM 14
AMGi:"H[i"
system, prepare signal timing sheet, and provide construction services for isolated signalized intersections to series of coordinated signals on roadways parallel to railroad tracks. We have prepared and reviewed traffic signal and intersection designs at railroad crossings at multiple locations across the nation. Our experience ranges from pre-signal designs to complex multi- phase signals with queue cutters, signal with railroad crossing on both approaches, and intersectionswith problematic design constraints.

REPORT AND STUDY REVIEWS
AMG's transportation team has completed many traffic studies for environmental documents for several cities in San Joaquin, Stanislaus, Alameda, and Contra Costa Counties. Our traffic study experts understand the importance of proactive modeling to determine potential impact in traffic circulation to the surrounding area due to the change in land use conditions. The goals ofthese studies are to assist planners in both the public and private sectors in making major land use and other development decisions; to determine the impact a new development will have on the surrounding transportation system, and to develop mitigation measures that will help to lessen or eliminate any negative ampacts. ln addition to preparing the traffic studies, we provide peer reviews of traffic studies and environmental documents prepared by other consultants. AMG has provided peer reviews for various traffic studies prepared by other consultants as part ofour on-call planning and consulting services.

TRAFFIC OPERATIONS ANALYSIS
Traffic operations analysis bridges the gap between transportation planning, traffic engineering, and design. Our engineers and planners have many years ofexperience in analyzing traffic operations in saturated urban or under-saturated rural environments to develop realistic solutions to complex traffic issues. We use state-of-the-art microscopic computer simulation software, such as Transyt, Synchro, CORSIM, and VISSIM to perform traffic operations and traffic simulation analyses. Based on extensive operations analysis and safety analysis, AMG determines the roadway geometry, signing and striping details, signal operations and lane geometry transition lengths, and lane widths. The operations details are then incorporated into the design plans/PS&E, including construction and bidding supports.

ADAPTIVE TRAFFIC CONTROL SYSTEMS
While building an entire new transportation network is not feasible, we have been using ITS to help mitigate increasing traffic congestion. At AMG, we apply ITS technology to our transportation infrastructure to manage and improve the reliability and efficiency of our transportation network. Our core strength has been in deploying Adaptive Traffic Control Systems (ATCS). Our team has been educating traffic engineers and practitioners on the benefits ofATCS and the need to plan funding opportunities to keep the system operational.

We have recently been involved with the deployment of more than 20 adaptive signal systems in the United States that are helping to relieve traffic congestion-

AUTOMATED TRAFFIC SIGNAL PERFORMANCE MEASURES
The ability to look at performance measures such as "percent arrivals on red" and look at occurrences of split failures for individ ual intersections, or groups of antersections, is revolutionizing the overallTraffic Signal Maintenance and Operations (TSM&O) performance at progressive cities and DOTs. AMG staff are assasting in the deployment of ATSPM to Statement of Oualificatrons to Prov,de On-Call Traffic Engineerlng Professronal Se./ ces to C ITEM 14
manage and monitor signal systems for multiple cities and jurisdictions including the City of lrvine, City of Hayward, City of Concord, and City of Dublin. Our professionals are working alongside City of Dublin staffto set up the software for ATSPMs and assist them to understand the software, coordinate installation, generate reports, identify anomalies, and train staff in best practices.

INTELLIGENT TRANSPORTATION SYSTEMS
The AMG team has the capacity to provide expert technical services for every aspect of lTS.

AMG is a leader in the research and application of leading ITS solutions and the design and deployment of ITS systems. Our expertise includes field integration of CCTV systems, automated incident detection, dynamic message signing, and driver information displays. The future of technology for transportation includes new approaches to managing traffic congestion, improving safety, and providang transit passengers with real-time travel information. AMG has combined ITS with a full range of transportation/transit services to provide new solutions to the challenges facing transportation agencies and authorities.

MULTI-MODAL & SUSTAINABLE TRANSPORTATION PLANNING & DESIGN AMG specializes in low-impact, sustainable, multi-modal solutions that are context-driven, strategic, and comprehensive. Our local team works with clients to improve the vitality of communities by integrating transit, bicycle, and pedestrian modes in designs that not only promote a healthy lifestyle and improve overall mobility but are also aesthetically pleasing.

AMG staff live in the communities we serve and are therefore invested an inspiring sustainable transportation systems and designing livable environments. Mobility-oriented transportation services provide optimal whole-system solutions while reducing impacts on our natural environment. Our goal is to provide innovative, cost-effective solutions from project conception to completion. Services include development of master plans, feasibility and strategy studies, neighborhood structure plans, corridor studies, circulation and parking studies, design guidelines, funding strategies, and multi-modal assessments. Our multidisciplinary approach includes public consultation, visualization, landscape architecture, lighting, signage, traffic operations, lTS, and environmental engineering.

PROJECT MANAGEMENT APPROACH AND OUALITY ASSURANCE
The key to the success of on-call projects is to have a hands-on management style, where the project manager is involved and aware of project details. AMG has assigned Joy Bhattacharya, PE, PTOE for this role since he has managed similar on-call assignments for various jurisdictions. AMG has the available resources to do the engineering work associated with the assignment. Work is currently planned to be completed from our local office in Walnut Creek and we guarantee that our quality products will always be delivered on time. AMG's track record shows that we have successfully delivered the final product and have achieved our client's objectives: successfully fulfilling the predetermined scope, function, and quality requirementsl completion within the approved schedule; and completion within the a pproved budget. Once a task order is approved, Joy will prepa re a brief scope a nd cost for every request. Every on-call task will be tracked, with a goal todeliverevery projectontime and budget. Schedules are negotiated for more complex tasks as appropriate. lt is our ITEM 14
AMGi}H[f""
understanding from the RFO Scope of Work that work will be expected to be completed within :.4 calendar days from NTP or executed task order, unless otherwise specified by the City.

Quality control will play a major role in the successful completion of on.call assignments, with tasks delivered on time and on budget. AMG willconduct a formal quality assurance review and approval ofthe final documents for which they are responsible and affix their professional seal and manual signature in accordance with the requirements oftheir licensing authority prior to issuance.

OUALIFICATIONS MATRIX
Ourteam of qualified professionals have in-depth knowledge and successful experience providing consulting services for numerous on-call traffic engineering assignments. The Oualifications Matrix below illustrates AMG's credentials and alignment with the Scope of Work outlined in the RFO. We understand that the continuity of staff is criticalto successfully complete your upcoming projects and that the substitution of any key staff will be subject to approval by the City.

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Statemen( of Oualifications to Provrde On-CallTraffic Engrneerang Professional Servrces to Ciw of Cere5 Pageg a+--
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-1-

MASTER AGREEMENT FOR

PROFESSIONAL CONSULTANT SERVICES FOR

CAPITAL

PROJECTS
THIS AGREEMENT is made this _14__ day of __July__, 2025, by and between the CITY OF CERES, a municipal corporation, hereinafter referred to as "CITY", and TJKM Transportation Consultants, a professional consulting firm, hereinafter referred to as "CONSULTANT".

RECITALS:

A. CITY has completed a Request for Qualifications (RFQ) process to select qualified professional consulting firms to perform services for the CITY on an as needed basis for various engineering specialties.

B. CONSULTANT was one of the professional consulting firms selected by the CITY.

1. TERM
The term of this Master Agreement shall commence upon its execution by the parties and shall expire on June 30, 2027. If the Master Agreement is not extended, the terms and conditions of the Master Agreement will stay in effect until the satisfactory completion of the services as agreed to in the specific Project Agreements as further delineated herein.

2. AWARD OF PROJECTS
During the term of this Master Agreement, and any extension thereof, the CITY will from time-to-time submit a preliminary scope of services for selected projects to each of the consulting firms selected to contract with the CITY. CONSULTANT will, as requested by the City Engineer, submit a scope of services, schedule and price for the project. The City Engineer will make the final determination regarding the award of the project and CONSULTANT will, within five (5) days of the Notice of Award, execute and deliver to the CITY the Project Agreement in the form shown on ATTACHMENT 1.

3. COMPLIANCE WITH LAW
CONSULTANT shall use due professional care to provide that services rendered hereunder shall be provided in accordance with all applicable ordinances, resolutions, statutes,

ATTACHMENT D
ITEM 14

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rules, and regulations of the CITY and any Federal, State, or local governmental agency having jurisdiction in effect at the time service is rendered.

Should the CITY discover a violation of any of the applicable ordinances, resolutions, statutes, rules or regulations referred to in this paragraph 2, the CITY shall give written notice of such violation to CONSULTANT, and CONSULTANT shall have a reasonable time to cure such violation.

Should a conflict arise between any of the various ordinances, resolutions, statutes, rules and regulations, CONSULTANT shall advise the CITY of such conflict, and the parties shall mutually agree upon a resolution of such conflicts.

For State and Federally funded projects, should a conflict arise between this agreement and the terms set forth in Exhibit 10-R, the terms in Exhibit 10-R shall prevail. For locally funded projects, this agreement shall prevail.

4. LICENSES, PERMITS, FEES, & ASSESSMENTS
CONSULTANT shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement. CONSULTANT shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the CONSULTANT’S performance of the services required by this Agreement, and shall indemnify, defend and hold harmless CITY against any such fees, assessments, taxes, penalties, or interest levied, assessed, or imposed against CITY hereunder.

5. FAMILIARITY WITH WORK
By executing this Master Agreement, CONSULTANT agrees that with regard to any Project Agreement, the CONSULTANT: (a) will investigate and consider the scope of services to be performed; (b) carefully consider how the services should be performed; and, (c) fully understand the facilities, difficulties, and restrictions attending performance of the services of any project for which a proposal is requested. If services involve work upon any site, CONSULTANT will investigate the site and will be fully acquainted with the conditions that exist prior to commencement of services on the project. Should the CONSULTANT discover any latent or unknown conditions which will materially affect the performance of the services on the project, CONSULTANT will immediately inform the CITY of such fact and shall not ITEM 14

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proceed except at CONSULTANT’S risk until written instructions are received from the Contract Officer.

6. FURTHER RESPONSIBILITIES OF PARTIES
Both parties agree to use reasonable care and diligence to perform their respective obligations under this Master Agreement and any Project Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents, and take all actions as may be reasonably necessary to carry out the purposes of said Agreements. Unless hereafter specified, neither party shall be responsible for the service of the other.

7. ADDITIONAL SERVICES
CITY shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the CONSULTANT, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the CONSULTANT. It is expressly understood by CONSULTANT that the provisions of this section shall not apply to services specifically set forth in the Scope of Services for any Project Agreement or reasonably contemplated therein.

CONSULTANT hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services for any Project Agreement may be more costly or time consuming than CONSULTANT anticipates and that CONSULTANT shall not be entitled to additional compensation therefore.

8. TERM OF PROJECT AGREEMENT
Any Project Agreement shall be effective upon execution by both parties and will continue in effect until CITY'S acceptance of and payment for all services authorized by CITY and performed by CONSULTANT, unless terminated earlier in accordance with the provisions of the termination clause in this Master Agreement.

9. COMMENCEMENT OF SERVICES
CONSULTANT shall not undertake any work or incur any costs whatsoever under any Project Agreement except upon the prior receipt of a fully executed Purchase Order from the ITEM 14

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Ceres Department of Finance. Any costs incurred by CONSULTANT prior to receipt of a purchase order shall be at CONSULTANT’S expense.

10. PROJECT COMPENSATION
CONSULTANT agrees to accept the sum stated in the Project Agreement as full remuneration for performing all services and furnishing all staffing and materials for the work in accordance with Scope of Services contained in the Project Agreement. The total compensation paid to CONSULTANT for all projects awarded to CONSULTANT under this Master Agreement shall not exceed one million five-hundred thousand ($1,500,000.00) without further approval of the Ceres City Council.

For each Project Agreement, unless otherwise agreed to by both parties, compensation shall be paid pursuant in the manner at the times set forth below:

CITY shall pay CONSULTANT on a time and materials basis for CONSULTANT’S actual costs for all services called for in the Scope of Services. All work to be performed shall be billed at the lower of the hourly rates provided by the CONSULTANT in their Proposal in response to the City’s RFQ or as set forth in the Project Agreement. CONSULTANT shall submit monthly invoices to CITY which include City Project Number, City Purchase Order Number, detailed tasks, hours worked, and billable rates for all work completed, and detailed receipt for any out-of-pocket costs paid by CONSULTANT in connection with work performed on the project. CONSULTANT shall be paid within thirty (30) days of receipt by the CITY of a properly prepared invoice.

11. TIME OF ESSENCE
Time is of the essence in the performance of any Project Agreement.

12. SCHEDULE OF PERFORMANCE
CONSULTANT shall perform all services within the times set forth in the Project Agreement.

13. FORCE MAJEURE
The time period(s) specified in any Project Agreement for performance of the services rendered shall be extended because of any delays due to unforeseeable causes beyond the reasonable control of CONSULTANT and without the fault or negligence of CONSULTANT, including but not limited to severe weather, fires, earthquakes, floods, epidemics, quarantine ITEM 14

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restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the CITY, if the CONSULTANT shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay.

The Contract Officer shall ascertain the facts and the extent of delay and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall CONSULTANT be entitled to recover damages against the CITY for any delay in the performance of this Agreement, however caused, CONSULTANT’S sole remedy being extension of the Agreement pursuant to this Section.

14. OBLIGATIONS OF CONSULTANT
Throughout the term of this Master Agreement, CONSULTANT shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business.

CONSULTANT agrees that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide CITY with the services contemplated by this Master Agreement, and any specific Project Agreement.

CONSULTANT further agrees that it will reasonably follow the current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding any project. These reviews shall be performed by senior personnel experienced in the areas necessary to perform the reviews and capable of making appropriate recommendations for modifications, as necessary.

15. PROJECT MANAGER
CONSULTANT will assign a Project Manager, who will be the person primarily responsible for the performance of the services referred to in any Project Agreement. Said person shall not be replaced without the consent of CITY, which consent will not be unreasonably withheld.

16. CONTRACT OFFICER
The City Engineer will assign a Contract Officer for the services performed under any Project Agreement. It shall be the CONSULTANT’S responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the ITEM 14

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CONSULTANT shall refer any decisions, which must be made by CITY to the Contract Officer.

Unless otherwise specified herein, any approval of CITY required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of the CITY required hereunder to carry out the terms of any Project Agreement.

17. PROHIBITION AGAINST SUBCONTRACTING OR ASSIGNMENT
The experience, knowledge, capability, and reputation of CONSULTANT, its principals, and employees were a substantial inducement for the CITY to enter into this Master Agreement.

Therefore, CONSULTANT shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the CITY. In addition, neither this agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of CITY. Transfers restricted hereunder shall include the transfer to any person or group and/or control of CONSULTANT, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall, at CITY’s option, be void.

No approved transfer shall release the CONSULTANT or any surety of CONSULTANT of any liability hereunder without the express consent of CITY.

18. OWNERSHIP OF DOCUMENTS/TITLE TO DATA
Ownership of Documents
All electronic and hard copies of reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of CITY and CONSULTANT, and may be used by CITY as it may require without any additional cost to CITY. No reports shall be used by CONSULTANT for purposes other than this contract without the express prior written consent of CITY.

Any use of the work product for other project(s) without specific written authorization from CONSULTANT will be at CITY’S sole risk and without liability to CONSULTANT.

Further, any and all liability arising out of changes made to, or reuse of, CONSULTANT’S deliverables under this Agreement by CITY or persons other than CONSULTANT is waived as against CONSULTANT and CITY assumes full responsibility for such changes unless CITY has ITEM 14

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given CONSULTANT prior notice and has received from CONSULTANT written consent for such changes.

Title to Data
If, as a part of any Project Agreement, CONSULTANT is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of final data generated under this Agreement will be delivered to CITY upon the completion of the project, termination of services, or when requested by City.

All materials, documents, data or information obtained from CITY data files or any CITY medium furnished to CONSULTANT in the performance of any Project Agreement will at all times remain the property of CITY. Such data or information may not be used or copied for direct or indirect use by CONSULTANT after termination of any Project Agreement without written consent of CITY.

19. INTEREST OF CONSULTANT
CONSULTANT warrants that he/it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of services required to be performed under this Master Agreement, or any Project Agreement.

CONSULTANT warrants that, in performance of any Project Agreement, CONSULTANT shall not employ any person having any such interest. CONSULTANT agrees to file a Statement of Economic Interests with the CITY Clerk at the start and end of this contract if so required at the option of CITY.

20. REPORTS
CONSULTANT shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by any Project Agreement as the Contract Officer shall require. CONSULTANT thereby acknowledges that the CITY is greatly concerned about the cost of work and services to be performed pursuant to any Project Agreement. For this reason, CONSULTANT agrees that if CONSULTANT becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated therein, CONSULTANT shall promptly notify the Contract Officer of said fact, circumstance, technique or event.

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21. RECORDS
CONSULTANT shall keep, and require subcontractors to keep, such books and records as shall be necessary to perform the services required by any Project Agreement and enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of CITY, including the right to inspect, copy, audit, and make records and transcripts from such records.

Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the CITY shall have access to such records in the event any audit is required.

22. AMENDMENTS
Both parties to this Master Agreement understand that it may become desirable or necessary during the performance of any Project Agreement, for CITY or CONSULTANT to modify the scope of services provided for under any Project Agreement. Any material extension or change in the scope of services shall be discussed with CITY and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work.

Until an amendment is so executed, CITY will not be responsible to pay any charges CONSULTANT may incur in performing such additional services, and CONSULTANT shall not be required to perform any such additional services.

23. INDEPENDENT CONTRACTOR
All acts of CONSULTANT, his agents, officers, and employees and all others acting on behalf of CONSULTANT relating to the performance of this Master Agreement, and any Project Agreement shall be performed as independent contractors and not as agents, officers, or employees of CITY. CONSULTANT, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of CITY. CONSULTANT has no authority or responsibility to exercise any rights or power vested in CITY. No agent, officer, or employee of CITY is to be considered an employee of CONSULTANT. It is understood by both CONSULTANT and ITEM 14

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CITY that this Agreement shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture.

CONSULTANT, his agents, officers and employees are and, at all times during the term of this Master Agreement, shall represent and conduct themselves as independent contractors and not as employees of CITY.

CONSULTANT shall determine the method, details and means of performing the work and services to be provided by CONSULTANT under any Project Agreement. CONSULTANT shall be responsible to CITY only for the requirements and results specified in any Project Agreement and, except as expressly provided in any Project Agreement, shall not be subjected to CITY'S control with respect to the physical action or activities of the CONSULTANT in fulfillment of any Project Agreement. CONSULTANT has control over the manner and means of performing the services. CONSULTANT is permitted to provide services to others during the same period service is provided to CITY. If necessary, CONSULTANT has the responsibility for employing other persons or firms to assist CONSULTANT in fulfilling the terms and obligations under any Project Agreement.

If in the performance of any Project Agreement any third persons are employed by CONSULTANT, such persons shall be entirely and exclusively under the direction, supervision, and control of CONSULTANT. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the CONSULTANT.

It is understood and agreed that as an independent contractor and not an employee of CITY neither the CONSULTANT nor CONSULTANT'S assigned personnel shall have any entitlement as a CITY employee, right to act on behalf of CITY in any capacity whatsoever as an agent, or to bind CITY to any obligation whatsoever.

It is further understood and agreed that CONSULTANT must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of CONSULTANT'S personnel.

As an independent contractor, CONSULTANT hereby indemnifies, defends and holds CITY harmless from any and all claims that may be made against CITY based upon any ITEM 14

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contention by any third party that an employer-employee relationship exists by reason of this Agreement.

24. NOTICES
Any and all notices permitted or required to be given hereunder shall be deemed duly given and effective (1) upon actual delivery, if delivery is by hand; or (2) five (5) days after delivery into the United States mail if delivery is by postage paid registered or certified (return receipt requested) mail. Each such notice shall be sent to the parties at the address respectively indicated below or to any other address as the respective parties may designate from time to time in writing.

FOR CONSULTANT: Name: TJKM Transportation Consultants

Address: 4305 Hacienda Drive, Suite 550
Pleasanton, CA 94588

Attention: Nayan Amin
Phone: (925) 463-0611

FOR CITY: Name: CITY of Ceres
Address: 2220 Magnolia St.

Ceres, CA 95307
Attention: Michael R. Beltran II, PE, Director of Engineering Phone: (209) 538-5775

25. INSURANCE REQUIREMENTS
Insurance shall be provided as specified in Exhibit “A”.

26. TERMINATION OF AGREEMENT
Termination on Occurrence of Stated Events
Any Project Agreement shall terminate automatically on the date on which any of the following events occur: (1) bankruptcy or insolvency of CONSULTANT, or (2) legal dissolution of CONSULTANT, unless the CITY consents in writing to the continuation of the Project Agreement.

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Termination by CITY for Default of CONSULTANT
Should CONSULTANT default in the performance of any Project Agreement or materially breach any of his provisions, at its option CITY may terminate any Project Agreement by giving written notification to CONSULTANT. The termination date shall be the effective date of the notice. Except for a material breach of any Project Agreement resulting from the CONSULTANT’S willful destruction of CITY'S property, dishonesty or theft, the CITY will give the CONSULTANT 30 days notice to correct failure to perform required services or default in performance prior to executing a written notice of termination.

Termination by CONSULTANT for Default of CITY
Should CITY default in the performance of any Project Agreement or materially breach any of its provisions, at his/its option CONSULTANT may terminate any Project Agreement by giving written notice to CITY. The termination date shall be the effective date of the notice. For the purposes of this section, material breach of any Project Agreement shall include but not be limited to any of the following: failure to pay CONSULTANT as hereafter provided, willful destruction of CONSULTANT'S property by CITY, dishonesty or theft.

Termination by CITY for Lack of Budgeted Funds
CITY may terminate this Master Agreement, effective July 1 of any given year upon CITY'S determination to not appropriate sufficient funds for this Master Agreement for the ensuing fiscal year. In such event, CITY shall give CONSULTANT not less than 30 days written notice.

Termination for Failure to Make Agreed-Upon Payments
Should CITY fail to pay CONSULTANT all or any part of the payments set forth in any Project Agreement on the date due, at his option CONSULTANT may terminate any Project Agreement if the failure is not remedied within thirty (30) days after CONSULTANT notifies CITY in writing of such failure to pay. The termination date shall be the effective date of the notice.

Termination by CITY for Change of CONSULTANT'S Tax Status If CITY determines that CONSULTANT does not meet the requirements of federal and state tax laws for independent contractor status, CITY may terminate this Master Agreement and ITEM 14

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any Project Agreement by giving written notice to CONSULTANT. The termination date shall be the effective date of the notice.

Voluntary Termination
The parties may terminate any Agreement upon mutual written Agreement.

In the Event of Termination
If any Project Agreement is terminated pursuant to this Paragraph, CONSULTANT shall cease all his work on the project as of the termination date and shall see to it that his employees, subcontractors and agents are notified of such termination and cease their work. If CITY so requests, and at CITY'S cost, CONSULTANT shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONSULTANT’S work on the project.

Further, if CITY so requests, CONSULTANT shall deliver to CITY any work products whether in draft or final form which have been produced to date.

If any Project Agreement is terminated pursuant to any of the subsections contained in this paragraph, CITY will pay CONSULTANT an amount based on the percentage of work completed on the termination date, this percentage shall be determined by CITY in its sole discretion. If any Project Agreement is terminated pursuant to the subparagraph entitled Termination by CITY for Default of CONSULTANT, CONSULTANT understands and agrees that CITY may, in CITY'S sole discretion, refuse to pay CONSULTANT for that portion of CONSULTANT'S services which were performed by CONSULTANT on the project prior to the termination date and which remain unacceptable and/or not useful to CITY as of the termination date.

27. INDEMNITY
CONSULTANT shall indemnify, defend and hold harmless CITY and its officers, officials and employees from and against all claims, damages, losses and expenses including reasonable attorney fees arising out of the performance of the work described herein, to the extent caused in whole or in part by any negligent act or omission of the CONSULTANT, or any agent or employee of the CONSULTANT, except where caused by the active negligence, sole n
egligence, or willful misconduct of the CITY.

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CONSULTANT'S obligation to defend, indemnify, and hold CITY, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for CONSULTANT to procure and maintain a policy of insurance.

28. PREVAILING WAGES/CERTIFIED PAYROLL REQUIREMENT
Should the performance of the services required by any Project Agreement involve the provision of field work, CONSULTANT is advised that compliance with California Labor Code Sections 1720 – 1781 regarding the payment of prevailing wages is required, including the obligation to comply with the provisions of Section 1776 of the Labor Code regarding payroll records. These provisions apply equally to the CONSULTANT and its subcontractors, and CONSULTANT shall require that its sub consultants and subcontractors comply with the Labor Code provisions.

29. RETENTION OF FUNDS
CONSULTANT hereby authorizes CITY to deduct from any amount payable to CONSULTANT (whether or not arising out of any Project Agreement): (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate CITY for any losses, costs, liabilities, or damages suffered by CITY; and, (ii) all amounts for which CITY may be liable to third parties, by reason of CONSULTANT’S acts or omissions in performing or failing to perform CONSULTANT’S obligation under any Project Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by CONSULTANT, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, CITY may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of CITY to exercise such right to deduct or to withhold shall not, however, affect the obligations of the CONSULTANT to insure, indemnify, and protect CITY as elsewhere provided herein.

30. ENTIRE AGREEMENT
This Master Agreement, any Project Agreement, the Supplemental Agreement Provisions, and their respective exhibits contain the entire understanding between CONSULTANT and CITY. Additional or new terms contained in this Master Agreement and any Project Agreement which vary from any CONSULTANT'S proposal are controlling and are ITEM 14

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deemed accepted by CONSULTANT upon commencement of performance hereunder. All previous proposals, offers and communications relative to this Master Agreement and any Project Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Master Agreement and any Project Agreement. No future waiver of or exception to any of the terms, conditions, and provisions of this Master Agreement and any Project Agreement shall be considered valid unless specifically agreed to in writing by all the parties.

31. PARTIAL INVALIDITY
If any provision in this Master Agreement or any Project Agreement are held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

32. WAIVER
The waiver by any party to this Master Agreement, or any Project Agreement of a breach of any provision thereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

33. AUDIT
CITY'S duly authorized representative shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify CONSULTANT'S charges to CITY under any Project Agreement.

CONSULTANT agrees to retain reports, records, documents, and files related to charges under any Project Agreement for a period of three (3) years following the date of final payment for CONSULTANT services. CITY'S representative shall have the right to reproduce any of the aforesaid documents.

34. GOVERNING LAW
This Master Agreement and any Project Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. The parties agree that as a condition precedent to the commencement of litigation under either the Master Agreement or any Project Agreement, they shall submit the matter to non-binding mediation administered by the American Arbitration Association under its construction industry mediation rules, unless waived by mutual stipulation of both parties. Legal ITEM 14

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actions concerning any dispute, claim, or matter arising out of or in relation to said Agreements not settled by mediation shall be instituted in the Superior Court of the County of Stanislaus, State of California, or any other appropriate court in such county, and CONSULTANT covenants and agrees to submit to the personal jurisdiction of such court in the event of such action.

35. TITLE VI ASSURANCES
Appendices A through E of the Title VI Assurances are attached herein as Exhibit “B”, and all provisions are made apart of this agreement as required by U.S. Department of Transpiration Order No.1050.2A.

36. HEADINGS NOT CONTROLLING
Headings used in this Master Agreement and any Project Agreement are for reference purposes only and shall not be considered in construing said Agreements.

37. CITY BUSINESS LICENSE
CONSULTANT will have a CITY of Ceres business license, as required.

38. ATTORNEYS’ FEES
If either party to this Master Agreement and any Project Agreement is required to initiate or defend or is made a party to any action or proceeding in any way connected with this Master Agreement or any Project Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorneys’ fees. Attorneys’ fees shall include attorneys’ fees on any appeal, and in addition a party entitled to attorneys’ fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery, and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable if such action is prosecuted to judgment.

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I
N WITNESS WHEREOF, the parties have executed this Agreement on the dates indicated below.

Dated: ______________________, 2025

Dated: ______________________, 2025
CITY OF CERES, a municipal corporation

By________________________________
Signature

Douglas Dunford, City Manager_
Name and Title
TJKM Transportation Consultants

By_______________________________
Signature

_________________________________
Name and Title

APPROVED AS TO FORM

__________________________________

CITY ATTORNEY

CONSULTANT’s Federal ID #

__________________________________

ATTEST:

_____________________________________
Fallon Martin, City Clerk

Nayan Amin, President
June 16
94-2239515
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EXHIBIT “A”

INSURANCE REQUIREMENTS FOR CONSULTANTS

CONSULTANT shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the CONSULTANT, his/her agents, representatives, or employees.

Minimum Scope of insurance

Coverage shall be at least as broad as:

1. Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 0001).

2. Insurance Services Office Form Number CA 00 01 covering Automobile Liability, Code 1 (any auto).

3. Workers’ compensation insurance as required by the State of California and Employer’s Liability Insurance.

4. Errors and Omissions Liability insurance appropriate to the CONSULTANT’S profession.

Minimum Limits of Insurance

CONSULTANT shall maintain limits no less than:

1. General Liability (Including operations, products and completed operations as applicable.):

$2,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability
insurance or other form with a general aggregate
limit is used, either the general aggregate limit shall apply separately to this project/location or the
general aggregate limit shall be twice the required
occurrence limit.

2. Automobile Liability:

$2,000,000 per accident for bodily injury and property damage.

3. Employer’s Liability:

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$2,000,000 per accident for bodily injury or disease.

4. Errors and Omissions Liability:
$2,000,000 per claim and aggregate.

SPECIAL SITUATIONS/CLAIMS HANDLING PROCEDURES

Deductibles and Self-Insured Retentions

Any deductibles or self-insured retentions must be declared to and approved by the entity. At the option of the entity, either (a) the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects the entity, its officers, officials, employees and volunteers or (b) the consultant shall provide a financial guarantee satisfactory to the entity guaranteeing payment of losses and related investigations, clam administration and defense expenses.

Other Insurance Provision

The commercial general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions:

1. The Entity, its officers, officials, employees, are to be covered as insured’s as respects: liability arising out of work or operations performed by or on behalf of the CONSULTANT; or automobiles owned, leased, hired or borrowed by the CONSULTANT.

2. For any claims related to this project, the CONSULTANT’S insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees.

Any insurance or self-insurance maintained by the entity, its officers, officials, employees or volunteers shall be excess of the CONSULTANT’S insurance and shall not contribute with it.

3. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after thirty (30) days’ prior written notice by mail has been given to the entity.

4. Coverage shall not extend to any indemnity coverage for the active negligence of the additional insured in any case where an agreement to indemnify the additional insured would be invalid under Subdivision (b) of section 2782 of the Civil Code.

If General liability, Contractors Pollution Liability and/or Asbestos Pollution Liability and/or Errors and Omissions coverages are written on a claims-made form:

1. The retroactive date must be shown, and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of the contract of work.

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3. If coverage is canceled or non-renewed, and not replaced with another claims- made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of three (3) years after completion of contract work.

4. A copy of the claims reporting requirements must be submitted to the entity for review.

5. If the services involve lead-based paint or asbestos identification/remediation, the Contractors Pollution Liability shall not contain lead-based paint or asbestos exclusions. If the services involve mold identification/remediation, the Contractors Pollution Liability shall not contain a mold exclusion and the definition of “pollution” shall include microbial matter including mold.

Acceptability of Insurers

Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the Entity.

Verification of Coverage

CONSULTANT shall furnish the Entity with original certificates and endorsements, including amendatory endorsements, effecting coverage required by this clause. The endorsements should be on forms provided by the Entity or on other than the Entity’s forms, provided those endorsements conform to Entity requirements. All certificates and endorsements are to be received and approved by the Entity before work commences; however, failure to do so shall not operate as a waiver of these insurance policies, including endorsements effecting the coverage required by these specifications at any time.

Waiver of Subrogation

CONSULTANT hereby agrees to waive subrogation, which any insurer of contractor may acquire from vendor by virtue of the payment of any loss. CONSULTANT agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation.

The workers’ compensation policy shall be endorsed to contain a waiver of subrogation in favor of the entity for all work performed by the consultant, its agents, employees, independent contractors and subcontractors.

ITEM 14
Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

Exhibit 10-R: AGREEMENT LANGUAGE
(For Local Assistance Federal-Aid and State-Only Projects)

TABLE OF CONTENTS
Page
ARTICLE I INTRODUCTION ................................................................................................................. 3 ARTICLE II CONSULTANT’S REPORTS OR MEETINGS .................................................................... 4 ARTICLE III STATEMENT OF WORK ................................................................................................... 4 ARTICLE IV PERFORMANCE PERIOD ................................................................................................ 6 ARTICLE V ALLOWABLE COSTS AND PAYMENTS .......................................................................... 6 ARTICLE VI TERMINATION ................................................................................................................ 10 ARTICLE VII COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS ................................... 11 ARTICLE VIII RETENTION OF RECORD/AUDITS .............................................................................. 11 ARTICLE IX AUDIT REVIEW PROCEDURES ..................................................................................... 12 ARTICLE X SUBCONTRACTING ........................................................................................................ 13 ARTICLE XI EQUIPMENT PURCHASE AND OTHER CAPITAL EXPENDITURES ............................ 15 ARTICLE XII STATE PREVAILING WAGE RATES ............................................................................ 16 ARTICLE XIII CONFLICT OF INTEREST ............................................................................................ 19 ARTICLE XIV REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION ....................... 19

ARTICLE XV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS FOR LOBBYING ................................................................................................................................. 20 ARTICLE XVI NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE ................... 20 ARTICLE XVII DEBARMENT AND SUSPENSION CERTIFICATION .................................................. 21 ARTICLE XVIII DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION .................. 22 ARTICLE XIX INSURANCE ................................................................................................................. 28 ARTICLE XX FUNDING REQUIREMENTS ......................................................................................... 29 ARTICLE XXI CHANGE IN TERMS ..................................................................................................... 29 ARTICLE XXII CONTINGENT FEE ...................................................................................................... 29 ARTICLE XXIII DISPUTES .................................................................................................................. 30 ARTICLE XXIV INSPECTION OF WORK ............................................................................................ 30 ARTICLE XXV SAFETY .......................................................................................................................30 ARTICLE XXVI OWNERSHIP OF DATA ............................................................................................. 31 ARTICLE XXVII CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION CONTRACTOR ............. 31 ARTICLE XXVIII CONFIDENTIALITY OF DATA ................................................................................. 32 ARTICLE XXIX NATIONAL LABOR RELATIONS BOARD CERTIFICATION ..................................... 32 ARTICLE XXX EVALUATION OF CONSULTANT .............................................................................. 33 ARTICLE XXXI PROMPT PAYMENT .................................................................................................. 33 ITEM 14
Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

ARTICLE XXXII TITLE VI ASSURANCES ........................................................................................... 33 ARTICLE XXXIII NOTIFICATION ........................................................................................................ 38 ARTICLE XXXIV CONTRACT ............................................................................................................. 38 ARTICLE XXXV SIGNATURES ........................................................................................................... 39 ITEM 14
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ARTICLE I INTRODUCTION
A. This AGREEMENT is between the following named, hereinafter referred to as, CONSULTANT and the following named, hereinafter referred to as, LOCAL AGENCY:

The name of the “CONSULTANT” is as follows:

TJKM TRANSPORTATION CONSULTANTS

Incorporated in the State of CALIFORNIA
The Project Manager for the “CONSULTANT” will be NAYAN
AMIN The name of the “LOCAL AGENCY” is as follows:

CITY OF CERES

The Contract Administrator for LOCAL AGENCY will be MICHAEL R. BELTRAN II

B. The work to be performed under this AGREEMENT is described in Article III Statement of Work and the approved CONSULTANT’s Cost Proposal dated May 2, 2025. The approved CONSULTANT’s Cost Proposal is attached hereto Attachment 1 and incorporated by reference. If there is any conflict between the approved Cost Proposal and this AGREEMENT, this AGREEMENT shall take precedence.

C. CONSULTANT agrees to the fullest extent permitted by law, to indemnify, protect, defend, and hold harmless LOCAL AGENCY, its officers, officials, agents, employees and volunteers from and against any and all claims, damages, demands, liability, costs, losses and expenses, including without limitation, court costs and reasonable attorneys’ and expert witness fees, arising out of any failure to comply with applicable law, any injury to or death of any person(s), damage to property, loss of use of property, economic loss or otherwise arising out of the performance of the work described herein, to the extent caused by a negligent act or negligent failure to act, errors, omissions, recklessness or willful misconduct incident to the performance of this AGREEMENT on the part of CONSULTANT, except such loss or damage which was caused by the sole negligence, or willful misconduct of LOCAL AGENCY, as determined by a Court of competent jurisdiction. The provisions of this section shall survive termination or suspension of this AGREEMENT.

D. CONSULTANT in the performance of this AGREEMENT, shall act in an independent capacity. It is understood and agreed that CONSULTANT (including CONSULTANT's employees) is an independent contractor and that no relationship of employer-employee exists between the Parties hereto. CONSULTANT's assigned personnel shall not be entitled to any benefits payable to employees of City.

E. LOCAL AGENCY is not required to make any deductions or withholdings from the compensation payable to CONSULTANT under the provisions of the AGREEMENT, and is not required to issue W-2 Forms for income and employment tax purposes for any of CONSULTANT's assigned personnel. CONSULTANT, in the performance of its obligation hereunder, is only subject to the control or direction of the LOCAL AGENCY as to the designation of tasks to be performed and the results to be accomplished.

F. Any third party person(s) employed by CONSULTANT shall be entirely and exclusively under the direction, supervision, and control of CONSULTANT. CONSULTANT hereby indemnifies and holds LOCAL AGENCY harmless from any and all claims that may be made against City based upon any contention by any third party that an employer-employee relationship exists by reason of this AGREEMENT.

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May 2023

G. Except as expressly authorized herein, CONSULTANT's obligations under this AGREEMENT are not assignable or transferable, and CONSULTANT shall not subcontract any work, without the prior written approval of the LOCAL AGENCY. However, claims for money due or which become due to CONSULTANT from City under this AGREEMENT may be assigned to a financial institution or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer whether voluntary or involuntary shall be furnished promptly to the LOCAL AGENCY.

H. CONSULTANT shall be as fully responsible to the LOCAL AGENCY for the negligent acts and omissions of its contractors and subcontractors or subconsultants, and of persons either directly or indirectly employed by them, in the same manner as persons directly employed by CONSULTANT.

I. No alteration or variation of the terms of this AGREEMENT shall be valid, unless made in writing and signed by the parties authorized to bind the parties; and no oral understanding or agreement not incorporated herein, shall be binding on any of the parties hereto.

J. The consideration to be paid to CONSULTANT as provided herein, shall be in compensation for all of CONSULTANT’s expenses incurred in the performance hereof, including travel and per diem, unless otherwise expressly so provided.

ARTICLE II CONSULTANT’S REPORTS OR MEETINGS
A. CONSULTANT shall submit progress reports on each specific project in accordance with the Task Order. These reports shall be submitted at least once a month. The report should be sufficiently detailed for LOCAL AGENCY’s Contract Administrator or Project Coordinator 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 or Project Coordinator, as needed, to discuss progress on the project(s).

ARTICLE III STATEMENT OF WORK
A. CONSULTANT Services
Provided in Attachment 2

B. Right of Way
Not Applicable to this Contract

C. Surveys
Not Applicable to this Contract
D. Subsurface Investigations
Provided in Attachment 2
E. Local Agency Obligations
All data applicable to the project and in possession of LOCAL AGENCY, another agency, or government agency that are to be made available to CONSULTANT are referred to in the AGREEMENT. Any other assistance or services to be furnished to CONSULTANT are to be stated clearly.

F. Conferences, Site Visits, Inspection of Work
This AGREEMENT provides for conferences as needed, visits to the site, and inspection of the work by representatives of the LOCAL AGENCY, State, and/or FHWA. Costs incurred by ITEM 14
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Agreement Language

May 2023

CONSULTANT for meetings, subsequent to the initial meeting shall be included in the fee.

G. Checking Shop Drawings
Not Applicable to this Contract
H. CONSULTANT Services During Construction
The extent, if any of CONSULTANT’s services during the course of construction as material testing, construction surveys. etc., are specified in the AGREEMENT together with the method of payment for such services.

I. Documentation and Schedules
AGREEMENTs where appropriate, shall provide that CONSULTANT document the results of the work to the satisfaction of LOCAL AGENCY, and if applicable, the State and FHWA. This may include preparation of progress and final reports, plans, specifications and estimates, or similar evidence of attainment of the AGREEMENT objectives.

J. Deliverables and Number of Copies
The number of copies or documents to be furnished, such as reports, brochures, sets of plans, specifications, or Right of Way parcel maps shall be specified. Provision may be made for payment for additional copies.

ARTICLE IV PERFORMANCE PERIOD
A. This AGREEMENT shall go into effect on July 14, 2025, 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 June 30, 2027, 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.

C. The period of performance for each specific project shall be in accordance with the Task Order for that project. If work on a Task Order is in progress on the expiration date of this AGREEMENT, the terms of the AGREEMENT shall be extended by AGREEMENT amendment prior to the expiration of the contract to cover the time needed to complete the task order in progress only. The maximum term shall not exceed five (5) years.

ARTICLE V ALLOWABLE COSTS AND PAYMENTS
A. The method of payment for this AGREEMENT will be based on actual cost plus a fixed fee. LOCAL AGENCY will reimburse CONSULTANT for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs) incurred by CONSULTANT in performance of the work. CONSULTANT will not be reimbursed for actual costs that exceed the estimated wage rates, employee benefits, travel, equipment rental, overhead, and other estimated costs set forth in the approved CONSULTANT’S Cost Proposal, unless additional reimbursement is provided for by AGREEMENT amendment. In no event, will CONSULTANT be reimbursed for overhead costs at a rate that exceeds LOCAL AGENCY’s approved overhead rate set forth in the Cost Proposal. In the event, that LOCAL AGENCY determines that a change to the work from that specified in the Cost Proposal and AGREEMENT is required, the AGREEMENT time or actual costs reimbursable by LOCAL AGENCY shall be adjusted by AGREEMENT amendment to accommodate the changed work. The maximum total cost as specified in Paragraph “I” of this Article shall not be exceeded, unless authorized by AGREEMENT amendment.

B. The indirect cost rate established for this AGREEMENT is extended through the duration of this specific AGREEMENT. CONSULTANT’s agreement to the extension of the 1-year applicable period shall not be a condition or qualification to be considered for the work or AGREEMENT award.

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Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

C. In addition to the allowable incurred costs, LOCAL AGENCY will pay CONSULTANT a fixed fee of 10%. The fixed fee is nonadjustable for the term of the AGREEMENT, except in the event of a significant change in the scope of work and such adjustment is made by AGREEMENT amendment.

D. Reimbursement for transportation and subsistence costs shall not exceed the rates specified in the approved Cost Proposal.

E. When milestone cost estimates are included in the approved Cost Proposal, CONSULTANT shall obtain prior written approval for a revised milestone cost estimate from the Contract Administrator before exceeding such cost estimate.

F. Progress payments will be made monthly in arrears based on services provided and allowable incurred costs. A pro rata portion of CONSULTANT’s fixed fee will be included in the monthly progress payments. If CONSULTANT fails to submit the required deliverable items according to the schedule set forth in Article III Statement of Work, LOCAL AGENCY shall have the right to delay payment or terminate this AGREEMENT.

G. No payment will be made prior to approval of any work, nor for any work performed prior to approval of this AGREEMENT.

H. CONSULTANT will be reimbursed promptly according to California Regulations upon receipt by LOCAL AGENCY’s Contract Administrator of itemized invoices 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 and 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 including any equipment purchased under the provisions of Article XI Equipment Purchase. The final invoice should be submitted within sixty (60) calendar days after completion of CONSULTANT’s work. Invoices shall be mailed to LOCAL AGENCY’s Contract Administrator at the following address:

CITY OF CERES
ATTN: MICHAEL R. BELTRAN II
2220 MAGNOLIA STREET, CERES, CA 95307
I. The total amount payable by LOCAL AGENCY including the fixed fee shall not exceed $1,500,000.

J. For personnel subject to prevailing wage rates as described in the California Labor Code, all salary increases, which are the direct result of changes in the prevailing wage rates are reimbursable.

ARTICLE VI TERMINATION
A. This AGREEMENT may be terminated by LOCAL AGENCY, provided that LOCAL AGENCY gives not less than 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, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not.

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Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

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, Uniform 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 Requirements 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 Independent 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.

ITEM 14
Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

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 approved 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 discretion, 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.

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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 and 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.

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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 from 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.

Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions and other remedies specified therein. These requirements 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 subcontract performance, or noncompliance by a subconsultant.

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.

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C. Any equipment purchased with funds provided under the terms of this 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-compl
iance). 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, worker, 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.

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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 comply 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 ITEM 14
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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 Commissioner 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 CONSULTANT 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 pursuant 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 CONSULTANT 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 ITEM 14
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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 Division of Apprenticeship Standards website at https://www.dir.ca.gov/das/, for additional information regarding the employmen t 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 with 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 construction 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 ITEM 14
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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 are 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 ITEM 14
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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 subconsultant s 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
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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 date 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 applicable 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 goal. 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 AGREEMENT 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 varies by task order. Participation by DBE CONSULTANT or subconsultants shall be in accordance with information contained in Exhibit 10- O2: Consultant Contract 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.

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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
C
ONSULTANT shall utilize the specific DBEs listed to perform the work 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 the 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.

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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
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st

• 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 submittal 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 replacement 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.

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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. On 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 commercially 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 Commercially 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 ITEM 14
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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 determining 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 ITEM 14
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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 XIX INSURANCE
A. Prior to commencement of the work described herein, CONSULTANT shall furnish LOCAL AGENCY a Certificate of Insurance stating that there is general comprehensive liability insurance presently in effect for CONSULTANT with a combined single limit (CSL) of not less than one million dollars ($2,000,000) per occurrence.

B. The Certificate of Insurance will provide:

1. That the insurer will not cancel the insured’s coverage without thirty (30) calendar days prior written notice to LOCAL AGENCY.

2. That LOCAL AGENCY, its officers, agents, employees, and servants are included as additional insureds, but only insofar as the operations under this AGREEMENT are concerned.

3. That LOCAL AGENCY will not be responsible for any premiums or assessments on the policy.

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C. CONSULTANT agrees that the bodily injury liability insurance herein provided for, shall be in effect at all times during the term of this AGREEMENT. In the event said insurance coverage expires at any time or times during the term of this AGREEMENT, CONSULTANT agrees to provide at least thirty (30) calendar days prior notice to said expiration date; and a new Certificate of Insurance evidencing insurance coverage as provided for herein, for not less than either the remainder of the term of the AGREEMENT, or for a period of not less than one (1) year. New Certificates of Insurance are subject to the approval of LOCAL AGENCY. In the event CONSULTANT fails to keep in effect at all times insurance coverage as herein provided, LOCAL AGENCY may, in addition to any other remedies it may have, terminate this AGREEMENT upon occurrence of such event.

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 ITEM 14
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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 consisting of LOCAL AGENCY’s Contract Administrator, who may consider written or verbal information submitted by CONSULTANT.

B. If a PS&E submittal is not required, 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. If a PS&E submittal is required, not later than thirty (30) calendar days after completion of all deliverables necessary to complete the plans, specifications and estimate, 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.

D. 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.

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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 information 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 considers 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; CONSULTANT 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.

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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 designated 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 entered into as a result of this contract shall contain all of the provisions of this Article.

F. If PS&E is required, all information related to the construction estimate is confidential, and shall not be disclosed by CONSULTANT to any entity, other than LOCAL AGENCY, Caltrans, and/or FHWA. All of the materials prepared or assembled by CONSULTANT pursuant to performance of this Contract are confidential and CONSULTANT agrees that they shall not be made available to any individual or organization without the prior written approval of City or except by court order. If CONSULTANT or any of its officers, employees, or subcontractors does voluntarily provide information in violation of this Contract, City has the right to reimbursement and indemnity from CONSULTANT for any damages caused by CONSULTANT releasing the information, including, but not limited to, City’s attorney’s fees and disbursements, including without limitation experts’ fees and disbursements.

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.

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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 properly 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.

ITEM 14
Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

ARTICLE XXXII TITLE VI ASSURANCES
APPENDICES A - E of the 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 Materials 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 ascertain 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 sanctions 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 the 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 ITEM 14
Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

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.

ITEM 14
Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

APPENDIX C

CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE

ACTIVITY, FACILITY, OR PROGRAM
The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the recipient pursuant to the provisions of Assurance 7(a):

A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add “as a covenant running with the land”] that:

1. In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S.

Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations(as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities.

B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Non- discrimination covenants, the recipient will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.* C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the recipient and its assigns.*

(*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.)

ITEM 14
Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

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 Rights 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).

ITEM 14
Local Assistance Procedures Manual Exhibit 10-R
Agreement Language

May 2023

ARTICLE XXXIII NOTIFICATION
All notices hereunder and communications regarding interpretation of the terms of this AGREEMENT and changes thereto, shall be effected by the mailing thereof by registered or certified mail, return receipt requested, postage prepaid, and addressed as follows:

CONSULTANT:

TJKM Transportation Consultants

Nayan Amin, President
4305 Hacienda Drive, Suite 550

Pleasanton, CA 94588

LOCAL AGENCY:

City of Ceres

Michael R. Beltran II, Contract Administrator

2220 Magnolia Street
Ceres, CA 95307

ARTICLE XXXIV CONTRACT
The two parties to this AGREEMENT, who are the before named CONSULTANT and the before named LOCAL AGENCY, hereby agree that this AGREEMENT constitutes the entire AGREEMENT which is made and concluded in duplicate between the two parties. Both of these parties for and in consideration of the payments to be made, conditions mentioned, and work to be performed; each agree to diligently perform in accordance with the terms and conditions of this AGREEMENT as evidenced by the signatures below.

ITEM 14

May 2023

Local Assistance Procedures Manual Exhibit 10-R
A&E Boilerplate Agreement Language

ARTICLE XXXV SIGNATURES

City of Ceres TJKM Transportation Consultants

Douglas D. Dunford,
City Manager

Date: Date:

ITEM 14
Consultant or Subconsultant: Prime Consultant Subconsultant Project No. Contract No. Participation Amount: TBD Date:

For Combined Rate
Fringe Benefit % + General & Administrative % = 160.50% For Home Office Rate
Fringe Benefit % + General & Administrative % = 160.50% For Field Office Rate
Fringe Benefit % + General & Administrative % = 0.00%
FEE % = 10.0%
Straight3 OT (1.5x) OT (2.0x) From To
300.02 N/C N/C 1/1/2025 12/31/2025 104.70 0%
300.02 N/C N/C 1/1/2026 12/31/2026 104.70 0.00%
309.02 N/C N/C 1/1/2027 12/31/2027 107.84 3.00%
318.30 N/C N/C 1/1/2028 12/30/2028 111.08 3.00%
327.84 N/C N/C 1/1/2029 12/30/2029 114.41 3.00%
252.85 N/C N/C 1/1/2025 12/31/2025 88.24 0%
252.85 N/C N/C 1/1/2026 12/31/2026 88.24 0.00%
260.45 N/C N/C 1/1/2027 12/31/2027 90.89 3.00%
268.27 N/C N/C 1/1/2028 12/30/2028 93.62 3.00%
276.32 N/C N/C 1/1/2029 12/30/2029 96.43 3.00%
300.02 N/C N/C 1/1/2025 12/31/2025 104.70 0%
300.02 N/C N/C 1/1/2026 12/31/2026 104.70 0.00%
309.02 N/C N/C 1/1/2027 12/31/2027 107.84 3.00%
318.30 N/C N/C 1/1/2028 12/30/2028 111.08 3.00%
327.84 N/C N/C 1/1/2029 12/30/2029 114.41 3.00%
300.02 N/C N/C 1/1/2025 12/31/2025 104.70 0%
300.02 N/C N/C 1/1/2026 12/31/2026 104.70 0.00%
309.02 N/C N/C 1/1/2027 12/31/2027 107.84 3.00%
318.30 N/C N/C 1/1/2028 12/30/2028 111.08 3.00%
327.84 N/C N/C 1/1/2029 12/30/2029 114.41 3.00%
272.22 N/C N/C 1/1/2025 12/31/2025 95.00 0%
272.22 N/C N/C 1/1/2026 12/31/2026 95.00 0.00%
280.39 N/C N/C 1/1/2027 12/31/2027 97.85 3.00%
288.81 N/C N/C 1/1/2028 12/30/2028 100.79 3.00%
297.47 N/C N/C 1/1/2029 12/30/2029 103.81 3.00%
Hourly Range for
Classifications
Only
Field Office ICR%
Home Office ICR%
OR
N/A
273.60-304.00
Ruta Jariwala, PE, TE*
QA/QC/Principal
Exempt
0 Principal
Exempt
0 265.63-295.15
Director
Exempt
257.90-286.55
257.90-286.55
COST PROPOSAL 2 Page 1 of 2

SPECIFIC RATE OF COMPENSATION (USE FOR ALL ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)

T J K M
N/A
N/A
N/A
N/A
Home Office ICR%

BILLING INFORMATION CALCULATION INFORMATION
Hourly Billing Rates Effective date of Hourly Rate Actual or Avg Hourly Rate4
% or $
Increase
2nd Tier Subconsultant
May 22, 2025
Name / Job Title /
Classification1
Nayan Amin, TE*
PIC/Principal
Exempt
N/A
N/A
N/A
N/A
327.84
Rutvij Patel, EIT*
Design Lead/Sr. Project Mgr
Exempt
281.81-313.12
N/A
N/A
N/A
N/A
300.02
300.02
309.02
N/A
N/A
318.29

ITEM 14
Consultant or Subconsultant: Prime Consultant Subconsultant Project No. Contract No. Participation Amount: TBD Date:

For Combined Rate
Fringe Benefit % + General & Administrative % = 160.50% For Home Office Rate
Fringe Benefit % + General & Administrative % = 160.50% For Field Office Rate
Fringe Benefit % + General & Administrative % = 0.00%
FEE % = 10.0%
Straight3 OT (1.5x) OT (2.0x) From To
Hourly Range for
Classifications
Only
Field Office ICR%
Home Office ICR%
OR
COST PROPOSAL 2 Page 1 of 2

SPECIFIC RATE OF COMPENSATION (USE FOR ALL ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)

T J K M
Home Office ICR%

BILLING INFORMATION CALCULATION INFORMATION
Hourly Billing Rates Effective date of Hourly Rate Actual or Avg Hourly Rate4
% or $
Increase
2nd Tier Subconsultant
May 22, 2025
Name / Job Title /
Classification1
232.28 N/C N/C 1/1/2025 12/31/2025 81.06 0%
232.28 N/C N/C 1/1/2026 12/31/2026 81.06 0.00%
239.24 N/C N/C 1/1/2027 12/31/2027 83.49 3.00%
246.40 N/C N/C 1/1/2028 12/30/2028 85.99 3.00%
253.80 N/C N/C 1/1/2029 12/30/2029 88.57 3.00%
194.94 N/C N/C 1/1/2025 12/31/2025 68.03 0%
194.94 N/C N/C 1/1/2026 12/31/2026 68.03 0.00%
200.79 N/C N/C 1/1/2027 12/31/2027 70.07 3.00%
206.80 N/C N/C 1/1/2028 12/30/2028 72.17 3.00%
213.02 N/C N/C 1/1/2029 12/30/2029 74.34 3.00%
216.98 N/C N/C 1/1/2025 12/31/2025 75.72 0%
216.98 N/C N/C 1/1/2026 12/31/2026 75.72 0.00%
223.48 N/C N/C 1/1/2027 12/31/2027 77.99 3.00%
230.19 N/C N/C 1/1/2028 12/30/2028 80.33 3.00%
237.09 N/C N/C 1/1/2029 12/30/2029 82.74 3.00%
130.81 N/C N/C 1/1/2025 12/31/2025 45.65 0%
130.81 N/C N/C 1/1/2026 12/31/2026 45.65 0.00%
134.74 N/C N/C 1/1/2027 12/31/2027 47.02 3.00%
138.78 N/C N/C 1/1/2028 12/30/2028 48.43 3.00%
142.93 N/C N/C 1/1/2029 12/30/2029 49.88 3.00%
106.65 N/C N/C 1/1/2025 12/31/2025 37.22 0%
106.65 N/C N/C 1/1/2026 12/31/2026 37.22 0.00%
109.86 N/C N/C 1/1/2027 12/31/2027 38.34 3.00%
113.16 N/C N/C 1/1/2028 12/30/2028 39.49 3.00%
116.54 N/C N/C 1/1/2029 12/30/2029 40.67 3.00%
225.03 N/C N/C 1/1/2025 12/31/2025 78.53 0%
225.03 N/C N/C 1/1/2026 12/31/2026 78.53 0.00%
231.79 N/C N/C 1/1/2027 12/31/2027 80.89 3.00%
238.75 N/C N/C 1/1/2028 12/30/2028 83.32 3.00%
245.92 N/C N/C 1/1/2029 12/30/2029 85.82 3.00%
231.78
238.73
245.89
225.03
225.03
223.48
114.19-147.40
114.19-147.40
117.62-151.82
112.69-113.57
237.1
124.78-161.07
116.07-116.98
157.84-255.76
230.19
121.14-156.38
148.78-241.07
0 Senior Project Manager
Exempt
225.82-281.81
206.66-257.90
206.66-257.90
212.86-265.63
219.25-273.60
0 Project Manager
Exempt
0 0
Senior Transportation Planner
Exempt
Senior Transportation Engineer
Exempt
0 Transportation Engineer
Exempt
0 Assistant Transportation Engineer
Exempt
106.22-107.06
106.22-107.06
109.41-110.27
148.78-241.07
153.24-248.31
216.98
216.98
162.57-263.43

ITEM 14
Consultant or Subconsultant: Prime Consultant Subconsultant Project No. Contract No. Participation Amount: TBD Date:

For Combined Rate
Fringe Benefit % + General & Administrative % = 160.50% For Home Office Rate
Fringe Benefit % + General & Administrative % = 160.50% For Field Office Rate
Fringe Benefit % + General & Administrative % = 0.00%
FEE % = 10.0%
Straight3 OT (1.5x) OT (2.0x) From To
Hourly Range for
Classifications
Only
Field Office ICR%
Home Office ICR%
OR
COST PROPOSAL 2 Page 1 of 2

SPECIFIC RATE OF COMPENSATION (USE FOR ALL ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)

T J K M
Home Office ICR%

BILLING INFORMATION CALCULATION INFORMATION
Hourly Billing Rates Effective date of Hourly Rate Actual or Avg Hourly Rate4
% or $
Increase
2nd Tier Subconsultant
May 22, 2025
Name / Job Title /
Classification1
145.45 N/C N/C 1/1/2025 12/31/2025 50.76 0%
145.45 N/C N/C 1/1/2026 12/31/2026 50.76 0.00%
149.81 N/C N/C 1/1/2027 12/31/2027 52.28 3.00%
154.31 N/C N/C 1/1/2028 12/30/2028 53.85 3.00%
158.95 N/C N/C 1/1/2029 12/30/2029 55.47 3.00%

97.71 N/C N/C 1/1/2025 12/31/2025 34.10 0%

97.71 N/C N/C 1/1/2026 12/31/2026 34.10 0.00%
100.64 N/C N/C 1/1/2027 12/31/2027 35.12 3.00%
103.65 N/C N/C 1/1/2028 12/30/2028 36.17 3.00%
106.77 N/C N/C 1/1/2029 12/30/2029 37.26 3.00%
104.76 N/C N/C 1/1/2025 12/31/2025 36.56 0%
104.76 N/C N/C 1/1/2026 12/31/2026 36.56 0.00%
107.91 N/C N/C 1/1/2027 12/31/2027 37.66 3.00%
111.15 N/C N/C 1/1/2028 12/30/2028 38.79 3.00%
114.48 N/C N/C 1/1/2029 12/30/2029 39.95 3.00%
131.96 N/C N/C 1/1/2025 12/31/2025 46.05 0%
131.96 N/C N/C 1/1/2026 12/31/2026 46.05 0.00%
135.91 N/C N/C 1/1/2027 12/31/2027 47.43 3.00%
139.98 N/C N/C 1/1/2028 12/30/2028 48.85 3.00%
144.19 N/C N/C 1/1/2029 12/30/2029 50.32 3.00%
Notes:
111.18-152.73
105.37-116.92
111.18-152.73
114.52-157.31
127.72-163.19
127.72-163.19
131.55-168.09
139.56-178.32
100.79-112.75
108.53-120.43

92.24-103.19

92.24-103.19

95.01-106.28

99.32-110.21

99.32-110.21
135.49-173.13

97.86-109.47
102.30-113.52

4. For named employees and key personnel enter the actual hourly rate. For classifications only, enter the Average Hourly Rate for that classification. annual accounting period and established by a cognizant agency or accepted by Caltrans. All costs must comply with the Federal cost principles

3. Billing rate = actual hourly rate * (1+ ICR) * (1+ Fee). Indirect cost rates shall be updated on an annual basis in accordance with the consultant’s with two asterisks (**). All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals.

1. Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing age requirements must be marked

2. The cost proposal format shall not be amended.
for reimbursement.
117.95-162.03
121.49-166.89
0 Transportation Planner
Exempt
0 Assistant Transportation Planner
Exempt
0 Grahpics Designer
Exempt
0 Administrative
Exempt

ITEM 14
Consultant or Subconsultant: T J K M Prime Consultant Subconsultant Project No. Contract No. Date: 5/22/2025
Quantity Unit Unit Cost Total
TBD Mile IRS Rate At Cost
At Cost
At Cost
At Cost
At Cost
At Cost
At Cost
At Cost
At Cost
At Cost
At Cost
NOTES:

1. List other direct cost items with estimated costs. These costs should be competitive in their respective industries and supported with appropriate documentation.

2. Proposed ODC items should be consistently billed regardless of client and contract type.

3. Items when incurred for the same purpose, in like circumstance, should not be included in any indirect cost pool or in the overhead rate.

4. Items such as special tooling, will be reimbursed at actual cost with supporting documentation (invoice).

5. Items listed above that would be considered "tools of the trade" are not reimbursable as other direct cost.

6. Travel related costs should be pre-approved by the contracting agency and shall not exceed current State Department of Personnel Administration rules.

7. If mileage is claimed, the rate should be properly supported by the consultant's calculation of their actual costs for company vehicles. In addition, the miles claimed should be supported by mileage logs.

8. If a consultant proposes rental costs for a vehicle, the company must demonstrate that this is its standard procedure for all of their contracts and that they do not own any vehicles that could be used for the same purpose.

9. The cost proposal format shall not be amended. All costs must comply with the Federal cost principles.

10. Add additional pages if necessary.

11. Subconsultants must provide their own cost proposals.

Subconsutant 2:

Subconsutant 3:

Subconsutant 4:

Subconsutant 5:

Permit Fees
Plan Sheets
Testing
Subconsutant 1:

Equipment Rental and Supplies
COST PROPOSAL 2 Page 2 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ALL ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Description of Item
Mileage Costs
SCHEDULE OF OTHER DIRECT COST ITEMS (Add Additional Pages As Necessary)

ITEM 14
Certification of Direct Costs:

Prime Consultant or Subconsultant Certifying:

Name: Nayan Amin Title*:

Signature: Date of Certification (mm/dd/yyyy): 5/22/2025 Email: [email protected] Phone Number:

Address:

List of services the consultant is providing under the proposed contract:
925.463.0611
4305 Hacienda Drive, Suite 550, Pleasanton, CA 94588
* An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract.

Traffic Engineering & Transportation Planning

4. 48 Code of Federal Regulations Part 31 - Contract Cost Principles and Procedures

5. 23 Code of Federal Regulations Part 172 - Procurement, Management, and Administration of Engineering and Design Related Service

6. 48 Code of Federal Regulations Part 9904 - Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable Federal and State requirements. Costs that are non-compliant with the Federal and State requirements are not eligible for reimbursement President

3. Title 23 United State Code Section 112
- Letting of Contracts
COST PROPOSAL 2 (Page 3 of 3)
I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual, reasonable, allowable, and allocable to the contract in accordance with the contract terms and the following requirements.

1. Generally Accepted Accounting Principles (GAAP)

2. Terms and conditions of the contract.

ITEM 14
CALIFORNIA | FLORIDA
| TEXAS
Corporate Office 4305 Hacienda Drive, Suite 550, Pleasanton, CA 94588 925.463.0611 www.TJKM.com

RATE SCHEDULE
Principal .............................................................................................................................................. $240/hour Director ............................................................................................................................................... 220/hour Senior Project Manager ................................................................................................................ 190/hour Project Manager .............................................................................................................................. 180/hour Senior Transportation Engineer ................................................................................................. 165/hour Transportation Engineer ………………… ………………………………………………………….……….. 130/hour Assistant Transportation Engineer ........................................................................................... 120/hour Senior Transportation Planner ................................................................................................... 165/hour Transportation Planner ................................................................................................................. 130/hour Assistant Transportation Planner ………………………………………………………………………... 120/hour GIS Specialist ..................................................................................................................................... 100/hour Graphics Designer ........................................................................................................................... 100/hour Designer .............................................................................................................................................. 95/hour Technical Staff II ............................................................................................................................... 85/hour Administration Staff ....................................................................................................................... 80/hour Production Staff ............................................................................................................................... 55/hour Reimbursable Expenses
Plotting (per sheet) ......................................................................................................................... $18.00 Travel Cost (per mile, subject to change; based on IRS standard mileage rates)… 0.67 All outside services are billed at cost plus a ten percent margin for handling.

Expert Witness charges available upon request.

Rates Effective through Initial Term - December 31, 2026 ITEM 14
ITEM 14
ITEM 14
ITEM 14
ITEM 14
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ITEM 14
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ITEM 14

COUNCIL AGENDA REPORT

CITY COUNCIL
Javier Lopez, Mayor
James Casey, Dist.1
Rosalinda L. Vierra, Dist. 2
Cerina Otero, Dist. 3
Daniel A. Martinez, Dist. 4
MEETING DATE: July 14, 2025
TO: Mayor and City Council
FROM: Douglas D. Dunford, City Manager
CONTACT: Michael R. Beltran II, P.E., Director of Engineering/City Engineer [email protected], (209) 538-5775
SUBJECT:

Resolution No. 2025-XXX, Awarding the Construction Agreement for the 2024 Pavement Preservation Rebid (Project No. 2512, 2513, and 2514) to Consolidated Engineering , Inc., Approving 10% Contingency, Approving a Budget Amendment, and Authorizing the City Manager to Execute the Agreement
RECOMMENDED COUNCIL ACTION:

Staff recommends the City Council approves the construction agreement for the 2024 Pavement Preservation Rebid (Project No . 2512, 2513, and 2514) in the amount of $1,646,525.52 to Consolidated Engineering Inc., authorizing a 10% contingency of $164,652.55, and authorizing the City Manager to execute the agreement.

I. BACKGROUND:

This project is part of the City’s ongoing Pavement Management Program and represents the annual commitment to maintaining and improving roadway conditions in accordance with Measure L priorities. The recommended award to Consolidated Engineering Inc. is based on their submission of the lowest responsive and responsible bid.

Timely implementation of this project will extend the life of City streets, enhance safety and accessibility, and reduce future maintenance costs.

The City advertised the project for bids on May 22, 2025, with bids due on June 24, 2025.

A total of five (5) bids were received by the deadline.

II. REASONS FOR RECOMMENDATION:

This project is part of the City’s ongoing Pavement Management Program and represents the annual commitment to maintaining and improving roadway conditions in accordance with Measure L priorities. The recommended award to Consolidated Engineering Inc. is based on their submission of the lowest responsive and responsible bid.

ITEM 15
Timely implementation of this project will extend the life of City streets, enhance safety and accessibility, and reduce future maintenance costs.

III. FISCAL IMPACTS:

This project is included in the City’s 5-Year Capital Improvement Program. The current funding is available in the following project accounts:
• 27195.800500 (2512) – $376,764.57
• 27195.800500 (2513) – $474,165.66
• 27195.800500 (2514) – $499,570.67
To fully fund the construction contract, contingency, construction support, materials testing, and staff time, the following budget adjustment is recommended to appropriate $117,000.00 from 27195.800500 to the following project strings:
• 27195.800500 (2512) additional appropriation of $39,000.00, • 27195.800500 (2513) additional appropriation of $39,000.00, • 27195.800500 (2514) additional appropriation of $39,000.00 In addition, the following administrative transfers are recommended to further support the project costs:
• 27195.800500 (2408) – $130,000.00
• 27195.800500 (2416) – $200,000.00
• 27195.800500 (LuRan Estates) – $180,000.00
If the recommended adjustments are approved, the total revised project allocations will be as follow:
• 27195.800500(2512) $585,764.57
• 27195.800500 (2513) $683,165.66
• 27195.800500 (2514) $708,570.67
A Budget Amendment Request is attached as Attachment B and an Administrative Budget Amendment.

IV. EXISTING POLICY / RELATIONSHIP TO THE STRATEGIC PLAN:

This project aligns with Goal 1: Infrastructure of the City’s Strategic Plan:

Ensure that the community has adequate, well -maintained infrastructure that fosters a quality community and supports a strong economy.

V. POLICY ALTERNATIVES:

The City Council may consider the following alternatives:

1. Reject all bids and direct staff to re-advertise the project.

2. Reject all bids and direct staff to revise the project scope prior to re-bidding.

Either alternative would delay project delivery and potentially increase costs.

VI. INTERDEPARTMENTAL COORDINATION:

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N/A
VII. PUBLIC PARTICIPATION:

The City and Contractor will provide advance public notification through door-to-door notices and posted signage alerting residents and motorists of upcoming construction activities in the project areas.

VIII. ENVIRONMENTAL REVIEW:

The project is Categorically Exempt from the California Environmental Quality Act (CEQA) under Section 15301, Class 1 (b), (c), and (d) for maintenance and restoration of existing facilities.

IX. STEPS FOLLOWING APPROVAL:

Upon Council approval, staff will:

1. Execute the construction contract with Consolidated Engineering Inc.

2. Process the associated budget amendment.

3. Contract with an On-Call Testing and Inspection Firm.

4. Conduct a pre-construction meeting.

5. Issue a Notice to Proceed to the contractor.

Approved by: ____________________
Douglas D. Dunford
City Manager
Attachments:

1. Attachment A – Resolution

2. Attachment B – Budget Amendment

3. Attachment C – Budget Transfer

4. Attachment D – Consolidated Engineering Inc., Agreement ITEM 15
ITEM 15

ATTACHMENT A
RESOLUTION NO. 2025-XXX

APPROVING THE CONSTRUCTION AGREEMENT FOR THE 2024
PAVEMENT PRESERVATION REBID (PROJECT NO. 2512, 2513, AND 2514) TO CONSOLIDATED ENGINEERING, INC., APPROVING 10%

CONTINGENCY, APPROVING A BUDGET AMENDMENT, AND

AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT

THE CITY COUNCIL
City of Ceres

WHEREAS, the Engineering Services Department went for public bid; and

WHEREAS, the lowest responsive bid was received from Consolidated Engineering Inc., in the amount of $1,646,525.52; and

WHEREAS, a construction contingency in the amount of 10% or $164,652.55 is necessary and appropriate to accommodate any unforeseen costs, bringing the total construction authorization to $1,811,178,07; and

WHEREAS, the 2024 Pavement Preservation Project was included in the Capital Improvement Project List; and

WHEREAS, construction funds are allocated and available in Budget in account numbers and corresponding amounts 27195.800500 (2512) in the amount of $376,764.57, 27195.800500 (2513) in the amount of $474,165.66, and 27195.800500 (2514) in the amount of $499,570.67; and

WHEREAS, a budget amendment appropriating from 27195.800500 in the amount of $117,000.00 is necessary and appropriate to cover the construction agreement amount, contingency, geotechnical services , construction support, and unforeseen services needed to complete the project scope; and

WHEREAS, a budget transfer from 27195.800500 (2408) in the amount of $130,000.00 is necessary and appropriate to cover the construction agreement amount, contingency, geotechnical services , construction support, and unforeseen services needed to complete the project scope; and

WHEREAS, a budget transfer from 27195.800500 (2416) in the amount of $200,000.00 is necessary and appropriate to cover the construction agreement amount, contingency, geotechnical services , construction support, and unforeseen services needed to complete the project scope; and

WHEREAS, a budget transfer from 27195.800500 (LuRan Estates) in the amount of $ 180,000.00 is necessary and appropriate to cover the construction agreement amount, contingency, geotechnical services , construction support, and unforeseen services needed to complete the project scope.

ITEM 15

ATTACHMENT A
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Ceres does hereby approves the construction agreement for the 2024 Pavement Preservation Rebid (Project No. 2512, 2513, and 2514) to Consolidated Engineering, Inc., approves 10% Contingency, approves a budget amendment, and authorizes the City Manager to execute the contract.

BE IT FURTHER RESOLVED the City of Ceres Finance Director is hereby authorized and directed to record the appropriate accounting entries.

PASSED AND ADOPTED by the Ceres City Council at a regular meeting thereof held on the 14th day of July 2025, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

________________________________
Javier Lopez, Mayor
ATTEST:

_________________________________
Fallon Martin, City Clerk

ITEM 15
Budget Amendment No.

Fiscal Year
Reference Resolution No . , dated authorizing appropriations for as follows:

Appropriations:

Fund Name Org. Object Project
(if appl.)
Appropriation
Amount
Requested Appropriation
Current Appropriation
Total Appropriation
Estimated Revenues:

Fund Name Org. Object Project
(if appl.)
Appropriation
Amount
Estimated Revenue
Current Estimated Revenue
Total Estimated Revenue
Fiscal Impact:

ITEM 15
ITEM 15

ADMINISTRATIVE BUDGET AMENDMENT

TRANSFER OF FUNDS

FROM ONE ACCOUNT TO ANOTHER
BA #
DATE: ___________
TO: Finance Department
FROM:

Transfer appropriations from:

Fund Name Org. Object Project
(if appl.)
Appropriation
Amount
Total
Transfer appropriations to:

Fund Name Org. Object Project
(if appl.)
Appropriation
Amount
Total
JUSTIFICATION: This administrative budget transfer
______________________________________
Department Head Date
______________________________________
Finance Director Date
City Manager Date
ITEM 15
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CITY OF CERES

CONSTRUCTION CONTRACT
2024 PAVEMENT PRESERVATION (REBID)
P
ROJECT NOS. 2512, 2513, 2514

1. P AR TIES AND DATE.

This Contract is made and entered into this _____ da y of __________, 20___ by and between the City of Ceres, a public agency and public corporation of the State of California (“City”) and Consolidated Engineering Inc., a corporation with its principal place of business at 5860 Amos Lane, Valley Springs, California 95252 (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Contract.

2. R EC
ITALS.

2.1 City. City is a public agency organized under th e laws of the State of California, with power to contract for services necessary to achieve its purpose.

2.2 Contractor. Contractor desires to perform and ass ume responsibility for the provision of certain construction services required by the City on the terms and conditions set forth in this Contract. Contractor represents that it is duly licensed and experienced in providing general engineering construction related services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform the services in the State of California, and that it is familiar with the plans of City. The following license classifications are required for this Project: General Contractor license per IPBA standards.

2.3 Project. City desires to engage Contractor to re n der such services for the 2024 Pavement Preservation (Rebid) (“Project”) as set forth in this Contract.

2.4 Project Documents & Certifications. Contractor ha s obtained, and delivers concurrently herewith, a performance bond, a payment bond, and all insurance documentation, as required by the Contract.

3. T ER
MS

3.1 Incorporation of Documents. This Contract include s and hereby incorporates in full by reference the following documents, including all exhibits, drawings, specifications and documents therein, and attachments and addenda thereto:
• S ervices/Schedule (Exhibit “A”)
• Plans and Specifications (Exhibit “B”)
• Special Conditions (Exhibit “C”)
• Contractor’s Certificate Regarding Workers’ Compensation (Exhibit “D”) • Public Works Contractor Registration Certification (Exhibit “E”) • Payment and Performance Bonds (Exhibit “F”)
• Federal Requirements (Exhibit “G”)
• Addenda

ATTACHMENT D
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• Change Orders executed by the City
• Latest Edition of the Standard Specifications for Public Works Construction (The Greenbook), Excluding Sections 1-9
• Caltrans Standards
• Notice Inviting Bids, if any
• Instructions to Bidders, if any
• Contractor’s Bid

3.2 Contractor’s Basic Obligation; Scope of Work. Contractor promises and agrees, at its own cost and expense, to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately complete the Project, including all structures and facilities necessary for the Project or described in the Contract (hereinafter sometimes referred to as the “Work”), for a Total Contract Price as specified pursuant to this Contract. All Work shall be subject to, and performed in accordance with the above referenced documents, as well as the exhibits attached hereto and incorporated herein by reference. The plans and specifications for the Work are further described in Exhibit “B” attached hereto and incorporated herein by this reference. Special Conditions, if any, relating to the Work are described in Exhibit “C” attached hereto and incorporated herein by this reference.

3.2.1 Change in Scope of Work. Any change in the scope of the Work, method of performance, nature of materials or price thereof, or any other matter materially affecting the performance or nature of the Work shall not be paid for or accepted unless such change, addition or deletion is approved in writing by a valid change order executed by the City. Should Contractor request a change order due to unforeseen circumstances affecting the performance of the Work, such request shall be made within five (5) business days of the date such circumstances are discovered or shall waive its right to request a change order due to such circumstances. If the Parties cannot agree on any change in price required by such change in the Work, the City may direct the Contractor to proceed with the performance of the change on a time and materials basis.

3.2.2 Substitutions/“Or Equal”. Pursuant to Public Contract Code Section 3400(b), the City may make a finding that designates certain products, things, or services by specific brand or trade name. Unless specifically designated in this Contract, whenever any material, process, or article is indicated or specified by grade, patent, or proprietary name or by name of manufacturer, such Specifications shall be deemed to be used for the purpose of facilitating the description of the material, process or article desired and shall be deemed to be followed by the words “or equal.”
Contractor may, unless otherwise stated, offer for substitution any material, process or article which shall be substantially equal or better in every respect to that so indicated or specified in this Contract. However, the City may have adopted certain uniform standards for certain materials, processes and articles. Contractor shall submit requests, together with substantiating data, for substitution of any “or equal” material, process or article no later than thirty-five (35) days after award of the Contract. To facilitate the construction schedule and sequencing, some requests may need to be submitted before thirty-five (35) days after award of Contract. Provisions regarding submission of “or equal” requests shall not in any way authorize an extension of time for performance of this Contract. If a proposed “or equal” substitution request ITEM 15
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is rejected, Contractor shall be responsible for prov iding the specified material, process or article.

The burden of proof as to the equality of any material, process or article shall rest with Contractor.

The City has the complete and sole discretion to dete rmine if a material, process or article is an “or equal” material, process or arti cle that may be substituted. Data required to substantiate requests for substitutions of an “or equal” material, process or article data shall include a signed affidavit from Contractor stating that, and describing how, the substituted “or equal” material, process or article is equivalent to that specified in every way except as listed on the affidavit. Substantiating data shall include any and all illustrations, specifications, and other relevant data including catalog information which describes the requested substituted “or equal” material, process or article, and substantiates that it is an “or equal” to the material, process or article. The substantiating data must also include information regarding the durability and lifecycle cost of the requested substituted “or equal” material, process or article. Failure to submit all the required substantiating data, including the signed affidavit, to the City in a timely fashion will result in the rejection of the proposed substitution.

Contractor shall bear all of the City’s costs associ a
ted with the review of
substitution requests. Contractor shall be responsibl e for all costs related to a substituted “or equal” material, process or article. Contractor is directed to the Special Conditions (if any) to review any findings made pursuant to Public Contract Code Section 3400.

3.3 Period of Performance and Liquidated Damages. Con
tractor shall perform and
complete all Work under this Contract within 60 working days, beginning the effective date of the Notice to Proceed (“Contract Time”). Contractor shall perform its Work in strict accordance with any completion schedule, construction schedule or project milestones developed by the City.

Such schedules or milestones may be included as part of Exhibits “A” or “B” attached hereto, or may be provided separately in writing to Contractor. Contractor agrees that if such Work is not completed within the Contract Time and/or pursuant to any such completion schedule, construction schedule or project milestones developed pursuant to provisions of the Contract, it is understood, acknowledged and agreed that the City will suffer damage. Pursuant to Government Code Section 53069.85, Contractor shall pay to the City as fixed and liquidated damages the sum of four thousand two hundred Dollars ($4,200.00) per day for each and every calendar day of delay beyond the Contract Time or beyond any completion schedule, construction schedule or Project milestones established pursuant to the Contract.

3.4 Standard of Performance; Performance of Employees
. Contractor shall perform all
Work under this Contract in a skillful and workmanlike manner, and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Work. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Work assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Work, including an City Business License, and that such licenses and approvals shall be maintained throughout the term of this Contract. As provided for in the indemnification provisions of this Contract, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any work necessary to correct errors or omissions which are caused by Contractor’s failure to comply with the standard of care provided for herein. Any employee who is determined by the City to be uncooperative, incompetent, a threat to the safety of persons or the Work, or any employee who ITEM 15
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fails or refuses to perform the Work in a manner acceptable to the City, shall be promptly removed from the Project by Contractor and shall not be re-employed on the Work.

3.5 Control and Payment of Subordinates; Contractual Relationship. City retains Contractor on an independent contractor basis and Contractor is not an employee of City. Any additional personnel performing the work governed by this Contract on behalf of Contractor shall at all times be under Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance under this Contract and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance.

3.6 City’s Basic Obligation. City agrees to engage and does hereby engage Contractor as an independent contractor to furnish all materials and to perform all Work according to the terms and conditions herein contained for the sum set forth above. Except as otherwise provided in the Contract, the City shall pay to Contractor, as full consideration for the satisfactory performance by Contractor of the services and obligations required by this Contract, the below- referenced compensation in accordance with compensation provisions set forth in the Contract.

3.7 Compensation and Payment.

3.7.1 Amount of Compensation. As consideration for performance of the Work required herein, City agrees to pay Contractor the Total Contract Price of ONE MILLION, SIX HUNDRED FOURTY-SIX THOUSAND, FIVE HUNDRED TWENTY-FIVE DOLLARS and FIFTY- TWO CENTS ($1,646,525.52) (“Total Contract Price”) provided that such amount shall be subject to adjustment pursuant to the applicable terms of this Contract or written change orders approved and signed in advance by the City.

3.7.2 Payment of Compensation. If the Work is scheduled for completion in thirty (30) or less calendar days, City will arrange for payment of the Total Contract Price upon completion and approval by City of the Work. If the Work is scheduled for completion in more than thirty (30) calendar days, City will pay Contractor on a monthly basis as provided for herein. On or before the fifth (5th) day of each month, Contractor shall submit to the City an itemized application for payment in the format supplied by the City indicating the amount of Work completed since commencement of the Work or since the last progress payment. These applications shall be supported by evidence which is required by this Contract and such other documentation as the City may require. The Contractor shall certify that the Work for which payment is requested has been done and that the materials listed are stored where indicated. Contractor may be required to furnish a detailed schedule of values upon request of the City and in such detail and form as the City shall request, showing the quantities, unit prices, overhead, profit, and all other expenses involved in order to provide a basis for determining the amount of progress payments.

3.7.3 Prompt Payment. City shall review and pay all progress payment requests in accordance with the provisions set forth in Section 20104.50 of the California Public Contract Code. However, no progress payments will be made for Work not completed in accordance with this Contract. Contractor shall comply with all applicable laws, rules and regulations relating to the proper payment of its employees, subcontractors, suppliers or others.

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3.7.4 Contract Retentions. From each approved progress estimate, five percent (5%) will be deducted and retained by the City, and the remainder will be paid to Contractor. All Contract retention shall be released and paid to Contractor and subcontractors pursuant to California Public Contract Code Section 7107.

3.7.5 Other Retentions. In addition to Contract retentions, the City may deduct from each progress payment an amount necessary to protect City from loss because of: (1) liquidated damages which have accrued as of the date of the application for payment; (2) any sums expended by the City in performing any of Contractor’s obligations under the Contract which Contractor has failed to perform or has performed inadequately; (3) defective Work not remedied; (4) stop notices as allowed by state law; (5) reasonable doubt that the Work can be completed for the unpaid balance of the Total Contract Price or within the scheduled completion date; (6) unsatisfactory prosecution of the Work by Contractor; (7) unauthorized deviations from the Contract; (8) failure of Contractor to maintain or submit on a timely basis proper and sufficient documentation as required by the Contract or by City during the prosecution of the Work; (9) erroneous or false estimates by Contractor of the value of the Work performed; (10) any sums representing expenses, losses, or damages as determined by the City, incurred by the City for which Contractor is liable under the Contract; and (11) any other sums which the City is entitled to recover from Contractor under the terms of the Contract or pursuant to state law, including Section 1727 of the California Labor Code. The failure by the City to deduct any of these sums from a progress payment shall not constitute a waiver of the City’s right to such sums.

3.7.6 Substitutions for Contract Retentions. In accordance with California Public Contract Code Section 22300, the City will permit the substitution of securities for any monies withheld by the City to ensure performance under the Contract. At the request and expense of Contractor, securities equivalent to the amount withheld shall be deposited with the City, or with a state or federally chartered bank in California as the escrow agent, and thereafter the City shall then pay such monies to Contractor as they come due. Upon satisfactory completion of the Contract, the securities shall be returned to Contractor. For purposes of this Section and Section 22300 of the Public Contract Code, the term “satisfactory completion of the contract” shall mean the time the City has issued written final acceptance of the Work and filed a Notice of Completion as required by law and provisions of this Contract. Contractor shall be the beneficial owner of any securities substituted for monies withheld and shall receive any interest thereon. The escrow agreement used for the purposes of this Section shall be in the form provided by the City.

3.7.7 Title to Work. As security for partial, progress, or other payments, title to Work for which such payments are made shall pass to the City at the time of payment. To the extent that title has not previously been vested in the City by reason of payments, full title shall pass to the City at delivery of the Work at the destination and time specified in this Contract. Such transferred title shall in each case be good, free and clear from any and all security interests, liens, or other encumbrances. Contractor promises and agrees that it will not pledge, hypothecate, or otherwise encumber the items in any manner that would result in any lien, security interest, charge, or claim upon or against said items. Such transfer of title shall not imply acceptance by the City, nor relieve Contractor from the responsibility to strictly comply with the Contract, and shall not relieve Contractor of responsibility for any loss of or damage to items.

3.7.8 Labor and Material Releases. Contractor shall furnish City with labor and material releases from all subcontractors performing work on, or furnishing materials for, the Work governed by this Contract prior to final payment by City.

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3.7.9 Prevailing Wages. Contractor is aware of the requirements of California Labor Code Section 1720 et seq., and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects. Since the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Contract. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at Contractor’s principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Contractor and any subcontractor shall forfeit a penalty of up to $200 per calendar day or portion thereof for each worker paid less than the prevailing wage rates.

3.7.10 Apprenticeable Crafts. When Contractor employs workmen in an apprenticeable craft or trade, Contractor shall comply with the provisions of Section 1777.5 of the California Labor Code with respect to the employment of properly registered apprentices upon public works. The primary responsibility for compliance with said section for all apprenticeable occupations shall be with Contractor. The Contractor or any subcontractor that is determined by the Labor Commissioner to have knowingly violated Section 1777.5 shall forfeit as a civil penalty an amount not exceeding $100 for each full calendar day of noncompliance, or such greater amount as provided by law.

3.7.11 Hours of Work. Contractor is advised that eight (8) hours labor constitutes a legal day’s work. Pursuant to Section 1813 of the California Labor Code, Contractor shall forfeit a penalty of $25.00 per worker for each day that each worker is permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week, except when payment for overtime is made at not less than one and one-half (1-1/2) times the basic rate for that worker.

3.7.12 Payroll Records. Contractor and each subcontractor shall keep an accurate payroll record, 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, worker, or other employee employed by him or her in connection with the public work. The payroll records shall be certified and shall be available for inspection at all reasonable hours at the principal office of Contractor in the manner provided in Labor Code Section 1776. In the event of noncompliance with the requirements of this section, Contractor shall have 10 days in which to comply subsequent to receipt of written notice specifying in what respects such Contractor must comply with this section. Should noncompliance still be evident after such 10-day period, Contractor shall, as a penalty to City, forfeit not more than $100.00 for each calendar day or portion thereof, for each worker, until strict compliance is effectuated. The amount of the forfeiture is to be determined by the Labor Commissioner. A contractor who is found to have violated the provisions of law regarding wages on Public Works with the intent to defraud shall be ineligible to bid on Public Works contracts for a period of one to three years as determined by the Labor Commissioner. Upon the request of the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement, such penalties shall be withheld from progress ITEM 15
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payments then due. The responsibility for compliance with this section is on Contractor. The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code Section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4.

3.7.13 Contractor and Subcontractor Registration. Pursuant to Labor Code Sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. No bid will be accepted nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work. Contractor is directed to review, fill out and execute the Public Works Contractor Registration Certification attached hereto as Exhibit “E” prior to contract execution. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1.

3.7.14 Labor Compliance; Stop Orders. This Project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be the Contractor’s sole responsibility to evaluate and pay the cost of complying with all labor compliance requirements under this Contract and applicable law. Any stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor that affect Contractor’s performance of Work, including any delay, shall be Contractor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Contractor caused delay subject to any applicable liquidated damages and shall not be compensable by the City.

Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor.

3.8 Performance of Work; Jobsite Obligations.

3.8.1 Water Quality Management and Compliance.

3.8.1.1 Water Quality Management and Compliance. Contractor shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Work including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); local ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter-Cologne Water Quality Control Act, to any ground or surface water in the State.

3.8.1.2 Compliance with the Statewide Construction General Permit. Contractor shall comply with all conditions of the most recent iteration of the National Pollutant Discharge Elimination System General Permit for Storm Water Discharges Associated with Construction Activity, issued by the California State Water Resources Control Board (“Permit”). It shall be Contractor’s sole responsibility to file a Notice of Intent and procure coverage under the Permit for all construction activity which results in the disturbance of more than one ITEM 15
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acre of total land area or which is part of a larger common area of development or sale. Prior to initiating work, Contractor shall be solely responsible for preparing and implementing a Storm Water Pollution Prevention Plan (SWPPP) as required by the Permit. Contractor shall be responsible for procuring, implementing and complying with the provisions of the Permit and the SWPPP, including the standard provisions, and monitoring and reporting requirements as required by the Permit. The Permit requires the SWPPP to be a “living document” that changes as necessary to meet the conditions and requirements of the job site as it progresses through difference phases of construction and is subject to different weather conditions. It shall be Contractor’s sole responsibility to update the SWPPP as necessary to address conditions at the project site.

3.8.1.3 Other Water Quality Rules Regulations and Policies.

Contractor shall comply with the lawful requirements of any applicable municipality, drainage City, or local agency regarding discharges of storm water to separate storm drain systems or other watercourses under their jurisdiction, including applicable requirements in municipal storm water management programs.

3.8.1.4 Cost of Compliance. Storm, surface, nuisance, or other waters may be encountered at various times during construction of The Work. Therefore, the Contractor, by submitting a Bid, hereby acknowledges that it has investigated the risk arising from such waters, has prepared its Bid accordingly, and assumes any and all risks and liabilities arising therefrom.

3.8.1.5 Liability for Non-Compliance. Failure to comply with the Permit is a violation of federal and state law. Pursuant to the indemnification provisions of this Contract, Contractor hereby agrees to defend, indemnify and hold harmless the City and its directors, officials, officers, employees, volunteers and agents for any alleged violations. In addition, City may seek damages from Contractor for any delay in completing the Work in accordance with the Contract, if such delay is caused by or related to Contractor’s failure to comply with the Permit.

3.8.1.6 Reservation of Right to Defend. City reserves the right to defend any enforcement action brought against the City for Contractor’s failure to comply with the Permit or any other relevant water quality law, regulation, or policy. Pursuant to the indemnification provisions of this Contract, Contractor hereby agrees to be bound by, and to reimburse the City for the costs (including the City’s attorney’s fees) associated with, any settlement reached between the City and the relevant enforcement entity.

3.8.1.7 Training. In addition to the standard of performance requirements set forth in paragraph 3.4, Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Work assigned to them without impacting water quality in violation of the laws, regulations and policies described in paragraph 3.8.1. Consultant further warrants that it, its employees and subcontractors will receive adequate training, as determined by City, regarding the requirements of the laws, regulations and policies described in paragraph 3.8.1 as they may relate to the Work provided under this Agreement. Upon request, City will provide the Contractor with a list of training programs that meet the requirements of this paragraph.

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3.8.2 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. Contractor shall comply with the requirements of the specifications relating to safety measures applicable in particular operations or kinds of work. In carrying out its Work, Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the Work and the conditions under which the Work is to be performed. Safety precautions as applicable shall include, but shall not be limited to, adequate life protection and lifesaving equipment; adequate illumination for underground and night operations; instructions in accident prevention for all employees, such as machinery guards, safe walkways, scaffolds, ladders, bridges, gang planks, confined space procedures, trenching and shoring, fall protection and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and adequate facilities for the proper inspection and maintenance of all safety measures. Furthermore, Contractor shall prominently display the names and telephone numbers of at least two medical doctors practicing in the vicinity of the Project, as well as the telephone number of the local ambulance service, adjacent to all telephones at the Project site.

3.8.3 Laws and Regulations. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Contract or the Work, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Work. If Contractor observes that the drawings or specifications are at variance with any law, rule or regulation, it shall promptly notify the City in writing. Any necessary changes shall be made by written change order. If Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Contractor shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Contract to the same extent as though set forth herein and will be complied with. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Contract, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.8.4 Permits and Licenses. Contractor shall be responsible for securing City permits and licenses necessary to perform the Work described herein, including, but not limited to, an City Business License. While Contractor will not be charged a fee for any City permits, Contractor shall pay the City’s applicable business license fee. Any ineligible contractor or subcontractor pursuant to Labor Code Sections 1777.1 and 1777.7 may not perform work on this Project.

3.8.5 Trenching Work. If the Total Contract Price exceeds $25,000 and if the Work governed by this Contract entails excavation of any trench or trenches five (5) feet or more in depth, Contractor shall comply with all applicable provisions of the California Labor Code, including Section 6705. To this end, Contractor shall submit for City’s review and approval a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. If such plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer.

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3.8.6 Hazardous Materials and Differing Conditions. As required by California Public Contract Code Section 7104, if this Contract involves digging trenches or other excavations that extend deeper than four (4) feet below the surface, Contractor shall promptly, and prior to disturbance of any conditions, notify City of: (1) any material discovered in excavation that Contractor believes to be a hazardous waste that is required to be removed to a Class I, Class II or Class III disposal site; (2) subsurface or latent physical conditions at the site differing from those indicated by City; and (3) unknown physical conditions of an unusual nature at the site, significantly different from those ordinarily encountered in such contract work. Upon notification, City shall promptly investigate the conditions to determine whether a change order is appropriate.

In the event of a dispute, Contractor shall not be excused from any scheduled completion date and shall proceed with all Work to be performed under the Contract, but shall retain all rights provided by the Contract or by law for making protests and resolving the dispute.

3.8.7 Underground Utility Facilities. To the extent required by Section 4215 of the California Government Code, City shall compensate Contractor for the costs of: (1) locating and repairing damage to underground utility facilities not caused by the failure of Contractor to exercise reasonable care; (2) removing or relocating underground utility facilities not indicated in the construction drawings; and (3) equipment necessarily idled during such work. Contractor shall not be assessed liquidated damages for delay caused by failure of City to provide for removal or relocation of such utility facilities.

3.8.8 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air Resources Board (CARB). Although CARB limits and requirements are more broad, Contractor shall specifically be aware of their application to "portable equipment", which definition is considered by CARB to include any item of equipment with a fuel-powered engine. Contractor shall indemnify City against any fines or penalties imposed by CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement.

3.8.9 State Recycling Mandates. Contractor shall comply with State Recycling Mandates. Any recyclable materials/debris collected by the contractor that can be feasibly diverted via reuse or recycling must be hauled by the appropriate handler for reuse or recycling.

3.9 Completion of Work. When Contractor determines that it has completed the Work required herein, Contractor shall so notify City in writing and shall furnish all labor and material releases required by this Contract. City shall thereupon inspect the Work. If the Work is not acceptable to the City, the City shall indicate to Contractor in writing the specific portions or items of Work which are unsatisfactory or incomplete. Once Contractor determines that it has completed the incomplete or unsatisfactory Work, Contractor may request a reinspection by the City. Once the Work is acceptable to City, City shall pay to Contractor the Total Contract Price remaining to be paid, less any amount which City may be authorized or directed by law to retain. Payment of retention proceeds due to Contractor shall be made in accordance with Section 7107 of the California Public Contract Code.

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3.10 Claims; Government Code Claim Compliance.

3.10.1 Intent. Effective January 1, 1991, Section 20104 et seq., of the California Public Contract Code prescribes a process utilizing informal conferences, non-binding judicial supervised mediation, and judicial arbitration to resolve disputes on construction claims of $375,000 or less. Effective January 1, 2017, Section 9204 of the Public Contract Code prescribes a process for negotiation and mediation to resolve disputes on construction claims. The intent of this Section is to implement Sections 20104 et seq. and Section 9204 of the California Public Contract Code. This Section shall be construed to be consistent with said statutes.

3.10.2 Claims. For purposes of this Section, “Claim” means a separate demand by the Contractor, after a change order duly requested in accordance with the terms of this Contract has been denied by the City, for (A) a time extension, (B) payment of money or damages arising from Work done by or on behalf of the Contractor pursuant to the Contract, or (C) an amount the payment of which is disputed by the City. Claims governed by this Section may not be filed unless and until the Contractor completes all procedures for giving notice of delay or change and for the requesting of a time extension or change order, including but not necessarily limited to the change order procedures contained herein, and Contractor’s request for a change has been denied in whole or in part. Claims governed by this Section must be filed no later than the date of final payment. The claim shall be submitted in writing to the City and shall include on its first page the following in 16 point capital font: “THIS IS A CLAIM.” Furthermore, the claim shall include the documents necessary to substantiate the claim. Nothing in this Section is intended to extend the time limit or supersede notice requirements otherwise provided by contract for the filing of claims, including all requirements pertaining to compensation or payment for extra Work, disputed Work, and/or changed conditions. Failure to follow such contractual requirements shall bar any claims or subsequent lawsuits for compensation or payment thereon.

3.10.3 Supporting Documentation. The Contractor shall submit all claims in the following format:

3.10.3.1 Summary of claim merit and price, reference Contract Document provisions pursuant to which the claim is made

3.10.3.2 List of documents relating to claim:
(A) Specifications
(B) Drawings
(C) Clarifications (Requests for Information)
(D) Schedules
(E) Other

3.10.3.3 Chronology of events and correspondence

3.10.3.4 Analysis of claim merit
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3.10.3.5 Analysis of claim cost

3.10.3.6 Time impact analysis in CPM format

3.10.4 City’s Response. Upon receipt of a claim pursuant to this Section, City shall conduct a reasonable review of the claim and, within a period not to exceed 45 days, shall provide the Contractor a written statement identifying what portion of the claim is disputed and what portion is undisputed. Any payment due on an undisputed portion of the claim will be processed and made within 60 days after the public entity issues its written statement.

3.10.4.1 If City needs approval from its governing body to provide the Contractor a written statement identifying the disputed portion and the undisputed portion of the claim, and the governing body does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a claim sent by registered mail or certified mail, return receipt requested, City shall have up to three days following the next duly publicly noticed meeting of the governing body after the 45-day period, or extension, expires to provide the Contractor a written statement identifying the disputed portion and the undisputed portion.

3.10.4.2 Within 30 days of receipt of a claim, City may request in writing additional documentation supporting the claim or relating to defenses or claims City may have against the Contractor. If additional information is thereafter required, it shall be requested and provided pursuant to this subdivision, upon mutual agreement of City and the Contractor.

3.10.4.3 City’s written response to the claim, as further documented, shall be submitted to the Contractor within 30 days (if the claim is less than $50,000, within 15 days) after receipt of the further documentation, or within a period of time no greater than that taken by the Contractor in producing the additional information or requested documentation, whichever is greater.

3.10.5 Meet and Confer. If the Contractor disputes City’s written response, or City fails to respond within the time prescribed, the Contractor may so notify City, in writing, either within 15 days of receipt of City’s response or within 15 days of City’s failure to respond within the time prescribed, respectively, and demand an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a demand, City shall schedule a meet and confer conference within 30 days for settlement of the dispute.

3.10.6 Mediation. Within 10 business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, City shall provide the Contractor a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after City issues its written statement. Any disputed portion of the claim, as identified by the Contractor in writing, shall be submitted to nonbinding mediation, with City and the Contractor sharing the associated costs equally. City and Contractor shall mutually agree to a mediator within 10 business days after the disputed portion of the claim has been identified in writing, unless the parties agree to select a mediator at a later time.

3.10.6.1 If the Parties cannot agree upon a mediator, each Party shall select a mediator and those mediators shall select a qualified neutral third party to mediate ITEM 15
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with regard to the disputed portion of the claim. Each Party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator.

3.10.6.2 For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the Parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section.

3.10.6.3 Unless otherwise agreed to by City and the Contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Section 20104.4 to mediate after litigation has been commenced.

3.10.6.4 The mediation shall be held no earlier than the date the Contractor completes the Work or the date that the Contractor last performs Work, whichever is earlier. All unresolved claims shall be considered jointly in a single mediation, unless a new unrelated claim arises after mediation is completed.

3.10.7 Procedures After Mediation. If following the mediation, the claim or any portion remains in dispute, the Contractor must file a claim pursuant to Chapter 1 (commencing with Section 900) and Chapter 2 (commencing with Section 910) of Part 3 of Division 3.6 of Title 1 of the Government Code. For purposes of those provisions, the running of the period of time within which a claim must be filed shall be tolled from the time the Contractor submits his or her written claim pursuant to subdivision (a) until the time the claim is denied, including any period of time utilized by the meet and confer conference or mediation.

3.10.8 Civil Actions. The following procedures are established for all civil actions filed to resolve claims subject to this Section:

3.10.8.1 Within 60 days, but no earlier than 30 days, following the filing or responsive pleadings, the court shall submit the matter to non-binding mediation unless waived by mutual stipulation of both parties or unless mediation was held prior to commencement of the action in accordance with Public Contract Code Section 9204 and the terms of these procedures.. The mediation process shall provide for the selection within 15 days by both parties of a disinterested third person as mediator, shall be commenced within 30 days of the submittal, and shall be concluded within 15 days from the commencement of the mediation unless a time requirement is extended upon a good cause showing to the court.

3.10.8.2 If the matter remains in dispute, the case shall be submitted to judicial arbitration pursuant to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, notwithstanding Section 1114.11 of that code. The Civil Discovery Act of 1986 (Article 3 (commencing with Section 2016) of Chapter 3 of Title 3 of Part 4 of the Code of Civil Procedure) shall apply to any proceeding brought under this subdivision consistent with the rules pertaining to judicial arbitration.

3.10.8.3 In addition to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, (A) arbitrators shall, when possible, be experienced in construction law, and (B) any party appealing an arbitration award who does ITEM 15
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not obtain a more favorable judgment shall, in addition to payment of costs and fees under that chapter, also pay the attorney’s fees on appeal of the other party.

3.10.9 Government Code Claims. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code Sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City. A Government Code claim must be filed no earlier than the date the work is completed or the date the Contractor last performs work on the Project, whichever occurs first. A Government Code claim shall be inclusive of all unresolved claims unless a new unrelated claim arises after the Government Code claim is submitted.

3.10.10 Non-Waiver. City’s failure to respond to a claim from the Contractor within the time periods described in this Section or to otherwise meet the time requirements of this Section shall result in the claim being deemed rejected in its entirety. City’s failure to respond shall not waive City’s rights to any subsequent procedures for the resolution of disputed claims.

3.11 Loss and Damage. Except as may otherwise be limited by law, Contractor shall be responsible for all loss and damage which may arise out of the nature of the Work agreed to herein, or from the action of the elements, or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Work until the same is fully completed and accepted by City. In the event of damage proximately caused by an Act of God, as defined by Section 7105 of the Public Contract Code, the City may terminate this Contract pursuant to Section 3.17.3; provided, however, that the City needs to provide Contractor with only one (1) day advanced written notice.

3.12 Indemnification.

3.12.1 Scope of Indemnity . To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, employees, agents and authorized volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Contractor’s services, the Project or this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys’ fees and other related costs and expenses. Notwithstanding the foregoing, to the extent required by Civil Code Section 2782, Contractor’s indemnity obligation shall not apply to liability for damages for death or bodily injury to persons, injury to property, or any other loss, damage or expense arising from the sole or active negligence or willful misconduct of the City or the City’s agents, servants, or independent contractors who are directly responsible to the City, or for defects in design furnished by those persons.

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3.12.2 Additional Indemnity Obligations . Contractor shall defend, with counsel of City’s choosing and at Contractor's own cost, expense and risk, any and all Claims covered by this section that may be brought or instituted against City or its officials, employees, agents and authorized volunteers. In addition, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, employees, agents and authorized volunteers as part of any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the cost of any settlement paid by City or its officials, employees, agents and authorized volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City's attorney's fees and costs, including expert witness fees. Contractor shall reimburse City and its officials, employees, agents and authorized volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its officials, employees, agents and authorized volunteers.

3.13 Insurance.
(a) Required Coverage At all times commencing no later than commencement of the Work and to remain in effect for the entire term of this Agreement including any extensions of time, Contractor shall, at its expense, obtain and maintain, and shall cause its Subcontractors to obtain and maintain, with insurers of recognized responsibility authorized to do business in the California as admitted carriers having a rating not lower than “A” as rated by A.M. Best Company, Inc. or other independent rating companies, the following insurance which shall include the minimum coverages and limits set forth below:
(i) Commercial General Liability Insurance Commercial general liability insurance on an “occurrence” basis arising out of claims for bodily injury (including death) and property damage, as will protect the Contractor, which may arise out of or result from the Contractor’s operations under the Agreement and for which the Contractor legally liable, whether such operations are by the Contractor, by a Subcontractor, or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable. Such insurance shall protect the Contractor and Owner against loss from liability imposed for damages (1) on account of bodily or personal injuries, including death, disease and sickness, accidentally suffered or alleged to have been suffered by any person or persons that may be caused directly or indirectly by the performance of this Agreement, and (2) on account of injury to or destruction of property, including the resultant loss of use of the Project or other Owner facilities or equipment, resulting from acts of commission or omission by the Contractor, or otherwise resulting directly or indirectly from the Contractor’s operations in the performance of this Agreement. This insurance shall be subject to the approval of Owner, and Owner’s approval shall not be unreasonably withheld and shall be in amounts not less than Five Million Dollars ($5,000,000) general aggregate, Two Million Dollars ($2,000,000) personal and advertising injury aggregate, with a per occurrence limit of One Million Dollars ($1,000,000) (total limits required may be satisfied with an excess or umbrella policy). The comprehensive or commercial general liability policy shall also include a severability of interest clause and cross liability if the policy has multiple insureds. The aggregate limit shall apply on a “per project” basis. The policy shall stipulate that the insurance afforded the additional insureds shall apply as primary insurance and that any other insurance carried by Owner or other Persons identified in this Agreement will be excess only and will not contribute with this insurance; ITEM 15
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(ii) Automobile Liability. Automobile liability insurance, for Contractor’s liability arising out of claims for bodily injury and property damage covering all owned (if any), non-owned, leased, hired or borrowed automobiles of Contractor, including loading and unloading, with a minimum limit of not less than $1,000,000 per accident for combined bodily injury and property damage and containing appropriate no-fault insurance provisions or other endorsements in accordance with Applicable Law;
(iii) Worker’s Compensation Insurance All engineers, experts, Consultants and Subcontractors the Contractor intends to employ shall have taken out workers’ compensation insurance with an insurance carrier satisfactory to the Owner for all persons whom they may employ in carrying out the work contemplated under this Agreement in accordance with the Workers’ Compensation Laws of the State of California. If the Contractor employs any engineer, expert, Consultant or Subcontractor which it did not intend to employ prior to commencement of services, it must furnish such proof of workers’ compensation insurance to the Owner immediately upon employment. If the Contractor is self-insured, the Contractor shall furnish a Certificate of Permission to Self-Insure and a Certificate of Self-Insurance satisfactory to the Owner. (iv) Employer’s Liability Insurance All engineers, experts, Consultants and Subcontractors the Contractor intends to employ shall have taken out employer’s liability insurance with an insurance carrier reasonably satisfactory to the Owner. During the course of Contractor’s services, if Contractor ever intends to employ additional or different Engineers, experts, Consultants or Subcontractors, before so employing them Contractor shall furnish such reasonably satisfactory proof of insurance to the Owner. If the Contractor is self-insured, the Contractor shall furnish a Certificate of Permission to Self-Insure and a Certificate of Self- Insurance reasonably satisfactory to the Owner.
(v) Errors and Omissions Insurance Errors and omissions insurance on a claims made basis with limits of at least One Million Dollars ($1,000,000) with a deductible or self-insured retention in an amount not to exceed the sum of One Hundred Thousand Dollars ($100,000), and Contractor will maintain such coverage for a period of five (5) years following the Final Completion Date.
(vi) Builder’s All-Risk Following completion of Phase 1 and approval by Owner of the Phase 2 portion of the Scope of Work and prior to commencing Phase 2, Contractor agrees to obtain and maintain Builder’s Risk/Course-of-Construction insurance, issued on a completed value basis on all insurable Work included under the Contract Documents. This insurance shall be subject to the approval of Owner, and Owner’s approval shall not be unreasonably withheld.

This insurance shall insure against all risks, including but not limited to the following perils:
vandalism, theft, malicious mischief, fire, sprinkler leakage, civil authority, sonic boom, explosion, collapse, flood, wind, hail, lightning, smoke, riot or civil commotion, debris removal (including demolition) and reasonable compensation for the Owner’s costs and expenses required as a result of such insured loss. This insurance shall provide coverage in an amount not less than the full cost to repair, replace, or reconstruct the Work. Such insurance shall include the Owner, the Owner’s designated representative, and any other person or entity with an insurable interest in the Work as an additional named insured.
(vii) Other Insurance Contractor shall provide all other insurance required to be maintained under Applicable Laws, ordinances, rules, and regulations. Such insurance shall be subject to the approval of Owner, and Owner’s approval shall not be unreasonably withheld.

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(b) Consultants If not covered by Contractor’s coverage, each of Contractor’s Consultants shall carry coverage and limits proportionate to each such Consultant’s scope of work, and Contractor shall include such provisions in its contracts with them. If any policy carried by any of the Consultants offers 50% or less of the limits required of the Contractor hereunder for an analogous policy, the Contractor shall notify the Owner of the proposed coverage to be carried by such Consultant, and the Owner shall have the right in its reasonable discretion to approve or reject the proposed coverage in each such case.
(c) Occupancy Owner may partially or fully occupy and/or use the Project before acceptance of the entire Project by the Owner. All of Contractor’s required insurance must allow such occupancy and/or use without prior consent from insurer. (d) Additional Insured; Primary and Non-Contributory; Waiver of Subrogation The Contractor shall name the Owner and the Owner’s designated representative as additional insureds on Contractor’s commercial general liability (using ISO CG 20 10 and CG 20 37 or exact equivalents), automobile liability, and excess/umbrella policies. The additional insured endorsement(s) included on all such insurance policies shall state that coverage is afforded the additional insured with respect to claims arising out of operations performed by or on behalf of the insured. If the additional insureds have other insurance which is applicable to the loss, such other insurance shall be on an excess or contingent basis. The amount of the insurer’s liability shall not be reduced by the existence of such other insurance. The coverage provided the additional insureds on Contractor’s commercial general liability, automobile liability, and excess/umbrella policies shall apply on a primary and non-contributory basis. The Contractor’s commercial general liability, automobile liability, excess/umbrella, and workers’ compensation/employer’s liability policies shall be endorsed to include a waiver of subrogation in favor of Owner and the Owner’s designated representatives. Any excess/umbrella policies provided by Contractor shall include a follow form endorsement or schedule of underlying coverage showing that such policies sit in excess of and shall follow the form of the underlying policies set forth herein, which Contractor intends the excess/umbrella policy to supplement. (e) Proof of Carriage of Insurance The Contractor shall not commence Work nor shall it allow any Subcontractor or Consultant to commence Work under this Agreement until all required insurance certificates, additional insured endorsements and declarations pages have been obtained for the period covered by this Agreement and delivered in duplicate to the Owner for approval, and such approval shall not be unreasonably withheld. (f) Notice of Cancellation or Non-Renewal The Contractor shall provide or shall obligate its insurance carriers or brokers/representatives to provide for thirty (30) Days written notice to the Owner of cancellation.
(g) Project Schedule Changes At the time of making application for any extension of time pursuant to the Contract Documents, Contractor shall submit evidence that insurance policies will be in effect during the requested additional period of time. (h) Compliance If the Contractor fails to maintain such insurance or fails to cure any defects in coverage required herein within five (5) Days of receiving written notice of the defect(s), the Owner may, but shall not be required to, take out such insurance to cover any damages accrued for which the Owner might be held liable on account of the Contractor’s failure to pay ITEM 15
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such damages, and deduct and retain the amount of the premiums from any sums due the Contractor under this Agreement.
(i) No Limitation of Liability; Subcontractors and Consultant Obligations Nothing contained in this Agreement shall be construed as limiting, in any way, the extent to which the Contractor may be held responsible for the payment of damages resulting from the Contractor’s operations. Each of Contractor’s Consultants and Subcontractors shall comply with all insurance obligations under this Section, and Contractor shall include such provisions in its contracts with them.

3.13.1 Time for Compliance. Contractor shall not commence Work under this Contract until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Contract for cause.

3.13.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work hereunder by Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Contract. Such insurance shall meet at least the following minimum levels of coverage:

3.13.2.1 Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 00 01) OR Insurance Services Office Owners and Contractors Protective Liability Coverage Form (CG 00 09 11 88) (coverage for operations of designated contractor); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 00 01, code 1 (any auto); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. Policies shall not contain exclusions contrary to this Contract.

3.13.2.2 Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $5,000,000 per occurrence and $5,000,000 aggregate for bodily injury, personal injury and property damage; (2) Automobile Liability: $5,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability:

Workers’ compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 each accident, policy limit bodily injury or disease, and each employee bodily injury or disease. Defense costs shall be available in addition to the limits.

Notwithstanding the minimum limits specified herein, any available coverage shall be provided to the parties required to be named as additional insureds pursuant to this Contract.

3.13.3 Insurance Endorsements. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements (amendments) on forms supplied or approved by the City to add the following provisions to the insurance policies:

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3.13.3.1 General Liability. (1) Such policy shall give the City, its officials, employees, agents and authorized volunteers additional insured status using ISO endorsements CG20 10 10 01 plus CG20 37 10 01, or endorsements providing the exact same coverage, with respect to the Work or operations performed by or on behalf of Contractor, including materials, parts or equipment furnished in connection with such work; (2) all policies shall waive or shall permit Contractor to waive all rights of subrogation which may be obtained by the Contractor or any insurer by virtue of payment of any loss or any coverage provided to any person named as an additional insured pursuant to this Contract, and Contractor agrees to waive all such rights of subrogation; and (3) the insurance coverage shall be primary insurance as respects the City, its officials, employees, agents and authorized volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor’s scheduled underlying coverage. Any insurance or self- insurance maintained by the City, its officials, employees, agents and authorized volunteers shall be excess of Contractor’s insurance and shall not be called upon to contribute with it.

3.13.3.2 Automobile Liability. (1) Such policy shall give the City, its officials, employees, agents and authorized volunteers additional insured status with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by Contractor or for which Contractor is responsible; (2) all policies shall waive or shall permit Contractor to waive all rights of subrogation which may be obtained by the Contractor or any insurer by virtue of payment of any loss or any coverage provided to any person named as an additional insured pursuant to this Contract, and Contractor agrees to waive all such rights of subrogation; and (3) the insurance coverage shall be primary insurance as respects the City, its officials, employees, agents and authorized volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor’s scheduled underlying coverage. Any insurance or self- insurance maintained by the City, its officials, employees, agents and authorized volunteers shall be excess of Contractor’s insurance and shall not be called upon to contribute with it in any way.

3.13.3.3 Workers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its officials, employees, agents and authorized volunteers for losses paid under the terms of the insurance policy which arise from work performed by Contractor.

3.13.3.4 All Coverages. Each insurance policy required by this Contract shall be endorsed to state that: (1) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City; and (2) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its officials, employees, agents and authorized volunteers.

3.13.4 Separation of Insureds; No Special Limitations. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its officials, employees, agents and authorized volunteers.

3.13.5 Deductibles and Self-Insurance Retentions. Any deductibles or self- insured retentions must be declared to and approved by the City. Contractor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects the City, its officials, employees, agents and authorized volunteers; or (2) the Contractor shall procure a bond or other financial guarantee acceptable to the City ITEM 15
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guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses.

3.13.6 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VII, licensed to do business in California, and satisfactory to the City. Exception may be made for the State Compensation Insurance Fund when not specifically rated.

3.13.7 Verification of Coverage. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Contract on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by the City. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

3.13.8 Subcontractors. All subcontractors shall meet the requirements of this Section before commencing Work. Contractor shall furnish separate certificates and endorsements for each subcontractor. Subcontractor policies of General Liability insurance shall name the City, its officials, employees, agents and authorized volunteers as additional insureds using form ISO 20 38 04 13 or endorsements providing the exact same coverage. All coverages for subcontractors shall be subject to all of the requirements stated herein except as otherwise agreed to by the City in writing.

3.13.9 Reporting of Claims. Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the Work under this Contract.

3.14 Bond Requirements.

3.14.1 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Contract a Payment Bond in an amount required by the City and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until the bond has been received and approved by the City.

3.14.2 Performance Bond. If specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Contract a Performance Bond in an amount required by the City and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until the bond has been received and approved by the City.

3.14.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the effected bond within (ten) 10 days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Contract until any replacement bonds required by this Section are ITEM 15
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accepted by the City. To the extent, if any, that the Total Contract Price is increased in accordance with the Contract, Contractor shall, upon request of the City, cause the amount of the bond to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. If Contractor fails to furnish any required bond, the City may terminate the Contract for cause.

3.14.4 Surety Qualifications. Only bonds executed by an admitted surety insurer, as defined in California Code of Civil Procedure Section 995.120, shall be accepted. If a California-admitted surety insurer issuing bonds does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City.

3.15 Warranty. Contractor warrants all Work under the Contract (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the Work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Contract or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the Work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the Work or non-conformance of the Work to the Contract, commence and prosecute with due diligence all Work necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act sooner as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the Work (or work of other contractors) damaged by its defective Work or which becomes damaged in the course of repairing or replacing defective Work. For any Work so corrected, Contractor’s obligation hereunder to correct defective Work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected Work.

Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Contract. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the Work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Contract, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming Work and any work damaged by such work or the replacement or correction thereof at Contractor’s sole expense.

Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand.

3.16 Employee/Labor Certifications.

3.16.1 Contractor’s Labor Certification. By its signature hereunder, Contractor certifies that he is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker’s Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Work. A certification form for this purpose, ITEM 15
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which is attached to this Contract as Exhibit “D” and incorporated herein by reference, shall be executed simultaneously with this Contract.

3.16.2 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

3.16.3 Verification of Employment Eligibility. By executing this Contract, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same.

3.17 General Provisions.

3.17.1 City’s Representative. The City hereby designates the General Manager, or his or her designee, to act as its representative for the performance of this Contract (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Contract. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee.

3.17.2 Contractor’s Representative. Before starting the Work, Contractor shall submit in writing the name, qualifications and experience of its proposed representative who shall be subject to the review and approval of the City (“′Contractor’s Representative”). Following approval by the City, Contractor’s Representative shall have full authority to represent and act on behalf of Contractor for all purposes under this Contract. Contractor’s Representative shall supervise and direct the Work, using his best skill and attention, and shall be responsible for all construction means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Contract. Contractor’s Representative shall devote full time to the Project and either he or his designee, who shall be acceptable to the City, shall be present at the Work site at all times that any Work is in progress and at any time that any employee or subcontractor of Contractor is present at the Work site. Arrangements for responsible supervision, acceptable to the City, shall be made for emergency Work which may be required.

Should Contractor desire to change its Contractor’s Representative, Contractor shall provide the information specified above and obtain the City’s written approval.

3.17.3 Termination. This Contract may be terminated by City at any time, either with or without cause, by giving Contractor three (3) days advance written notice. In the event of termination by City for any reason other than the fault of Contractor, City shall pay Contractor for all Work performed up to that time as provided herein. In the event of breach of the Contract by Contractor, City may terminate the Contract immediately without notice, may reduce payment to Contractor in the amount necessary to offset City’s resulting damages, and may pursue any other available recourse against Contractor. Contractor may not terminate this Contract except for cause. In the event this Contract is terminated in whole or in part as provided, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. Further, if this Contract is terminated as provided, City may require Contractor to ITEM 15
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provide all finished or unfinished documents, data, diagrams, drawings, materials or other matter prepared or built by Contractor in connection with its performance of this Contract.

3.17.4 Contract Interpretation. Should any question arise regarding the meaning or import of any of the provisions of this Contract or written or oral instructions from City, the matter shall be referred to City’s Representative, whose decision shall be binding upon Contractor.

3.17.5 Anti-Trust Claims. This provision shall be operative if this Contract is applicable to California Public Contract Code Section 7103.5. In entering into this Contract to supply goods, services or materials, Contractor hereby offers and agrees to assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Section 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code) arising from purchases of goods, services, or materials pursuant to the Contract. This assignment shall be made and become effective at the time the City tender final payment to Contractor, without further acknowledgment by the Parties.

3.17.6 Notices. All notices hereunder and communications regarding interpretation of the terms of the Contract or changes thereto shall be provided by the mailing thereof by registered or certified mail, return receipt requested, postage prepaid and addressed as follows:

CONTRACTOR:

C
onsolidated Engineering Inc.

P.O. Box 70
Valley Springs, California 95252
Attn: Casey Curtin
CITY:

C
ity of Ceres
2220 Magnolia Street
Ceres, California 95307
Attn: City Engineer
Any notice so given shall be considered received by the other Party three (3) days after deposit in the U.S. Mail as stated above and addressed to the Party at the above address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.17.7 Time of Essence. Time is of the essence in the performance of this Contract.

3.17.8 Assignment Forbidden. Contractor shall not, either voluntarily or by action of law, assign or transfer this Contract or any obligation, right, title or interest assumed by Contractor herein without the prior written consent of City. If Contractor attempts an assignment or transfer of this Contract or any obligation, right, title or interest herein, City may, at its option, terminate and revoke the Contract and shall thereupon be relieved from any and all obligations to Contractor or its assignee or transferee.

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3.17.9 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.17.10 Laws, Venue, and Attorneys’ Fees. This Agreement shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of Merced, State of California.

3.17.11 Counterparts. This Contract may be executed in counterparts, each of which shall constitute an original.

3.17.12 Successors. The Parties do for themselves, their heirs, executors, administrators, successors, and assigns agree to the full performance of all of the provisions contained in this Contract.

3.17.13 [Reserved]

3.17.14 Solicitation. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Contract. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, City shall have the right to terminate this Contract without liability.

3.17.15 Conflict of Interest. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Contract, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Contract, or obtain any present or anticipated material benefit arising therefrom. In addition, Contractor agrees to file, or to cause its employees or subcontractors to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Work.

3.17.16 Certification of License.

3.17.16.1 Contractor certifies that as of the date of execution of this Contract, Contractor has a current contractor’s license of the classification indicated below under Contractor’s signature.

3.17.16.2 Contractors are required by law to be licensed and regulated by the Contractors’ State License Board which has jurisdiction to investigate complaints against contractors if a complaint regarding a patent act or omission is filed within four (4) years of the date of the alleged violation. A complaint regarding a latent act or omission pertaining to structural defects must be filed within ten (10) years of the date of the alleged violation. Any questions ITEM 15
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concerning a contractor may be referred to the Registrar, Contractors’ State License Board, P.O.

Box 26000, Sacramento, California 95826.

3.17.17 Authority to Enter Contract. Each Party warrants that the individuals who have signed this Contract have the legal power, right and authority to make this Contract and bind each respective Party.

3.17.18 Entire Contract; Modification. This Contract contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Contract may only be modified by a writing signed by both Parties.

3.17.19 Non-Waiver. None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing.

3.17.20 City’s Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project or other projects. [SIGNATURES ON NEXT PAGE]
ITEM 15
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EXHIBIT “A” -
S

ERVICES / SCHEDULE
ITEM
N
O. ITEM

UNIT OF

MEASURE

ESTIMATED

QUANTITY

UNIT PRICE
(IN FIGURES)

ITEM TOTAL
(IN FIGURES)
1 Permits, Bonds, Licenses, & Insurance LS 1 $30,000.00 $30,000.00 2 Public Convenience and Safety LS 1 $60,000.00 $60,000.00 3 Water Pollution Control LS 1 $4,800.00 $4,800.00
4 Tree Pruning & Clearing and Grubbing LS 1 $1,900.00 $1,900.00 5 Crack Treatment LS 1 $36,000.00 $36,000.00
6 Cape Seal SF 262,927 $0.91 $239,263.57
7 Fiber Slurry Seal SF 371,952 $0.37 $137,622.24
8 Remove and Apply Thermoplastic Traffic
Stripes, Pavement Markings, and
Markers
LS 1 $36,000.00 $36,000.00
9 Remove Asphalt Concrete SF 6,272 $5.00 $31,360.00
10 Remove Concrete Curb & Gutter LF 2,880 $2.00 $5,760.00 11 Remove Concrete Sidewalk SF 19,200 $1.55 $29,760.00
12 Install Asphalt Pavement (3"AC/6"AB) SF 5,880 $5.80 $34,104.00 13 Install Asphalt Pavement
(5.5"AC/12.5"AB) SF 392 $61.00 $23,912.00
14 Construct Curb & Gutter LF 2,880 $55.50 $159,840.00
15 Construct Concrete Sidewalk and Return SF 19,200 $14.62 $280,704.00 16 Remove and Install Cross Gutter SF 600 $52.00 $31,200.00 17 Remove and Install New Drain Inlet EA 27 $7,610.00 $205,470.00 18 Restoration LS 1 $4,500.00 $4,500.00
19 Project Identification Sign EA 4 $830.00 $3,320.00
TO TAL $1,355,515.81
ITEM 15
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ADDITIVE ALTERANTIVE
ITEM
N
O. ITEM

UNIT OF

MEASURE

ESTIMATED

QUANTITY

UNIT PRICE
(IN FIGURES)

ITEM TOTAL
(IN FIGURES)
1 Permits, Bonds, Licenses, & Insurance LS 1 $6,000.00 $6,000.00 2 Public Convenience and Safety LS 1 $14,000.00 $14,000.00 3 Water Pollution Control LS 1 $1,500.00 $1,500.00
4 Tree Pruning & Clearing and Grubbing LS 1 $1,900.00 $1,900.00 5 Crack Treatment LS 1 $11,000.00 $11,000.00
6 Fiber Slurry Seal SF 79,083 $0.37 $29,260.71
7 Remove and Apply Thermoplastic Traffic
Stripes, Pavement Markings, and
Markers
LS 1 $ 3,000.00 $3,000.00
8 Remove Asphalt Concrete SF 1,274 $11.00 $14,014.00
9 Remove Concrete Curb & Gutter LF 585 $5.00 $2,925.00
10 Remove Concrete Sidewalk S F 3,900 $2.00 $7,800.00
11 Install Asphalt Pavement (3”AC/6”AB) S F 882 $9.00 $7,938.00 12 Install Asphalt Pavement (5"AC/11"AB) SF 392 $21.00 $8,232.00 13 Construct Curb & Gutter LF 585 $74.00 $43,290.00
14 Construct Concrete Sidewalk and Return S F 3,900 $14.50 $56,550.00 15 Remove and Install Cross Gutter SF 600 $52.00 $31,200.00 16 Remove and Install New Drain Inlet E A 6 $7,600.00 $45,600.00 17 Restoration L S 1 $4,600.00 $4,600.00
18 Project Identification Sign EA 2 $1,100.00 $2,200.00

AD DITIVE ALTERNATIVE
TOTAL $291,009.71
ITEM 15
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EXHIBIT “B” -

PLANS AND SPECIFICATIONS

ITEM 15
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BID ITEM SPECIFICATIONS
Scope Of Work
The Work to be performed is included in Exhibit B – Drawings and Technical Specifications. Such other items or details, not mentioned above (Exhibit A), that are required by the drawings, and technical specifications, or the following special conditions (Exhibit C) shall be performed, placed, constructed or installed. The scope includes Fiber Slurry Seal, Cape Seal, Crack Treatment, reconstruction of storm drain drop inlets, and reconstruction of returns ramps to meet A.D.A. compliance.

Performance
The Contractor shall furnish all labor, materials, tools, equipment, incidentals, and do all work described in the Plans and these Special Provisions.

Coordination/Cooperation
The Contractor shall notify the Engineer at (209) 538-5630 at least three (3) working days in advance of the tentative starting date.

The Contractor shall be responsible for contacting and coordinating with all utility companies, including the City, with regards to the location of existing underground facilities in the construction area. The Contractor shall call Underground Service Alert at 811, at least 2 working days before commencement of underground work for location of underground facilities. Utility facilities damaged, temporarily disconnected, or relocated as a result of construction shall be repaired/reconnected as directed by the governing utility at the Contractor's expense. Full compensation for conforming to the requirements of this section shall be considered as included in the price paid for the various contract items of work involved and no additional compensation will be made.

Inspection Of Site
The Contractor shall inspect the work site and note all existing conditions before submitting a bid for this project. A site tour is scheduled immediately following the pre-bid meeting if requested.

Dust Control
It shall be the responsibility of the Contractor to minimize dust during earth moving operations. A water truck shall be made available if necessary for dust control.

Full compensation for conforming to the requirements of this section shall be considered as included in the price paid for the various contract items of work involved and no additional compensation will be made.

Permits, Bonds, Licenses, and Insurance
The Contractor shall procure all permits, bonds, licenses and insurance, pay all charges and fees, and give all notices necessary and incidental to the prosecution of the work.

Payment for "Permits, Bonds, Licenses and Insurance," shall be at the contract lump sum price as set forth in this proposal, and shall include all fees associated with permits, bonds, licenses, inspections, and all other fees necessary for the completion of this item.

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Public Convenience And Safety
The Contractor shall be responsible for all the provisions of this item, including issuance of all notices necessary for prosecution of the work.

Construction Area Signs -- Construction area signs and traffic cones shall be furnished, installed, maintained, and removed when no longer required in accordance with the provisions in Section 12, "Temporary Traffic Control," of the State Specifications, and these Special Provisions. Specifically included in this item are all detour signage. The Contractor shall notify the appropriate regional notification center for operators of subsurface installations at least two (2) working days, but not more than 14 calendar days, prior to commencing any excavation for construction area sign posts. The regional notification centers include, but not limited to the following:

Notification Center Telephone
Underground Service Alert (USA) 811
(Northern California)

All excavations required to install construction area signs shall be performed by hand methods without the use of power equipment, except that power equipment may be used if it is determined that there were no utility facilities in the area of the proposed post holes.

Sign substrates for stationary mounted construction area signs may be fabricated from fiberglass reinforced plastic as specified under “Prequalified and Tested Signing and Delineation Materials” elsewhere in these Special Provisions.

Type IV reflective sheeting for sign panels for portable construction area signs shall conform to the requirements specified under “Prequalified and Testing Signing and Delineation Materials” elsewhere in these Special Provisions.

The term “construction area signs” shall also include temporary object markers required for the direction of public traffic through or around the work during construction. Object markers listed or designated on the plans as construction area signs shall be considered to be signs and shall be furnished, erected, maintained and removed by the Contractor in the same manner specified for construction area signs and the following:

Object markers shall be stationary mounted on wood or metal posts in accordance with the details shown on the plans and the requirements in Section 82, “Markers and Delineators,” of the Standard Specifications.

Marker panels for Type N, Type P and Type R object markers shall conform to the requirements for sign panels for stationary mounted signs.

Target plates for Type K and Type L object markers and posts, reflectors and hardware shall conform to the requirements in said Section 82, but need not be new.

When a street section is to be closed, it shall be solidly barricaded, and signs shall be posted at the closure points indicating “Street Closed.”

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Full cost of providing and removing construction area signs shall be borne exclusively by the Contractor and shall be considered as included in the contract lump sum price for Item 10-1.07, “Public Convenience & Safety.”
Maintaining Traffic -- Attention is directed to Section 7-1.03, "Public Convenience," Section 7-

1.04, "Public Safety," and Section 12, "Temporary Traffic Control," of the State Specifications.

Nothing in these Special Provisions shall be construed as relieving the Contractor from its responsibility as provided in Section 7-1.04 of the State Specifications.

All traffic cones used for night lane closures shall have reflective cone sleeves as specified in the specifications. One (1) 12-foot wide traffic lane must be open at all times.

The second and third paragraphs of Section 12-3.10, “Traffic Cones,” of the State Standard Specifications are amended to read:

The type of reflective cone sleeve used shall be at the option of the Contractor. Only one type of reflective cone sleeve shall be used on the project.

Lane closures shall conform to the provisions in the section of these special provisions entitled “Traffic Control System for Lane Closure.”
Personal vehicles of the Contractor's employees shall not be parked on the traveled way or shoulders, including any section closed to public traffic.

The Contractor shall notify local authorities of its intent to begin work at least five (5) days before work is begun. The Contractor shall cooperate with local authorities relative to handling traffic through the area and shall make its own arrangements relative to keeping the working area clear of parked vehicles.

The Contractor shall provide access to all businesses and residences within the construction zone at all times throughout the project. When the work requires the closing of a business driveway or other entrance, the Contractor shall post signs directing the public to the most convenient access to the business.

The Contractor shall provide access to all private driveways when construction is not actively in progress. Access to driveways fronting the construction area shall not be hindered or blocked for time periods greater than 4 hours without notifying the property owner or tenant in writing 24 hours prior to blockage.

The Contractor shall provide safe public access around the work site in accordance with the American Disabilities Act requirements during the work.

Whenever vehicles or equipment are parked on the shoulder within six feet of a traffic lane, the shoulder area shall be closed with fluorescent traffic cones or portable delineators placed on a taper in advance of the parked vehicles or equipment and along the edge of the pavement at 25-foot intervals to a point not less than 25 feet past the last vehicle or piece of equipment. A minimum of nine (9) cones or portable delineators shall be used for the taper. A C23 (Road ITEM 15
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Work Ahead) or C24 (Shoulder Work Ahead) sign shall be mounted on a telescoping flag tree with flags. The flag tree shall be placed where directed by the Engineer.

When the Contractor’s operations create a condition hazardous to traffic or to the public, he shall furnish, erect and maintain, at his expense and without cost to the City, such fences, barricades, lights, signs and other devices as are necessary to prevent accidents or damage or injury to the public. The Contractor shall also furnish such flagmen, provided with the necessary equipment kept clean and in good condition by the Contractor at his expense, as may be necessary to give adequate warning to traffic or to the public that the roadway is under construction or of any dangerous conditions to be encountered. The flagmen shall perform their duties and their work of furnishing and placing such signs, lights, flags and other warning and safety devices as set forth in the current “Work Area Traffic Control Handbook” as published by the Building News, Inc., Los Angeles, California.

Minor deviations from the requirements of this section concerning hours of work which do not significantly change the cost of the work may be permitted upon the written request of the Contractor if, in the opinion of the Engineer, public traffic will be better served and the work expedited. Such deviations shall not be adopted until the Engineer has indicated its written approval. All other modifications will be made by contract change order.

Full cost of conforming to this section shall be considered as included in the contract lump sum price for “Public Convenience and Safety.”
Traffic Control System for Lane Closure -- A traffic control system shall be provided by the Contractor and shall be in accordance with the provisions of Section 12, "Temporary Traffic Control," of the State Specifications, the provisions under "Maintaining Traffic" elsewhere in these Special Provisions.

The provisions in this section shall not relieve the Contractor from its responsibility to provide such additional devices, or take such measures as may be necessary, to comply with the provisions in Section 7-1.04, "Public Safety," of the State Standard Specifications.

Prior to any lane closures, it shall be the responsibility of the Contractor to provide 72-hour notice to the City and obtain City approval of the lane closure. Failure to notify the City in a timely manner is cause for the City to prevent the lane closure.

Whenever a lane closure is made, the Contractor shall close the lane by placing fluorescent traffic cones, portable cones, portable delineators, or other devices approved by the Engineer, along a taper and along the edge of the closed lane adjacent to public traffic. One telescoping flag tree with flags shall be placed at the beginning and at the end of the taper.

If any component in the traffic control system is displaced or ceases to operate or function as specified, from any cause, during the progress of the work, the Contractor shall immediately repair said component to its original condition or replace said component, and shall restore the component to its original location. Full cost of providing flaggers shall be borne exclusively by the Contractor.

The Contractor shall submit a traffic control plan and approved by the City Engineer prior to commencing any work.

ITEM 15
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Protection of the Work -- To minimize traffic congestion during the resurfacing operation, the work shall be done in stages. Residents with driveways within the closed section shall be notified at least 24 hours in advance of closure via door hangers and signs within the limits of the project.

Barricades and signs and their cost of replacement, the cost of flagmen necessary for the protection of the work and the public and costs of notification of affected residents will be considered as included in the contract price paid for bid items shown in the proposal, and no separate payments shall be made.

Payment for "Public Convenience and Safety," shall be at the contract lump sum price as set forth in the proposal, and shall include all labor, materials, tools, equipment, and all work necessary for the completion of this item.

Water Pollution Control
Summary
It shall be the responsibility of the Contractor to comply with all of the requirements of the latest NPDES General Permit for "Storm Water Discharges Associated with Construction and Land Disturbance Activities" (Order No. 2022-0057-DWQ, NPDES No. CAS000002) hereinafter called the "Permit" and standard industry practice.

This includes, but is not limited to, preparing plans and application, maps as well as all necessary reporting on the SWQCB's Storm Water Multiple Application and Report Tracking System (SMARTS System). The Contractor, working with their certified Qualified Storm Water Pollution Prevention Plan (SWPPP) Developer (QSD), will determine what would be the best course of action to comply with the latest State NPDES General Permit for Storm Water Discharges Associated with Construction and Land Disturbance Activities Order No. 2009- 0009- DWQ. If the Contractor's QSD determines a SWPPP is the best course of action, it shall be the responsibility of the Contractor and their QSD to submit to Construction Management a completed SWPPP for review. Upon acceptance of the SWPPP document by Construction Management, the QSD shall prepare a Notice of Intention (NOI) application in the SWQCB's SMARTS System and upload all necessary documents and maps to be approved by the Legally Responsible Person (LRP). Until a written approval of the SWPPP has been obtained from the SWQCB, no construction activity shall commence on the project site. Upon obtaining written approval of the SWPPP, it shall be the responsibility of the Contractor to implement the SWPPP.

Throughout the course of the project, the Contractor's Qualified SWPPP Practitioner (QSP) shall conduct periodic inspections, testing, any reporting on the SMARTS System as well as coordinate with the QSD to update the SWPPP as necessary. At the conclusion of construction, it shall be the responsibility of the Contractor and his or her QSD/QSP to ensure Annual Report(s) have been prepared on the SMARTS System as well as prepare the Notice of Termination (NOT) for City's approval. The Contractor shall keep a copy of the approved SWPPP, and amendments thereto, at the job site and in the general business office of the Contractor. In addition, the Contractor shall make available to Construction Management copies of all amendments to the SWPPP as prepared by the Contractor. The SWPPP shall be made available upon request of a representative of the Fresno Metropolitan Flood Control District, Regional Water Quality Control Board, State Water Resources Control Board or U. S.

Environmental Protection Agency. Requests by the public shall be directed to the Engineer.

ITEM 15
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If the Contractor and/or his/her QSD determines that a SWPPP is not necessary, then it shall be the responsibility of the Contractor to provide a list of Best Management Practices (BMP) that are to be implemented during the Work to Construction Management. The Contractor shall implement the BMP in a timely manner and maintain throughout the duration of the project. The Contractor shall keep a copy of the BMP list and any modification to the list at the job site and in the general business office of the Contractor. In addition, the Contractor shall make available to the City copies of all modifications to the BMP list. The BMP list shall be made available upon request of a representative of the Fresno Metropolitan Flood Control District, Regional Water Quality Control Board, State Water Resources Control Board or U. S. Environmental Protection Agency. Requests by the public shall be directed to Construction Management.

Notice of violation and/or fines for any non-compliance will be the responsibility of the Contractor.

Manage work activities to reduce the discharge of pollutants to surface waters, groundwater, or municipal separate storm sewer systems including work items shown in the Bid Item List for:

1. Prepare Storm Water Pollution Prevention Plan. SWPPP preparation includes obtaining SWPPP approval, amending the SWPPP, preparing a CSMP and a SAP, and monitoring and inspecting WPC practices at the job site.

2. Storm Water Annual Report. Storm Water Annual Report preparation includes certifications, monitoring and inspection results, and obtaining Storm Water Annual Report acceptance.

3. Storm Water Sampling and Analysis Day. Storm Water Sampling and Analysis Day includes reporting of storm water quality per qualifying rain event. If specified for the risk level, the work includes preparation, collection, analysis, and reporting of storm water samples for turbidity, pH, and other constituents.

4. Rain Event Action Plan. If specified for the project risk level, REAP preparation includes preparing and submitting REAP forms and monitoring weather forecasts.

Do not start work until:

1. SWPPP is approved by the City.

2. SWPPP is uploaded onto the SMART System.

3. WDID is issued.

4. SWPPP review requirements have been fulfilled. If the RWQCB requires time for SWPPP review, allow 30 days for the RWQCB to review the SWPPP as specified under "Submittals" of these special provisions.

This project is anticipated to be Risk Level 1.

Definitions and Abbreviations
active and inactive areas: (1) Active areas have soil disturbing work activities occurring at least once within 14 days, and (2) Inactive areas are areas that have not been disturbed for at least 15 days.

BMPs: Best Management Practices are water pollution control practices. construction phase: Construction phases are (1) Highway Construction including work activities for building roads and structures, (2) Plant Establishment including maintenance on vegetation installed for final stabilization, and (3) Suspension where work activities are suspended and areas are inactive.

ITEM 15
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CSMP: Construction Site Monitoring Program.

NAL: Numeric Action Level.

NEL: Numeric Effluent Limit.

NPDES: National Pollutant Discharge Elimination System.

NOI: Notice of Intent.

Normal working hours: The hours you normally work on this project.

Preparation Manual: The Department's "Storm Water Pollution Prevention Plan and Water Pollution Control Program Preparation Manual."
QSD: Qualified SWPPP Developer.

QSP: Qualified SWPPP Practitioner.

Qualified rain event: A qualified rain event is a storm that produces at least 0.5 inch of precipitation with a 48 hour or greater period between storms.

REAP: Rain Event Action Plan.

RWQCB: Regional Water Quality Control Board.

SAP: Sampling and Analysis Plan.

SSC: Suspended Sediment Concentration.

SWRCB: State Water Resources Control Board. SWPPP: Storm Water Pollution Prevention Plan.

WDID: Waste Discharge Identification Number. WPC: Water Pollution Control.

WPC Manager: Water Pollution Control Manager. The WPC Manager implements water pollution control work described in the SWPPP and oversees revisions and amendments to the SWPPP.

Submittals
Within 20 days after contract approval, start the following process for SWPPP approval:

1. Submit 3 copies of the SWPPP and allow 20 days for the Engineer's review. If revisions are required, the Engineer provides comments and specifies the date that the review stopped.

2. Change and resubmit the SWPPP within 15 days of receipt of the Engineer's comments.

The Engineer's review resumes when the complete SWPPP is resubmitted.

3. When the Engineer approves the SWPPP, submit an electronic and 4 printed copies of the approved SWPPP.

4. If the RWQCB reviews the approved SWPPP, the Engineer submits one copy of the approved SWPPP to the RWQCB for their review and comment. RWQCBs requiring time to review SWPPPs include:

5. If the Engineer requests changes to the SWPPP based on RWQCB comments, amend the SWPPP within 10 days.

Submit:

1. Storm water training records including training dates and subjects for employees and subcontractors. Include dates and subjects for ongoing training, including tailgate meetings.

2. Employee training records.

2.1. Within 5 days of SWPPP approval for existing employees

2.2. Within 5 days of training for new employees

2.3. At least 5 days before subcontractors start work for subcontractor's employees ITEM 15
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Prepare a Storm Water Annual Report for the reporting period from July 1st to June 30th. For the prior reporting period, submit the report no later than July 15th if construction occurs from July 1st through June 30th or within 15 days after contract acceptance if construction ends before June 30th.

Submit the Storm Water Annual Report as follows:

1. Submit 2 copies of the Storm Water Annual Report and allow 10 days for the Engineer's review. If revisions are required, the Engineer provides comments and specifies the date that the review stopped.

2. Change and resubmit the Storm Water Annual Report within 5 days of receipt of the Engineer's comments. The Engineer's review resumes when the complete Storm Water Annual Report is resubmitted.

3. When the Engineer accepts the Storm Water Annual Report, insert the WPC Manager's signed certification and the Engineer's signed certification.

Submit one electronic copy and 2 printed copies of the accepted Storm Water Annual Report.

Submit as required:

1. NAL Exceedance Reports

2. NEL Exceedance Reports

3. Visual Monitoring Reports

4. Inspection Reports

5. BMP Status Report
At least 5 days before operating any construction support facility, submit:

1. A plan showing the location and quantity of WPC practices associated with the construction support facility

2. A copy of the NOI approved by the RWQCB and the SWPPP approved by the RWQCB if you will be operating a batch plant or a crushing plant under the General Industrial Permit Quality Control and Assurance Training
Provide storm water training for:

1. Project managers

2. Supervisory personnel

3. Employees involved with WPC work
Train all employees, including subcontractor's employees, in the following subjects:

1. WPC rules and regulations

2. Implementation and maintenance for:

2.1. Temporary Soil Stabilization

2.2. Temporary Sediment Control

2.3. Tracking Control

2.4. Wind Erosion Control

2.5. Material pollution prevention and control

2.6. Waste management

2.7. Non-storm water management

2.8. Identifying and handling hazardous substances
ITEM 15
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2.9. Potential dangers to humans and the environment from spills and leaks or exposure to toxic or hazardous substances

Employees must receive initial WPC training before working on the job site. Conduct weekly training meetings covering:

1. WPC BMP deficiencies and corrective actions

2. BMPs that are required for work activities during the week

3. Spill prevention and control

4. Material delivery, storage, use, and disposal

5. Waste management

6. Non-storm water management procedures

Training for personnel to collect water quality samples must include:

1. SAP review

2. Health and safety review

3. Sampling simulations

A Storm Water Information Handout has been prepared for this contract and is available as described in "Supplemental Project Information" of these special provisions.

If you operate construction support facilities, protect storm water systems or receiving waters from the discharge of potential pollutants by using WPC practices.

Construction support facilities include:

1. Staging areas

2. Storage yards for equipment and materials

3. Mobile operations

4. Batch plants for PCC and HMA

5. Crushing plants for rock and aggregate

6. Other facilities installed for your convenience such as haul roads If you operate a batch plant to manufacture PCC, HMA, or other material; or a crushing plant to produce rock or aggregate; obtain coverage under the General Industrial General Permit. You must be covered under the General Industrial Permit for batch plants and crushing plants located:

1. Outside of the job site

2. Within the job site that serve one or more contracts Discharges from manufacturing facilities such as batch plants must comply with the general waste discharge requirements for Order No. 2014-0057-DWQ as amended by Order 205-0122-DWQ, NPDES General Permit No. CAS000001, issued by the SWRCB for "Discharge of Stormwater Associated with Industrial Activities Excluding Construction Activities." For the General Industrial Permit, go to:

http://www.waterboards.ca.gov/

You may obtain copies of the Preparation Manual from the Publication Distribution Unit. The mailing address for the Publication Distribution Unit is:

ITEM 15
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State of California
Department of Transportation
Publication Distribution Unit
1900 Royal Oaks Drive
Sacramento, California 95815
Telephone: (916) 445-3520
The Preparation Manual and other WPC references are available at the Department's "Construction Storm Water and Water Pollution Control" Web site. For the Web site, go to:
https://doc.ca.gtov/programs/construction/storm-water
-and-water-pollution-control
Wa
ter Pollution Control Manager
Assign one WPC Manager to implement the SWPPP. The WPC Manager must comply with the Permit qualifications for a QSP and a QSD. You may assign a different QSD to prepare the SWPPP.

The QSD must have the following qualifications:

1. Department approved storm water management training described in the Department's "
Construction Storm Water and Water Pollution Control" web site

2. Registration or certification described in the Permit T
he QSP must meet the qualifications of the QSD or have the following certifications:

1. Department approved storm water management training described in the Department's "
Construction Storm Water and Water Pollution Control" web site

2. Certification described in the Permit
A
t the job site, the WPC Manager must:

1. Be responsible for WPC work

2. Be the primary contact for WPC work

3. Oversee the maintenance of WPC practices

4. Oversee and enforce hazardous waste management practices

5. Have the authority to mobilize crews to make immediate repairs to WPC practices

6. Ensure that all employees have current water pollution control training

7. Implement the approved SWPPP and amend the SWPPP when required W
PC Manager must oversee:

1. Inspections of WPC practices identified in the SWPPP

2. Inspections and reports for visual monitoring

3. Preparation and implementation of REAPs

4. Sampling and analysis

5. Preparation and submittal of:

5.1. NAL exceedance reports

5.2. NEL exceedance reports

5.3. SWPPP annual certification

5.4. Annual reports

5.5. BMP status reports
ITEM 15
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Storm Water Pollution Prevention Plan (SWPPP)
General
SWPPP work includes preparing a SWPPP including a CSMP, obtaining SWPPP approval, amending the SWPPP, inspecting and reporting on WPC practices at the job site. The SWPPP must comply with the Preparation Manual and the Permit. The SWPPP must be submitted in place of the water pollution control program under Section 13-2, "Water Pollution Control Program," of the Standard Specifications.

Additional WPC work will be paid for as extra work under Section 4-1.05, "Changes and Extra Work," of the Standard Specifications.

The SWPPP must include sections as specified for the project risk level as follows:

1. For risk level 1:

1.1. Schedule

1.2. CSMP

2. For risk level 2:

2.1. Schedule

2.2. CSMP

2.3. Adherence to Effluent Standards for NALs

2.4. REAP

3. For risk level 3:

3.1. Schedule

3.2. CSMP

3.3. Adherence to Effluent Standards for NALs and NELs

3.4. REAP
T
he SWPPP must include WPC practices for:

1. Storm water and non-stormwater from areas outside of the job site related to project w
ork activities such as:

1.1. Staging areas

1.2. Storage yards

1.3. Access roads

2. Activities or mobile operations related to contractor obtained NPDES permits

3. Construction support facilities
T
he SWPPP must include a copy of permits obtained by the Department such as Fish & Game permits, US Army Corps of Engineers permits, RWQCB 401 Certifications, and RWQCB Waste Discharge Requirements for Aerially Deposited Lead Reuse.

Amend the SWPPP annually and resubmit it by July 15th. Amend the SWPPP if:

1. Changes in work activities could affect the discharge of pollutants

2. WPC practices are added by change order work

3. WPC practices are added at your discretion

4. Changes in the amount of disturbed soil are substantial ITEM 15
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5. Objectives for reducing or eliminating pollutants in storm water discharges have not b
een achieved

6. There is a Permit violation
W
henever you amend the SWPPP, follow the same process specified for SWPPP approval.

Retain a printed copy of the approved SWPPP at the job site.

SWPPP Schedule
The SWPPP schedule must:

1. Describe when work activities will be performed that could cause the discharge of p
ollutants into storm water

2. Describe WPC practices associated with each construction phase

3. Identify soil stabilization and sediment control practices for disturbed soil areas C
onstruction Site Monitoring Program (CSMP)
General
The QSD must prepare a CSMP as part of the SWPPP. The CSMP must be developed before starting work and be revised to reflect current construction activities as necessary.

The CSMP must include sections for the project risk level as follows:

1. For risk level 1:

1.1. Visual Monitoring

1.2. SAP for Non-Visible Pollutants

2. For risk level 2:

2.1. Visual Monitoring

2.2. SAP for Non-Visible Pollutants

2.3. SAP for sediment and turbidity

2.4. SAP for pH

3. For risk level 3:

3.1. Visual Monitoring

3.2. SAP for Non-Visible Pollutants

3.3. SAP for sediment and turbidity

3.4. SAP for pH

3.5. SAP for receiving waters

3.6. SAP for temporary active treatment systems
V
isual Monitoring
The WPC Manager must oversee the performance of visual inspections for qualifying rain events.

For each qualifying rain event, perform visual inspections and record observations during normal working hours as follows:

1. Record the time, date, and rain gauge reading

2. Observe:

2.1. Within 2 days before the storm:
2 .1.1 Drainage areas for spills, leaks, or uncontrolled pollutants

2.1.2 Proper implementation of WPC practices
ITEM 15
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2.1.3 Storm water storage areas for leaks and adequate freeboard

2.2. Every 24 hours during the storm:
2 .2.1 WPC practices for effective operation

2.2.2 WPC practices needing maintenance and repair

2.3. Within 2 days after the storm event:
2 .3.1. Discharge locations

2.3.2. WPC practices to evaluate the design, implementation, and effectiveness

2.3.3. To identify where additional WPC practices may be needed.

Perform non-stormwater discharge visual inspections as follows:

1. At least once during each of the following periods:

1.1. January through March

1.2. April through June

1.3. July through September

1.4. October through December

2. Observe flowing and contained storm water for the presence of floating and suspended m
aterials, sheen on the surface, discoloration, turbidity, odors, and sources of observed pollutants

3. Observe the job site for the presence of authorized and unauthorized non-stormwater d
ischarges and their sources
The WPC Manager must prepare visual inspection reports that include the following:

1. Name of personnel performing the inspection, inspection date, and date inspection report c
ompleted

2. Storm and weather conditions

3. Locations and observations

4. Corrective actions taken
M
aintain visual inspections reports at the job site as part of the SWPPP.

Sampling and Analysis Plan (SAP)
General
Include a SAP in the CSMP to monitor the effectiveness of WPC practices. The SAP must comply with the Preparation Manual.

Assign trained personnel to collect water quality samples. Document their training in the SAP.

Describe the following water quality sampling procedures in the SAP:

1. Sampling equipment

2. Sample preparation

3. Collection

4. Field measurement methods

5. Analytical methods

6. Quality assurance and quality control

7. Sample preservation and labeling

8. Collection documentation

9. Sample shipping
ITEM 15
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10. Chain of custody

11. Data management and reporting

12. Precautions from the construction site health and safety plan

13. Laboratory selection and certifications

Whenever assigned field personnel take samples, comply with the equipment manufacturer's recommendation for collection, analysis methods, and equipment calibration.

Samples taken for laboratory analysis must follow water quality sampling procedures and be analyzed by a State-certified laboratory under 40 CFR Part 136, "Guidelines Establishing Test Procedures for the Analysis of Pollutants."

The SAP must identify the State-certified laboratory, sample containers, preservation requirements, holding times, and analysis method. For a list of State-certified laboratories, go to:

https://www.waterboards.ca.gov/drinking_water/certli
c/labs/

Include procedure for sample collection during precipitation.

Retain water quality sampling documentation and analytical results with the SWPPP at the job site.

Show pollutant sampling locations on SWPPP drawings.

If discharges or sampling locations change because of changed work activities or knowledge of site conditions, amend the SAP.

If the project is risk level 2 or risk level 3, include procedures for collecting and analyzing at least 3 samples for each day of each qualifying rain event. Describe the collection of effluent samples at all locations where the storm water is discharged off-site.

Analytical Results and Evaluation
Submit an electronic copy (in file format .xls, .txt, .csv, .dbs, or .mdb) and a printed copy of water quality analytical results, and quality assurance and quality control within 48 hours of field analysis sampling, and within 30 days for laboratory analysis. Also provide an evaluation of whether the downstream samples show levels of the tested parameter that are higher than the control sample.

Electronic water quality analysis results must have the following information:

1. Sample identification number

2. Contract number

3. Constituent

4. Reported value

5. Analytical method

6. Method detection limit

7. Reported limit

ITEM 15
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SAP for Non-Visible Pollutants
The SAP must include a description of the sampling and analysis strategy for monitoring non- visible pollutants.

The SAP must identify potential non-visible pollutants present at the job site associated with any of the following:

1. Construction materials and waste

2. Existing contamination due to historical site usage

3. Application of soil amendments, including soil stabilization materials, with the potential t
o change pH or contribute toxic pollutants to storm water SWPPP drawings must show the locations planned for storage and use of potential non-visible pollutants.

The SAP must include sampling procedures for the following conditions when observed during a storm water visual inspection. For each of the following, collect at least one sample for each qualifying storm event:

1. Materials or waste containing potential non-visible pollutants that are not stored under w
atertight conditions

2. Materials or waste containing potential non-visible pollutants that are stored under w
atertight conditions, but a breach, leakage, malfunction, or spill is observed; the leak or spill has not been cleaned up before precipitation; and material or waste could discharge non-visible pollutants to surface waters or drainage system

3. Chemical applications, including fertilizer, pesticide, herbicide, methyl methacrylate c
oncrete sealant, or non-pigmented curing compound used during precipitation or within 24 hours preceding precipitation, and could discharge pollutants to surface waters or drainage system

4. Applied soil amendments, including soil stabilization materials that could change pH l
evels or contribute toxic pollutants to storm water runoff and discharge pollutants to surface waters or drainage system, unless available independent test data indicates acceptable concentrations of non-visible pollutants in the soil amendment

5. Storm water runoff from an area contaminated by historical usage of the site that could d
ischarge pollutants to surface waters or drainage systems The SAP must provide sampling procedures and schedule for:

1. Sample collection during the first 2 hours of each rain event that generate runoff

2. Sample collection during normal working hours

3. Each non-visible pollutant source

4. Uncontaminated control sample
The SAP must identify locations for sampling downstream and control samples, and reasons for selecting those locations. Select control sample locations where the sample will not come in contact with materials, waste, or areas associated with potential non-visible pollutants or disturbed soil areas.

ITEM 15
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SAP for Sediment and Turbidity
If the project is risk level 2 or risk level 3, sample and analyze for turbidity:

Parameter Test Method Detection Limit
(Min)
Unit
Turbidity Field test with calibrated
portable instrument
1 NTU
If the project is risk level 3 and the turbidity NEL has been exceeded, sample and analyze for SSC:

Parameter Test Method Detection Limit
(Min)
Unit
SSC ASTM Method D3977-97 5 Mg/L

SAP for pH
If the project is risk level 2 or risk level 3, sample and analyze for pH:

Parameter Test Method Detection Limit
(Min)
Unit
pH Field test with calibrated
portable instrument

0.2 pH units

SAP for Receiving Waters
If the project is risk level 3, describe procedures for obtaining samples from representative and accessible locations:

1. Upstream of the discharge point

2. Downstream of the discharge point

Show receiving water sampling locations on SWPPP drawings.

If there are several discharge points, describe procedures for obtaining samples from a single upstream and a single downstream location.

Rain Event Action Plan (REAP)
REAP work includes preparing and submitting REAP forms and monitoring weather forecasts. The WPC Manager must submit a REAP to protect the job site at least 48 hours before a predicted rain event.

Prepare a REAP when the National Weather Service is predicting at least a 50 percent probability of precipitation within 72 hours.

ITEM 15
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For the REAP, use approved forms and include:

1. Site location

2. Risk level

3. Contact information including 24-hour emergency phone numbers for:

3.1. WPC Manager

3.2. Erosion and sediment control providers or subcontractors

3.3. Storm water sampling providers or subcontractors

4. Storm Information

5. Construction phase information for:

5.1. Highway Construction including active and inactive areas for work activities for b
uilding roads and structures

5.2. Plant Establishment including maintenance on vegetation installed for final s
tabilization where areas are inactive

5.3. Suspension where work activities are suspended and areas are inactive

6. Construction phase information including:

6.1. Construction activities

6.2. Subcontractors and trades on the job site

6.3. Pre-storm activities including:

6.3.1. Responsibilities of the WPC Manager

6.3.2. Responsibilities of the crew and crew size

6.3.3. Stabilization for active and inactive disturbed soil areas

6.3.4. Stockpile management

6.3.5. Corrective actions taken for deficiencies identified during pre-storm visual i
nspection

6.4. Activities to be performed during storm events including:

6.4.1. Responsibilities of the WPC Manager

6.4.2. Responsibilities of the crew and crew size

6.4.3. BMP maintenance and repair

6.5. Description of flood contingency measures
Y
ou must have the REAP onsite at least 24 hours before a predicted rain event. A printed copy of each REAP must be at the job site as part of the SWPPP
Implement the REAP including mobilizing crews to complete activities no later than 24 hours before precipitation occurs.

Implementation Requirements
SWPPP Implementation
Obtain, install, and maintain a rain gauge at the job site. Observe and record daily precipitation.

Monitor the National Weather Service Forecast Office on a daily basis. For forecasts, go to:
https://www.weather.gov/hnx/
Wh
enever you or the Engineer identifies a deficiency in the implementation of the approved SWPPP:

ITEM 15
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1. Correct the deficiency immediately, unless the Engineer agrees to a later date for making the correction

2. Correct the deficiency before precipitation occurs
If you fail to correct the deficiency by the agreed date or before the onset of precipitation, the Department may correct the deficiency and deduct the cost of correcting the deficiency from payment.

Continue SWPPP implementation during any temporary suspension of work activities.

Install WPC practices within 15 days or before predicted precipitation, whichever occurs first.

Numeric Action Levels (NALs)
If the project is risk level 2 or risk level 3, then it is subject to NALs:

Parameter Test Method Detection
Limit (Min)
Unit Numeric Action Limit

pH Field test calibrated
with portable
instrument

0.2 pH units Lower NAL = 6.5
Upper NAL = 8.5
Turbidity Field test calibrated
with portable
instrument
1 NTU 250 NTU
Nu
meric Effluent Limits (NELs)
If the project is risk level 3, then it is subject to NELs:

Parameter Test Method Detection
Limit (Min)
Unit Numeric Effluent Limit
pH Field test calibrated
with portable
instrument

0.2 pH units Lower NEL = 6.0
Upper NEL = 9.0
Turbidity Field test calibrated
with portable
instrument
1 NTU 500 NTU
Th
e storm event daily average for storms up to the 5-year, 24-hour storm, must not exceed the NEL for turbidity.

The daily average sampling results must not exceed the NEL for pH.

Storm Water Sampling and Analysis Day
Storm Water Sampling and Analysis Day work includes preparation, collection, analysis, and reporting of storm water samples for turbidity, pH, and other constituents. If the project is risk level 2 or risk level 3, and there is a qualified rain event that produces runoff, comply with the project's SAP for preparation, collection, analysis, and reporting of storm water samples. Collect:

ITEM 15
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1. Samples for each non-visible pollutant source and a corresponding uncontaminated control sample

2. Samples for turbidity, pH, and other constituents as specified

3. At least 3 samples for each day of each qualifying rain event

4. Samples for all locations where the storm water is discharged off-site Perform sample collection during:

1. First 2 hours of each qualified rain event that produces runoff

2. Normal working hours
If the project is risk level 3, obtain receiving water samples.

You are not required to physically collect samples during dangerous weather conditions such as flooding or electrical storms.

If downstream samples show increased levels, assess WPC practices, site conditions, and surrounding influences to determine the probable cause for the increase.

Inspection
The WPC Manager must oversee inspections for WPC practices identified in the SWPPP:

1. Before a forecasted storm

2. After precipitation that causes site runoff

3. At 24-hour intervals during extended precipitation

4. On a predetermined schedule, a minimum of once a week The WPC Manager must oversee daily inspections of:

1. Storage areas for hazardous materials and waste

2. Hazardous waste disposal and transporting activities

3. Hazardous material delivery and storage activities

4. WPC practices specified under "Construction Site Management" of these special provisions
The WPC Manager must use the Storm Water Site Inspection Report provided in the Preparation Manual.

The WPC Manager must prepare BMP status reports that include the following:

1. Location and quantity of installed WPC practices

2. Location and quantity of disturbed soil for the active or inactive areas Within 24 hours of finishing the weekly inspection, the WPC Manager must submit:

1. Copy of the completed site inspection report

2. Copy of the BMP status report
ITEM 15
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Reporting Requirements
Storm Water Annual Report

Storm Water Annual Report work includes certifications, monitoring and inspection results, and obtaining Storm Water Annual Report acceptance. The WPC Manager must prepare a Storm Water Annual Report. The report must:

1. Use an approved report format

2. Include project information including description and location

3. Include storm water monitoring information including:

3.1. Summary and evaluation of sampling and analysis results including laboratory reports

3.2. Analytical methods, reporting units, detections limits for analytical parameters

3.3. Summary of corrective actions

3.4. Identification of corrective actions or compliance activities that were not implemented

3.5. Summary of violations

3.6. Names of individuals performing storm water inspections and sampling

3.7. Logistical information for inspections and sampling including location, date, time, and precipitation

3.8. Visual observations and sample collection records

4. Include documentation on training for:

4.1. Individuals responsible for NPDES permit compliance

4.2. Individuals responsible for BMP installation, inspection, maintenance, and repair

4.3. Individuals responsible for preparing, revising, and amending the SWPPP NAL Exceedance Report
If the project is risk level 2 or risk level 3 and an effluent sample exceeds a NAL, notify the Engineer and submit a NAL Exceedance Report no later than 48 hours after the conclusion of the storm event. The report must:

1. Include the following field sampling results and inspections:

1.1. Analytical methods, reporting units, and detection limits

1.2. Date, location, time of sampling, visual observation and measurements

1.3. Quantity of precipitation of the storm event

2. Description of BMPs and corrective actions taken to manage NAL exceedance

NEL Violation Report
If the project is risk level 3 and an NEL is exceeded, notify the Engineer and submit a NEL Violation Report within 6 hours. The report must:

1. Include the following field sampling results and inspections:

1.1. Analytical methods, reporting units, and detection limits

1.2. Date, location, time of sampling, visual observations and measurements

1.3. Quantity of precipitation of the storm event

2. Description of BMPs and corrective actions taken to manage NEL exceedance

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If the project is risk level 2 or risk level 3, submit all sampling results to the Engineer no later than 48 hours after the conclusion of a storm event.

Payment
The contract lump sum price paid for “Water Pollution Control” includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved in street sweeping, including disposal of collected material, as shown on the plans, as specified in the Standard Specifications, these special provisions, and as directed by the Engineer.

The contract lump sum price paid for prepare storm water pollution prevention plan includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved in preparing, obtaining approval of, and amending the SWPPP and CSMP, inspecting water pollution control practices, as specified in the Standard Specifications and these special provisions, and as directed by the Engineer.

The City does not adjust payment for an increase or decrease in the quantity of storm water sampling and analysis day.

You may request or the Engineer may order laboratory analysis of storm water samples. Laboratory analysis of storm water samples will be paid for as extra work under Section 4- 1.05D, “Extra Work,” of the State Standard Specifications.

The City does not pay for the preparation, collection, laboratory analysis, and reporting of storm water samples for non-visible pollutants if WPC practices are not implemented before precipitation or if a failure of a WPC practice is not corrected before precipitation.

The City does not pay for implementation of WPC practices in areas outside the highway right- of- way not specifically provided for in the plans or in the special provisions.

The City does not pay for WPC practices installed at your construction support facilities.

WPC practices for which there are separate bid items of work are measured and paid for as those bid items of work.

Street Sweeping
This work includes street sweeping.

The SWPPP must describe and include the use of street sweeping as a water pollution control practice for sediment control and tracking control.

Submittals
At least 5 business days before starting clearing and grubbing, earthwork, or other activities with the potential for tracking sediment or debris, submit:

1. Number of sweepers described in the SWPPP

2. Type of sweeper technology
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Quality Control and Assurance
Retain and submit records of street sweeping including:

1. Quantity of sweeping waste disposal

2. Sweeping times and locations

Construction
Street Sweepers
Sweepers must use one of these technologies:

1. Mechanical sweeper followed by a vacuum-assisted sweeper

2. Vacuum-assisted dry (waterless) sweeper

3. Regenerative-air sweeper

Operation
Street sweeping must be done at:

1. Paved roads at job site entrance and exit locations

2. Paved areas within the job site that flow to storm drains or water bodies

Street sweeping must be done:

1. During clearing and grubbing activities

2. During earthwork activities

3. During trenching activities

4. During roadway structural section activities

5. When vehicles are entering and leaving the job site

6. After soil disturbing activities

7. After observing offsite tracking of material

Monitor paved areas and roadway within the jobsite. Street sweeping must be done:

1. Within 1 hour, if sediment or debris is observed during activities that require sweeping

2. Within 24 hours, if sediment or debris is observed during activities that do not require sweeping

At least 1 sweeper must be on the job site at all times when sweeping work is required. The sweeper must be in good working order.

Perform street sweeping to minimize dust. If dust generation is excessive or sediment pickup is ineffective, use water or a vacuum.

You may stockpile collected material on the jobsite according to the approved SWPPP. Dispose of collected material at least once per week.

Material collected during street sweeping must be removed and disposed of under Section 13-

4.03F, "Sweeping," of the Standard Specifications.

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Your WPCM must inspect paved roads at job site access points:

1. Daily if earthwork and other sediment or debris generating activities occur daily

2. Weekly if earthwork and other sediment or debris generating activities do not occur daily

3. When the National Weather Service predicts precipitation with a probability of at least 30 percent
Full compensation for conforming to the requirements of this section shall be considered as included in the price paid for the various contract items of work involved and no additional compensation will be made.

Monumentation
As of the date of the start of Notice to Proceed (NTP), the contractor shall comply with preservation of all survey monuments as shown on record maps and on the project plan of the job site. As required in the Business and Professional Code Section §8771, when monuments exist that control the location of subdivisions, tracts, boundaries, roads, streets, or highways, or provide horizontal or vertical survey control, the monuments shall be located and referenced by or under the direction of a licensed land surveyor or registered civil engineer prior to the time when any streets, highways, other rights-of-way, or easements are improved, constructed, reconstructed, maintained, resurfaced, or relocated, and a corner record or record of survey of the references shall be filed with the county surveyor prior to any construction.

The decision to file either the required corner record or a record of survey pursuant to subdivision shall be at the election of the licensed land surveyor or registered civil engineer submitting the document.

If a survey monument is destroyed after the NTP, the Contractor shall be responsible for the replacement of the monument.

A survey monument will be considered destroyed that has been:
• Moved more than 0.02 ft in any direction from the ties provided by and certified by a Licensed Land Surveyor
• Broken.
• Disturbed to a point that the survey monument’s position is no longer fixed or stable. • Removed from the ground for any reason.
• Vertically adjusted without the written authorization of the City Engineer.

Adjustment of survey monuments shall be completed under the direction of a Land Surveyor or a Registered Engineer licensed to practice in the State of California. The City Engineer or the City Surveyor shall be provided with the final positional data (both horizontal and/or vertical), along with certification by the Land Surveyor licensed by the State of California supervising the work that the position of adjusted monument meets the specification that the horizontal position is maintained within 0.01 ft of the original position of the monument and/or that the vertical position shall be within

0.006 ft relative to the measured difference between the original and the final adjusted vertical position of the monument. A corner record or record of survey shall be filed with the county surveyor to satisfy Business and Professional Code Section §8771.

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DESTROYED SURVEY MONUMENT
Any survey monument that is destroyed after the date of the start of work, and the responsible party is unclear or not determinable, the monument shall be replaced by the City of Ceres, unless otherwise approved by the City Engineer, and there shall be a $2,000.00 deduction from the cost of the contract in favor of the City of Ceres.

REMOVE EXISTING SURVEY MONUMENT
This shall include the cost of: removing, cleaning and storing existing monument, frame and cover; making arrangement for pickup; and disposal of damaged or unusable monument, frame and cover.

INSTALL NEW MONUMENT FRAME AND COVER
This shall include the cost of purchasing and installing the new frame and cover; removing and disposing existing frame and cover.

RESET EXISTING MONUMENT FRAME AND COVER
This shall include the cost of removing, cleaning, and resetting existing frame and cover.

VERTICAL ADJUSTMENT OF EXISTING SURVEY MONUMENT
This shall include the cost of: removing, cleaning, and reinstalling existing frame and cover; reestablishing the point of elevation and the theoretical position value. The price shall also include the filing of all necessary documents with the proper agencies.

Where all or part of a project is within the City of Ceres limits, the Contractor shall adhere to the City of Ceres Survey Monument Specification – M-5 - SURVEY MONUMENTATION for those monuments that are part of the project within the city limits.

Payment will be made only if monument(s) may be affected by the proposed work, and then only for ordinary and necessary expenses of compliance with this section.

As-Built Drawings
Record Drawings shall be submitted before the notice of completion is filed and must include the following:
• Shall be submitted on Mylar, at least 24”x 36”, and shall bear the name, address, telephone number of the firm preparing the drawings and in electronic (AutoCAD) format. • Surveyor’s/Engineers statement (with embossed or wet seal and with and original signature on each sheet) shall verify the as-built drawings reflect the true conditions in the field. • Contractor’s statement (with original signature on each sheet) shall verify all construction specifications and product qualities have been met or exceeded. • “AS-BUILT DRAWINGS” or “RECORD DRAWINGS” shall be clearly labeled on each sheet. • The location and elevation of the benchmark referenced will be shown on the drawing. • Corrected placement, grade, elevation and alignment of roads, water system, sewer and storm system, lighting system and appurtenances, pipe sizes, material changes, shall all be shown on as-built drawing.
• All horizontal distances shall be shown to the nearest tenth of a foot (0.1’). All elevations shall be shown to the nearest five hundredths of a foot (0.05’).

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Full compensation for conforming to the requirements of this section shall be considered as included in the price paid for the various contract items of work involved and no additional compensation will be made.

Tree Pruning & Clearing and Grubbing
The Contractor shall be responsible to cut tree branches that extend over the roadway and hang within 20 feet of finished grade or clear height of the spreading/paving equipment and for balancing all trees pruned as necessary. It is the Contractor's sole responsibility to conduct a site inspection to have a clear understanding of the project site and existing conditions. Included in this item is clearing construction areas from all vegetation such as trees, grass, weeds, and all other objectionable material including concrete, masonry, and debris. Tree pruning and clearing the area shall be in accordance with Section 17-2, “Clearing and Grubbing,” of the State Standard Specifications. Tree pruning shall be completed professionally and in accordance with the industry standard of care and shall be approved by the City Parks Division.

The contract lump sum price paid for “Tree Pruning & Clearing and Grubbing” shall include full compensation for furnishing all labor, materials, tools, equipment and incidentals necessary for the completion of this item and as specified in these Construction Details and no additional compensation will be allowed therefore.

Crack Treatment
The Contractor shall treat cracks from ¼” to 1-½” in width for the entire length of crack in conformance with the provisions in Section 37-6, “Crack Treatment,” of the Standard Specifications.

For hot-applied crack treatment material, blast cracks with oil-free compressed air at a pressure of at least 90 psi and torch/burn the cracks to remove all organic materials. Cracks must be clean, dry and free of organic materials before treating. Heat and apply hot-applied crack treatment material according to the manufacturer’s instructions.

Crack treatment material shall only be applied to streets where only slurry is applied. Streets receiving cape seal treatment shall not receive crack treatment material, but the cracks shall still be prepped (must be clean, dry and torched) before applying cape seal.

For cracks larger than 1-½” in width, rout cracks or saw cut to form a reservoir. Cracks must be clean, dry, and torch before treating. Blast cracks with oil-free compressed air at a pressure of at least 90 psi. Apply tack coat to all surfaces/edges in conformance with the provisions in Section 39-

2.01C(3)(f), “Tack Coat,” of the Standard Specifications. Then apply a hot-mix asphalt in conformance with the provisions in Section 39-2, “Hot Mix Asphalt,” of the Standard Specifications.

The contract lump sum price paid for “Crack Treatment” shall include full compensation for furnishing all labor, materials, tools, equipment and incidentals necessary for the completion of this item and as specified in these Construction Details and no additional compensation will be allowed, therefore.

Cape Seal
This work shall consist of a bituminous surface Asphalt Rubber Aggregate Membrane (ARAM) composed of a single application of Asphalt-Rubber material and hot pre-coated 3/8” aggregate, followed by a Fiber Reinforced Type II Slurry Seal (See Fiber Slurry Seal Section). This two-step ITEM 15
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process is referred to here as, Cape Seal. All layers of this treatment shall be included solely as a part of this bid item.

This specification requires the application of a specified blend of asphalt-rubber binder material (i.e. a field blend product). This specification expressly determines that the asphalt-rubber binder material specified herein (i.e. a field blend product) and modified binder, rubber modified asphalt or PG 76-22TR (i.e. terminal blend products) are sufficiently different such that they are not functionally equivalent. Therefore, any substitutions for the asphalt-rubber binder material specified herein, such as but not limited to any rubber modified asphalt binder (i.e. a terminal blend product) will not be accepted.

Prior to 72 hours before beginning cape and fiber slurry seal operations, the contractor shall notify all residents, businesses and agencies by an approved written notice detailing streets and limits of work to be done and the hours of work. Notices will be provided as “door hangers” inside plastic bags to prevent weather from affecting proper notice requirements. The contractor shall also post 48-hour notices on all streets that are to be worked upon with temporary "No Parking - Tow Away" signs at 100-foot intervals. These signs shall also state the day of the week and hours of no parking.

Surface Preparation
Immediately before commencing the fiber slurry seal operations, all surface metal utility covers (including survey monuments) shall be protected by thoroughly covering the surface with an appropriate adhesive and oiled or plastic paper. No adhesive material shall be permitted to cover, seal or fill the joint between the frame and cover of the structure. Covers are to be uncovered and cleaned of fiber slurry material by the end of the same work day.

The contractor shall prepare the existing pave surfaces for fiber slurry seal work. Such preparation shall include thoroughly cleaning the area by sweeping, or other means necessary to remove all loose particles of paving, oil spots, vegetation, dirt, debris, litter, leaves and any other extraneous material. Surface to receive fiber slurry seal shall be prepared in accordance with the requirements specified for preparing surfaces as specified in Section 37-2.01C (3), “Surface Preparation,” of the Standard Specifications After the paved surface is cleaned, the contractor shall repair potholes and cracks as necessary in accordance with Section 39, Hot Mix Asphalt, and Section 37 Bituminous Seals of the Caltrans Specifications, to insure the pave surface is prepared for the fiber slurry seal and chip seal work.

Material Components
As
phalt Binder
The type and grade of PG asphalt binder utilized to manufacture the Asphalt Rubber binder shall be PG 64-16 which shall comply with requirements in Table #1 and Section 92 of Caltrans standard specifications.

Table #1 – PG Asphalt Cement Grading Requirements
Climate PG Grading
Cold PG 58-22
Moderate PG 64-16
Hot PG 70-10
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• Th e exact grade of PG asphalt cement, if different than PG 64-16, shall be determined by the Asphalt Rubber supplier dependent on the specific project requirements.

Granulated Reclaimed Tire Rubber
The Crumb Rubber Modifier (CRM) shall be produced primarily from the processing of whole automobile and truck tires. The rubber shall be produced by ambient temperature grinding processes only. The gradation of the CRM when tested in accordance with ASTM C136 (dry sieve only) and using a 100 gram sample, shall meet the requirements in Table #2.

Table #2 - CRM Grading Requirements
Sieve Size Scrap Tire Crumb Rubber High Natural Crumb Rubber #8 100 ---
#10 95 - 100 100
#16 35-85 92-100
#30 2 - 25 25-95
#50 0 - 10 6-35
#100 0-5 0-7
#200 0-2 0-3
Th
e use of CRM from multiple sources is acceptable provided that the overall blend of rubber meets the graduation requirements.

The individual CRM particles, irrespective of diameter, shall not be greater in length than 3/16 of an inch (5mm).

The CRM shall have a specific gravity of 1.15 ± 0.05 as determined by, and shall be free of loose fabric, wire and other contaminants except that up to 4 percent (by weight of rubber) calcium carbonate or talc may be added to prevent the rubber particles from sticking together. The rubber shall be sufficiently dry so as to be free flowing and not produce a foaming problem when blended with the hot asphalt cement. The CRM shall be accepted by certification from the approved supplier. The Reclaimed Tire CRM material shall conform to the chemical analysis in Table #3.

Table #3 - Reclaimed Tire CRM Chemical Requirements
Test ASTM Test
Method
Minimum Maximum
Acetone Extract D 297 6.0 % 16.0 %
Ash Content D 297 ---- 8.0 %
Carbon Black Content D 297 28.0 % 38.0 %
Rubber Hydrocarbon D 297 42.0 % 65.0 %
Natural Rubber Content D 297 22.0 % 39.0 %
No
te: All reclaimed tire rubber CRM shall be certified to have originated in California, and the CRM material will also be certified to have been processed in California, through invoice and bill of lading.

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Asphalt Modifier

Table #4 - Asphalt Modifier

Quality characteristic ASTM Test Method Requirement
Viscosity at 100 °C (m2/s x 10-6) ASTM D445 X ± 3a
Flash point (min, CL.O.C., °C) ASTM D92 207
Molecular analysis:

Asphaltenes by mass (max, %) ASTM D2007 0.1
Aromatics by mass (min, %) ASTM D2007 55

Asphalt Rubber Binder
The temperature of the blended PG asphalt cement shall not be less than 375° F nor more than 440° F when the CRM is homogenously blended, in the field. The combined materials shall be reacted for a minimum of 45 minutes after the incorporation of all the CRM. The Asphalt Rubber binder shall meet the requirements in Table #4 and Caltrans standards specifications, when the reaction/interaction is complete.

Table - Specification Limits for (Asphalt Rubber Binder)

Hot
Climate
Moderate
Climate
Cold
Climate
Apparent viscosity, 347° F
Spindle 3 @ 12 RPM: cps
(ASTM D2669)

Min
Max

1500
2500

1500
2500

1500
2500
Cone Penetration, 77° F (25° C),
150g, 5 sec; 1/10 dm (ASTM D217)
Min
Max
15 40
20 70
25 100
Softening Point, °F (° C) (ASTM D36) Min 170° F
(77° C)
160° F
(71° C)
150° F
(66° C)
Resilience, 77° F (25° C), %
(ASTM D3407)

Min

45 35

25 The viscosity shall be conducted by using a handheld HAAKE VISCOMETER, with rotor 1, 24mm in depth x 53mm in height, or equivalent. When applying Asphalt Rubber, the reacted Asphalt Rubber binder shall be maintained at a temperature of not less than 375° F and no more than 415° F. If material in a batch of Asphalt Rubber binder is not used within four hours after the reaction period is complete, heating of the material shall be discontinued.

When applying Asphalt Rubber, if the Asphalt Rubber binder temperature cools below 375° F and is then reheated, it shall be considered a reheat cycle. The total number of reheat cycles shall not exceed two (2). The binder materials shall be uniformly reheated to a temperature of not less than 375° F for application. Additional scrap tire CRM may be added to the reheated Asphalt Rubber binder and reacted for a minimum of 45 minutes and shall not exceed 10 percent of the total binder weight. Reheated Asphalt Rubber binder shall conform to the requirements for blended Asphalt Rubber binder.

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Asphalt Rubber Binder Formulation
The Asphalt Rubber binder supplier shall furnish to the Engineer the Asphalt Rubber binder formulations which shall contain the following information:

PG Asphalt Binder
• Source of PG Asphalt
• Grade of PG Asphalt
• Percentage of PG Asphalt by total weight of the Asphalt Rubber mixture • Percentage of Asphalt Modifier by total weight of the Asphalt Rubber mixture Reclaimed Tire Rubber (CRM)
• Source of CRM
• Grade of CRM
• Percentage of CRM and High Natural CRM by total weight of the Asphalt Rubber mixture
Aggregate Cover Material
Aggregate shall be composed of clean and durable crushed rock or crushed gravel conforming to the following requirements:

If the aggregate is to be crushed stone, it shall be manufactured from sound, hard, durable material of accepted quality and crushed to specification size. All strata, streaks and pockets of clay, dirt, sandstone, soft rock or other unsuitable material accompanying the sound rock shall be discarded and not allowed to enter the crusher.

If the aggregate material is to be crushed gravel, it shall consist of hard, durable fragments of stone or gravel of accepted quality and crushed to specification size. All strata, streaks, pockets of sand, excessively fine gravel, clay or other unsuitable material including all stones, rocks and boulders of inferior quality shall be discarded and not allowed to enter the crusher. The crushing of the gravel shall separate the #4, 3/8 and 1/2 inch sieves and shall have a minimum 95% of the particles with a minimum of one mechanically fractured face and 90% of the particles shall have a minimum of two mechanically fractured faces.

The crushed aggregate or crushed gravel shall not contain more that 8% by weight of flat or elongated pieces and shall be free from wood, roots and vegetable or other organic extraneous matter. The 3/8 inch crushed aggregate or crushed gravel shall have a minimum Cleanness Value (CV) of 80 and shall have a percentage of wear not more than 7 percent at 100 revolutions and not more than 30 percent at 500 revolutions, as determined by ASTM C131 or California Test Method 211.

The crushed aggregate for Asphalt Rubber binder applications shall meet the requirements for gradation given in Table 5.

Table #5 - Aggregate Gradation Requirements –Asphalt Rubber 3/8 inch Asphalt Rubber Aggregate Gradation
Sieve Size Percent Passing
1/2 inch (12 mm) 95-100
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3/8 inch (9 mm) 70 – 85
1/4 inch (4.75 mm) 0 – 15
#8 (2.36 mm) 0 – 5
#200 (75 µ m) 0 – 1
Th
e aggregate to be utilized shall be hot pre-coated with 0.5 to 1.0 percent PG asphalt cement. The Engineer shall determine the appropriate amount of pre-coat. At no time shall the bag house fines be allowed to be reintroduced back into the hot coated aggregate. The pre-coated aggregate shall be supplied to the project site at 225° F to 325° F.

Equipment
Ge
neral
The equipment used by the contractor for pavement cleaning and excess aggregate removal shall include operational top dumping pick-up brooms.

Asphalt Rubber Equipment
All equipment utilized in the production and application of AR binder material shall be described as follows:
a) A PG asphalt cement heating tank with a hot oil heat transfer system or a retort heating system capable of heating the PG asphalt cement to the proper temperature for blending with the CRM may be used for additional storage at the contractor’s option.
b) An Asphalt Rubber mechanical blender shall have a two-stage continuous mixing process capable of producing a homogenous blend of PG asphalt cement and CRM, at the mix design specified ratios, as directed by the engineer. The mechanical blender shall be equipped with a granulated rubber feed system capable of supplying the PG asphalt cement feed system, as not to interrupt the continuity of the blending process. The maximum capacity of the primary blending vessel shall be 500 gallons. Both the primary and secondary blenders shall be equipped with an agitation device orientated horizontally or vertically in the blending vessel. The mechanical blender shall be capable of fully blending the individual modifier particles (CRM) with the PG asphalt cement. A separate PG asphalt cement feed pump and finished product pump are required. This unit shall have a PG asphalt cement Coriolis meter to determine the exact flow rate in gallons per minute.
c) A distributor truck equipped with a heating unit, and an internal mixing device capable of maintaining a uniform mixture of PG asphalt cement and CRM. It shall be equipped with a full circulating spray bar and pumping system capable of applying the Asphalt Rubber binder material within a 5% tolerance of the specified application rate and must achieve a uniform covering of the surface to be treated.

The distributor shall have a boot board on the rear of the vehicle and a bootman shall accompany the distributor. The bootman shall ride in a position so that all the spray bar tips are in full view and readily assessable for unplugging, if a plugged tip should occur. The distributor truck shall also require a thermometer and a ITEM 15
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computer rate control (CRC). In addition, the distributor truck shall be equipped with a gear pump metering device separate from the actual binder pump. The pump and meter must have individual sensors to ensure the most accurate application rates in the event screens become plugged with crumb rubber debris.

Spreader trucks shall be equipped with a maximum width 12-foot spray bar to ensure proper coverage across the entire spray bar. Spray bars in excess of 12 feet will not be allowed to apply Asphalt Rubber.

Aggregate Cover Material Spreader
The cover material (chip) spreader shall be a self-propelled machine with an aggregate receiving hopper in the rear, belt conveyors to carry the pre-coated aggregate to the front, and a full width spreading hopper. The spreader shall be in good mechanical condition and shall be capable of applying the cover aggregate uniformly across the spread width and at the specified application rate.

Rolling Equipment
Sufficient rollers shall be used to cover the width of the aggregate spread with one pass.

The first pass shall be made immediately behind the aggregate spreader as the aggregate is being placed. Three (3) complete passes with the pneumatic tire rollers shall be made.

The pneumatic-tired rollers’ shall carry a minimum loading of 3,000 pounds on each wheel and a minimum pressure of 90 pounds per square inch in each tire. Foam filled tires can be utilized.

Hauling Equipment
Trucks for hauling the pre-coated cover aggregate shall be tailgate discharge and shall be equipped with a device to lock onto the hitch of the cover material spreader. Haul trucks shall also be compatible with the cover aggregate spreader so that the dump bed will not push down on the spreader when fully raised or have too short of a bed which results in aggregate spillage while dumping into the receiving hopper.

Construction Methods

General
Immediately prior to the application of the Asphalt Rubber binder chip seal application, the surface shall be clean in order to insure adequate adhesion of the Asphalt Rubber to the existing pavement surface.

Weather Conditions
Asphalt Rubber binder material shall be applied only when the existing surface is dry and the atmospheric temperature is 60 to 105 degrees F and pavement surface is at least 55 degrees. No material shall be applied when predicted chance of rain is higher than 75 % or when the wind is in excess of 20 mph, as directed by the Engineer.

Asphalt Rubber Binder - Mixing And Reaction
The blending equipment must allow the determination of weight percentages of each asphalt rubber binder ingredient. An asphalt rubber binder must be 79 ± 1 percent by weight asphalt binder and 21 ± 1 percent by weight of CRM. The minimum percentage of CRM must be 20.0 percent and lower values must not be rounded up. The CRM must be ITEM 15
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75 ± 2 percent by weight scrap tire crumb rubber and 25 ± 2 percent by weight high natural scrap tire crumb rubber.

An asphalt modifier and asphalt binder must be blended at the production site. An asphalt modifier must be from 2.5 to 6.0 percent by weight of the asphalt binder in the asphalt rubber binder. The asphalt rubber binder supplier determines the exact percentage.

If blended before adding CRM, the asphalt binder must be from 375 to 440 degrees F when an asphalt modifier is added and the mixture must circulate for at least 20 minutes.

An asphalt binder, asphalt modifier, and CRM may be proportioned and combined simultaneously.

The blend of an asphalt binder and an asphalt modifier must be combined with the CRM at the asphalt rubber binder production site. The asphalt binder and asphalt modifier blend must be from 375 to 440 degrees F when the CRM is added. Combined ingredients must be allowed to react at least 45 minutes at temperatures from 375 to 425 degrees F except the temperature must be at least 10 degrees F below the flash point of the asphalt rubber binder.

Application Of Asphalt Rubber Binder
Placement of the Asphalt Rubber shall proceed only under the following conditions:
a) The pavement surface temperature shall be 60 ° F and rising. b) The pavement surface is clean and dry.
c) The wind conditions do not exceed 20 mph.
d) All of the construction equipment such as the Asphalt-Rubber distributor, aggregate spreader, haul trucks loaded with cover material, rollers and brooms are in position and ready to commence placement operations.
e) Chance of rain does not exceed 75%.

Asphalt Rubber binder shall be applied to the roadway following the mixing, reacting and blending of Asphalt Rubber binder at a rate of 0.55 to 0.65 gallons per square yard. At no time will the application width exceed twelve (12) feet on the spray bar.

Distributor bar height, tip size, distribution, speed and shielding materials shall be utilized to reduce the effects of excess wind upon the spray distribution (fan), of each binder. The Engineer shall delay or reschedule work when high gusting or dusty winds in excess of 20 mph prevent or adversely affect binder or aggregate application.

The application of Asphalt Rubber binder to areas not accessible with the distributor bar on the distributor truck shall be accomplished by using a squeegee or other means approved by the Engineer.

The contractor shall comply with all Federal, State and Local environmental laws, regulations and ordinances.

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Application Of Aggregate Cover Material
The 3/8-inch cover material shall be applied immediately onto the Asphalt Rubber membrane at a rate of 30 to 32 pounds per square yard. The actual rate selected within thi s range will be determined in the field based on the appearance of the Asphalt Rubber chip seal after initial rolling.

At the time of application the temperature of the aggregate shall range from 225° F to 325° F.

Rolling
Sufficient rollers shall be used for the initial rolling to cover the width of the aggregate spread with one pass. The pneumatic tire rollers shall be operated in front of the steel wheel roller.

Sufficient rollers shall be used for the initial rolling to cover the width of the aggregate spread with one pass. The first pass shall be made immediately behind the cover material spreader (chip-box) as the aggregate is being placed. If the spreading is stopped for more than two minutes, the cover material spreader (chip-box) and aggregate trucks shall be moved ahead or off the chip seal surface so that all cover material may be immediately rolled. Three complete passes shall be made with the pneumatic rollers. Vacuum sweeping operations within 24 hours and before slurry. Apply slurry per Fiber Seal Slurry Section within 48 hours.

Measurement And Payment
“Cape Seal” will be measured and paid for by the square foot for the actual surface area covered. The contract price paid per square foot for “Cape Seal” shall include full compensation for furnishing all labor, materials, tools, equipment and incidentals and for doing all the work involved in the furnishing and placing the rubberized chip seal complete in place, including cleaning the surface and protecting the chip seal until it has set and covered by fiber slurry seal all as shown on the plans, as specified in these specifications and as directed by the Engineer. Fiber slurry seal is included in the cape seal.

Fiber Slurry Seal

The aggregate for slurry seal shall be a Fiber Reinforced Type II gradation. See “Alkali Resistant Glass Fibers” Section for Fiber Reinforcement.

Fiber Slurry Seal shall consist of mixing asphalt emulsion, aggregate, and water and spreading the mixture on a surfacing or pavement where shown on the plans, as specified in these specifications and the special provisions, and as directed by the Engineer.

Prior to 72 hours before beginning fiber slurry seal operations, the contractor shall notify all residents, businesses and agencies by an approved written notice detailing streets and limits of work to be done and the hours of work. Notices will be provided as “door hangers” inside plastic bags to prevent weather from affecting proper notice requirements. The contractor shall also post 72-hour notices on all streets that are to be worked upon with temporarily "No Parking - Tow Away" signs at 100-foot intervals. These signs shall also state the day of the week and hours of no parking.

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Material Components
The materials for fiber slurry seal immediately prior to mixing shall conform to the following requirements:
(a) Asphalt Emulsion
Asphalt emulsion shall be a cationic quick-setting type conforming to the requirements for PMCQS-1H grade under Caltrans Standard Specifications 2018, Section 37, see for “Polymer Modified Asphaltic Emulsion Requirements”. (b) Water
Water shall be potable, free of harmful salts and shall be of such quality that the asphalt will not separate from the emulsion before the fiber slurry seal is in place in the work.
(c) Aggregate
Aggregate shall consist of sound, durable, crushed stone or crushed gravel and approved mineral filler. The material shall be free from vegetable matter and other deleterious substances. Aggregates shall be 100% crushed with no rounded particles. The percentage composition by weight of the aggregate shall conform to one of the following gradings:

SIEVE SIZES TYPE II
3/8" 100
No. 4 90-100
No. 8 65-90
No. 16 40-70
No. 30 25-50
No. 200 5-15
Theoretical asphalt content, % dry aggregate 7.5-13.5
Approx. Application rate (pound per square yard) 12-18
Th
e aggregate shall also conform to the following quality requirements:

TESTS CALIF. TEST ASTM TEST REQUIREMENTS
Sand Equivalent 217 D2419 55 Min.

Pr
oportioning
Asphalt emulsion shall be added at a rate of from 12 to 18%. A job mix design shall be submitted by the Contractor for approval by the Engineer that conforms to the specification limits, and that is suitable for the traffic, climate conditions, curing conditions and final use.

The Fiber Slurry Seal mixture shall be proportioned by the operation of a single start/stop switch or lever which automatically sequences the introduction of aggregate, emulsified asphalt, admixtures, if used, and water to the pugmill.

ITEM 15
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Calibrated flowmeters shall be provided to measure both the addition of water and liquid admixtures to the pugmill. If necessary for workability, a retarding agent, that will not adversely affect the seal, may be used.

Water, and retarder if used, shall be added to ensure proper workability and (a) permit uncontrolled traffic on the fiber slurry seal no more than three (3) hours after placement without the occurrence of bleeding, raveling, separation or other distress; and (b) prevent development of bleeding, raveling, separation or other distress within seven (7) days after placing the fiber slurry seal.

Uniformity of distribution of asphalt will be determined by extraction tests in accordance with California Test 310. The average bitumen ratio (pounds of asphalt per 100 pounds of dry aggregates) shall not vary more than five (5) percent above or below the amount designated by the Engineer. This requirement shall apply to samples taken from any location or operation designated by the Engineer.

Mixing
The Fiber Slurry Seal shall be mixed in a self-propelled mixing machine equipped with a continuous flow pugmill capable of accurately delivering and automatically proportioning the aggregate, emulsified asphalt, water and admixtures to a double shafted, multiblade pugmill mixer capable of minimum speeds of 200 revolutions per minute.

A minimum of two mixing machines shall be maintained on each project of a 10 cubic yard or larger capacity. The fiber slurry seal retention time in the pugmill shall be less than three seconds. The mixing machine shall have sufficient storage capacity of aggregate, emulsified asphalt, and water to maintain an adequate supply to the proportioning controls.

The mixing machine shall be equipped with hydraulic controls for proportioning the material by volume to the mix. Each material control device shall be calibrated, properly marked, preset and lockable at the direction of the Engineer. The mixing machine shall be equipped with a water pressure system and nozzle type spray bars to provide a water spray immediately ahead of the spreader box.

The mixing machine shall be equipped with an approved fines feeder that provides a uniform, positive, accurately metered, pre-determined amount of a mineral filler, if used, at the same time and location that the aggregate is fed.

Spreading Equipment
The slurry mixture shall be uniformly spread by means of a controlled spreader box. The spreader box shall be capable of spreading a traffic lane width and shall have strips of flexible rubber belting or similar material on each side of the spreader box and in contact with the pavement to prevent loss of slurry from the box and the box shall have baffles, or other suitable means, to insure uniform application on super-elevated sections and shoulder slopes.

The rear flexible strike-off blade shall make close contact with the pavement and shall be capable of being adjusted to the various crown shapes so as to apply a uniform seal coat.

ITEM 15
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Slurry mixture, to be spread in areas inaccessible to the controlled spreader box, may be spread by other approved methods.

Surface Preparation
Immediately before commencing the fiber slurry seal operations, all surface metal utility covers (including survey monuments) shall be protected by thoroughly covering the surface with an appropriate adhesive and oiled or plastic paper. No adhesive material shall be permitted to cover, seal or fill the joint between the frame and cover of the structure. Covers are to be uncovered and cleaned of fiber slurry material by the end of the same work day.

The contractor shall prepare the existing pave surfaces for the fiber slurry seal work. Such preparation shall include thoroughly cleaning the area by sweeping, or other means necessary to remove all loose particles of paving, oil spots, vegetation, dirt, debris, litter, leaves and any other extraneous material. Surface to receive fiber slurry seal shall be prepared in accordance with the requirements specified for preparing surfaces as specified in Section 37-2.01C (3), “Surface Preparation,” of the Standard Specifications After the paved surface is cleaned, the contractor shall repair potholes and cracks as necessary in accordance with Section 39, Hot Mix Asphalt, and Section 37 Bituminous Seals of the Caltrans Specifications, to insure the pave surface is prepared for the fiber slurry seal and chip seal work.

Placing
The expected high temperature must be at least 65°F within 24 hours after placement. Do not place slurry seals or micro-surfacings if rain is imminent or the air temperature is expected to be below 36°F within 24 hours after placement.

Hand tools shall be available in order to remove spillage. Ridges or bumps in the finished surface will not be permitted. The mixture shall be uniform and homogeneous after spreading on the surface and shall not show separation of the emulsion and aggregate after setting.

Vehicular traffic, including public traffic, shall not be allowed upon the work until, in the Engineer’s judgment, the fiber slurry sealed, or chip sealed surface is able to sustain traffic without visible damage or marking. A minimum of 4 hours cure time will be required for all treated surfaces. Sweep 24 hours after placement. Sweep daily for 4 days.

Alkali Resistant Glass Fibers

Definitions. The following terms shall be defined herein as:

1. Alkali Resistant (AR) Glass Fibers: High tensile strength glass fiber resistant to chemical breakdown from the alkaline conditions of the slurry seal or micro-surfacing application.

2. Fiber Reinforced Slurry Seal or Micro-Surfacing: A mixture of emulsion, AR glass fibers, aggregate, mineral filler, additives, and water.

References. ASTM C1666/C1666M-08, Standard Specification for Alkali Resistant (AR) Glass Fiber for GRFC and Fiber-Reinforced Concrete and Cement.

ITEM 15
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Submittal. The Contractor shall submit the following for the Engineer's approval:

1. Representative fiber product sample.

2. Fiber product data sheet and certification from the Manufacturer that the fiber product s
upplied meets the requirements of these specifications.

3. Manufacturer's instruction and general recommendations.

M
aterial. Surface-EXTTM manufactured by FORTA Corp* or approved equal Alkali Resistant Glass reinforcing fiber manufactured in compliance with ASTM C1666/C1666M-08 and meeting the requirements in the table below:

Material Property Requirement
Material Alkali Resistant Glass
Zirconium (Zr02) Content 16.0% min.

Fiber Length / Form 0.25 in (6mm) / Pre
-chopped strands
Filament Diameter 0.000546 in (14 m)0
Tensile Strength 250 ksi (1,700 MPa)
Modulus of Elasticity 10,000 ksi (72 GPa)
Softening Point 1.580° F (860° C)
Density /in3 (2.68 g/cm3)
Delivery, Storage and Handling. Contractor shall deliver fiber-reinforcement in sealed, undamaged containers with labels intact and legible, indicating material name and lot number.

Stored materials shall be covered and off the ground. Keep sand and dust out and do not allow to become wet.

Mixing, Production and Quality Control.

1. Add AR glass fiber at a dosage rate of 0.20-0.25 % by dry weight of aggregate or 4.0-5.0 lbs/ton per dry weight of aggregate,

2. The AR glass fibers shall be added by a mounted hydraulic feeding system to either a truck mount or continuous pavers The continuous feed system shall automatically dispense fiber into the pug-mill at an adjustable feeding rate.

3. The system shall be powered by the main hydraulic system of the mixer-spreader truck and turn on/off with the main start of the mixer-spreader truck.

4. Contractor shall have a system in place to record total fiber added vs. tons of dry aggregate placed to verify accurate dosing in compliance with project specs, ITEM 15
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5. Ensure sufficient AR glass fiber material is present in the hopper of the mounted hydraulic feed system. Refill material as necessary.

6. Visually ensure AR glass fibered dispersed and properly mixed in the weigh hopper.

Placement. Follow engineer's recommendations for placement of fiber reinforced slurry seal or micro-surfacing.

Emulsion–Aggregate Slurry.

Emulsion-Aggregate Slurry (EAS)
Emulsion Aggregate slurry is to be Type II with fiber reinforcement for this project Em
ulsified Asphalt. MODIFY to ADD the following:

Emulsified asphalt for EAS shall be cationic and shall be designated CQS-1h and shall conform to the requirements of Section 94, “Asphaltic Emulsions,” of the State Specifications.

Emulsified asphalt shall be latex modified; latex sha ll be Ultrapave UP-65K by the Textile Rubber & Chemical Co., Inc., or approved equal. The latex shall be added to the emulsified asphalt at the asphalt plant at the rate of 3% by volume. Field addition of polymer/latex shall not be allowed.

Measurement And Payment
“Fiber Slurry Seal” will be measured and paid for by the square foot for the actual surface area covered. The contract price paid per square foot for “Fiber Slurry Seal” shall include full compensation for furnishing all labor, materials, tools, equipment and incidentals and for doing all the work involved in the furnishing and placing the “Fiber Slurry Seal” and complete in place, including cleaning the surface and protecting the “Fiber Slurry Seal” until it has set, all as shown on the plans, as specified in these specifications and as directed by the Engineer.

Remove and Apply Thermoplastic Traffic Stripes, Pavement Markings, and Markers The work shall consist of removing the existing traffic stripes, pavement markers and markings before making changes to the traffic pattern and shall be in accordance with Section 15, “Existing Facilities,” of the State Specifications. Removed materials shall be disposed of by the Contractor as provided in Section 14-10, “Solid Waste Disposal and Recycling,” of the State Specifications.

Temporary Traffic Striping and Markings shall be required.

Thermoplastic traffic stripes (traffic lines) and pavement markings shall be applied in conformance with the provisions in Section 84-2, “Traffic Stripes and Pavement Markings,” of the Standard Specifications and these Construction Details.

Pavement markers shall be placed in conformance with the provisions in Section 81-3, "Pavement Markers," of the Standard Specifications and these Construction Details. Fire hydrant marker shall be Blue (2-way) Reflective Stimsonite Model No. 88AB or approved equal.

ITEM 15
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Thermoplastic material shall be free of lead and chromium and shall conform to the requirements in State Specification PTH-02ALKYD.

Retroreflectivity of the thermoplastic traffic stripes and pavement markings shall conform to the requirements in ASTM Designation: D6359-99. White thermoplastic traffic stripes and pavement markings shall have a minimum initial retroreflectivity of 250 mcd·m-2·lx-1. Yellow thermoplastic traffic stripes and pavement markings shall have a minimum initial retroreflectivity of 150 mcd·m- 2·lx-1.

Where striping joins existing striping, as shown on the plans, the Contractor shall begin and end the transition from the existing striping pattern into or from the new striping pattern a sufficient distance to ensure continuity of the striping pattern.

Thermoplastic traffic stripes shall be applied at the minimum thickness and application rate as specified below. The minimum application rate is based on a solid stripe of 4 inches in width.

Minimum Stripe
Thickness (inch)
Minimum Application
Rate (Lb/Ft)

0.079 0.27

0.098 0.34

Thermoplastic traffic stripes and pavement markings shall be free of runs, bubbles, craters, drag marks, stretch marks, and debris.

The contract lump sum price pair for “Remove and Apply Thermoplastic Traffic Stripes, Pavement Markings, and Markers” shall include full compensation for furnishing all labor, materials, tools, equipment and incidentals necessary for the completion of this item as specified in these Construction Details and no additional compensation will be allowed therefore.

Sawcut Existing Concrete and Asphalt Pavement
Sawcutting shall conform to the provisions in Section 39, "Asphalt Concrete," and Section 40 “Concrete Pavement,” of the State Standard Specifications and these special provisions. Contractor shall provide a Lead Compliance Plan to the City Engineer for review prior to sawcutting existing concrete and asphalt concrete.

Where no joint exists in concrete on the line at which concrete is to be removed, a straight, neat cut with a power driven saw shall be made along the line to a minimum depth of 2 inches before removing the concrete. Existing asphalt shall be sawcut to a minimum depth of 2 inches and asphalt surface that borders the demolition area shall be protected from damage.

All remaining asphalt grindings shall become the property of the Contractor and shall be disposed of outside the highway right-of-way in accordance with the provisions in Section 5-1.20B(4), “Contractor-Property Owner Agreement,” of the State Specifications.

Full compensation for conforming to the requirements of this section shall be considered as included in the price paid for the various contract items of work that calls for “Sawcutting” and no additional compensation will be made.

ITEM 15
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Remove Asphalt Concrete
The removal of asphalt concrete pavement shall conform to the provisions in Section 39-3.02, “Replace Asphalt Concrete Surfacing,” of the State Specifications and these Special Provisions.

Remove existing asphalt concrete pavement, base and/or subgrade to a depth established by the Engineer or as shown on the plans. Where a portion of the surface is to remain in place, saw a neat line with a power-driven saw along the edge of the portion to remain in place before starting the removal operation.

Surplus excavated material shall become the property of the Contractor and shall be disposed of outside the highway right-of-way in accordance with the provisions in Section 5-1.20B(4), “Contractor-Property Owner Agreement,” of the State Specifications.

Payment for "Remove Asphalt Concrete" shall be at the contract unit price as set forth in the proposal and shall include all labor, materials, tools, equipment, and all work necessary for the completion of this item.

Remove Concrete Curb & Gutter
The contractor shall remove portions of the concrete curb and gutter including returns as shown on the improvement plans and called for in these specifications. Existing concrete shall be sawcut to provide a smooth transition. The contractor shall also include the removal of existing aggregate base material.

Surplus material shall become the property of the Contractor and shall be disposed of at the Contractor’s expense outside the right-of-way.

Payment for “Remove Concrete Curb & Gutter” shall be at the contract linear foot price as set forth in the proposal and shall include all labor, materials, tools, equipment, trenching, backfilling and all work necessary for the completion of this item.

Remove Concrete Sidewalk
The contractor shall remove portions of the existing concrete sidewalk, driveways, and valley gutters where shown on the plans and called for in these specifications. Existing concrete shall be sawcut to provide a smooth transition.

The quantities of portland cement concrete sidewalk, driveway and valley gutter removed will be measured and paid for by the square foot.

Surplus material shall become the property of the Contractor and shall be disposed of at the Contractor’s expense outside the right-of-way.

Payment for “Remove Concrete Sidewalk” shall be at the contract square foot price as set forth in the proposal and shall include all labor, materials, tools, equipment, trenching, backfilling and all work necessary for the completion of this item and no additional compensation will be made therefor.

Asphalt Pavement
This work shall consist of applying tack coat and hot mix asphalt in accordance with the plans and these Special Provisions. One lane must remain open at all times during the asphalt concrete placement and traffic control must be provided.

ITEM 15
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Hot Mix Asphalt – Hot mix asphalt shall conform to Section 39 “Hot Mix Asphalt” of the State Specifications and shall be HMA Type A using PG 64-10 asphalt binder. Aggregate used in the base and intermediate layers shall be ¾" maximum, medium grading and the final wearing course should be Type A, ½” maximum, medium grading. Sections of paving to receive greater than 3” of new hot mix asphalt shall be paved in two separate lifts. Hot mix asphalt shall be spread in the number of layers indicated in Section 39-6, “Spreading and Compacting” of the Standard Specifications and shall be compacted with approved equipment as delineated in the State Specifications.

Hot mix asphalt shall be produced at an established commercial mixing plant. The aggregate and asphalt binder shall be heated and mixed thoroughly. Prior to spreading hot mix asphalt, a paint binder (tack coat) of asphaltic emulsion shall be applied to the vertical and flat areas to be surfaced in accordance with Section 39-4 of the Standard Specifications. Prime coat will not be required on base rock. Asphaltic emulsion shall be type SS1 unless otherwise permitted by the engineer.

Asphalt Pavement Patches
Location AC AB
All Other Local Roads 3” 6”
Don Pedro Road 5” 11”
Herndon Road 5.5” 12.5”
Moffet Road 5.5” 12.5”
Sa
w Cutting or Grinding -- The Contractor shall be responsible for saw cutting or grinding the existing roadways. temporary patch. curb and gutter. The cuts, whether by saw cutting or grinding, shall be made in a neat, straight line, with vertical edges.

Thickness – The compacted thickness of hot mix asphalt overlay shall be per plans at all locations and shall be placed in one (1) lift or in compliance with the State Specifications.

Payment shall be for three items “Install Asphalt Pavement (3"AC/6"AB)”, “Install Asphalt Pavement (5"AC/11"AB)”, “Install Asphalt Pavement (5.5"AC/12.5"AB)”, and shall be at the contract square foot price as set forth in the proposal and shall include all labor, materials, tools, equipment, compaction, and all work necessary for the completion of this item.

Aggregate Base
The Contractor shall furnish and install aggregate base in accordance with the current City of Ceres Standards, the Plans, and these Special Provisions.

Aggregate Base (AB) shall be Class 2 and conform to the ¾-inch maximum grading provisions in Section 26, “Aggregate Bases” of the State Standard Specifications. A certificate of compliance from a Caltrans certified tester shall be submitted to the City prior to placement. Native subgrade material shall be prepared in accordance with the Improvement Plans prior to placement. In addition to the certificate of compliance the City’s testing firm will also test material for compliance. If out of compliance, the City’s results supersede any certificate of compliance.

ITEM 15
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AB shall be uniformly moisture conditioned to at least the optimum moisture content and compacted to at least 95% relative compaction, as determined by ASTM D1557.

Payment for “Aggregate Base,” shall be considered included with the individual items requiring Aggregate Base and no additional compensation shall be provided.

Construct Concrete Curb
The Contractor shall construct concrete curb and gutter in accordance with the Plans, and these Special Provisions. This item shall include vertical curb, rolled curb, return curbs, transition curbs (5’ minimum), subgrade preparation, aggregate base material, compaction, and all conditions described in these technical specifications.

Aggregate base shall have a minimum thickness as shown on the plans and comply with the "Aggregate Base" section of these specifications.

Maintain existing flow line in reconstruction.

Payment for “Construct Concrete Curb & Gutter" shall be for the contract linear foot price as set forth in the proposal and shall include all labor, materials, tools, equipment, backfill, aggregate base, compaction, and all work necessary for the completion of this item.

Construct Concrete Sidewalk and Return
The Contractor shall install concrete sidewalk and driveways in accordance with the details shown on the Plans, and these Special Provisions. This item shall include all curb ramps, subgrade preparation, aggregate base material, compaction, and all conditions described herein and as detailed on the plans. Sidewalk and driveway thickness shall be as indicated on the plans.

Aggregate subbase shall have a minimum thickness as shown on the plans and comply with these specifications. Aggregate base shall have a minimum thickness as shown on the plans and comply with the “Aggregate Base” section of these specifications.

The concrete sidewalk shall be minimum 5-sack mix, 3000 psi, 4-inch slump ±1”, match the existing adjacent concrete walk finish and in accordance with the Plans, and these Special Provisions.

The concrete walk shall have ½” felt expansion joint to be installed at 60’ maximum intervals and control joints spaced every 5’ on center.

As part of the sidewalk quantity the Contractor shall install all concrete handicap access ramps in accordance with Caltrans Standard Plan RSP A88A, the Plans, and these Special Provisions.

Design is for a maximum longitudinal slope of 7.5% and a 1.5% lateral slope. This item shall include subgrade excavation and preparation, base material placement and compaction, concrete, rebar, and all conditions described on the plans and in the applicable City of Ceres Standard Designs.

All concrete within the entire ramp area, sidewalk and driveway construction shall have a minimum thickness of 3.5-inches for vertical curb, and 4-inches for rolled curb.

All ramps shall have ADA Compliance and Caltrans approved truncated domes.

ITEM 15
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Payment for “Construct Concrete Sidewalk and Return" shall be for the contract square foot price as set forth in the proposal and shall include all labor, materials, tools, equipment, backfill, aggregate base, compaction, and all work necessary for the completion of this item.

Construct Curb Return
The contractor shall be responsible for the construction and placement of curb ramp, including drive over curb, curb and gutter, retaining curb, five foot (5’) transitions between curb types, ramp grade breaks, detectable warning surface, aggregate base (Class 2), and all concrete flat works .

All work shall be according to the Plans and shall conform to the provisions of the Standard Specifications, City of Ceres Standard Specifications C-8B and C-8C, “Pedestrian ADA Curb Ramp,” and the Construction Details.

Detectable/tactile warning surfaces shall comply with the detectable warnings on walking surfaces section of the Americans with Disabilities Act (Title III Regulations, 28 CFR Part 36 ADA STANDARDS FOR ACCESSIBLE DESIGN, Appendix A, Section 4.29.2 DETECTABLE WARNINGS ON WALKING SURFACES).

California Code of Regulations (CCR): Provide only a p
proved DSAAC detectable warning
products as provided in the California Code of Regulations (CCR) Title 24, Part 2, Section 205 definition of “Detectable Warning.” Section 1117A.4 and 11B-705 for "Detectable Warnings and Detectable Directional Texture”.

Vitrified Polymer Composite (VPC) Cast-in Place Detectable/Tactile Warning Surface Tiles shall be an epoxy polymer composition with an ultra violet stabilized coating employing aluminum oxide particles in the truncated domes. The tile shall incorporate an in-line pattern of truncated domes measuring nominal 0.2” height, 0.9” base diameter, and 0.45” top diameter, spaced center-to- center 2.3-2.4” as measured side by side in a square pattern. For wheelchair safety the field area shall consist of a non-slip surface with a minimum of 40 - 90° raised points 0.045” high, per square inch; “Armor- Tile” as manufactured by Engineered Plastics Inc., Tel: 800-682-2525, or approved equal.

Physical properties of detectable tactile warning surfaces:

1. Compressive Strength of Tile when tested by ASTM D695-02a not to be less than 28,000 psi.

2. Tensile Strength of Tile when tested by ASTM D638-03 not to be less than 19,000 psi.

3. Flexural Strength of Tile when tested by ASTM D790-03 not to be less than 25,000 psi.

4. Chemical Stain Resistance of Tile when tested by ASTM D543-95 (re approved 2001) to withstand without discoloration or staining - 10% hydrochloric acid, urine, saturated calcium chloride, black stamp pad ink, chewing gum, red aerosol paint, 10% ammonium hydroxide, 1% soap solution, turpentine, Urea 5%, diesel fuel and motor oil.

5. Water Absorption of Tile when tested by ASTM D570-98 not to exceed 0.05%.

6. Abrasive Wear of Tile when tested by BYK - Gardner Tester ASTM D2486-00 with reciprocating linear motion of 37± cycles per minute over a 10” travel. The abrasive medium, a 40 grit Norton Metalite sand.

Payment for “Construct Curb Return,” shall be considered included with the individual items requiring Return and no additional compensation shall be provided.

ITEM 15
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Remove and Construct Cross Gutter
The work shall consist of removing the existing Cross Gutter including the existing aggregate base material, while protecting the existing Valley Gutter. Removed materials that are not to be salvaged or reused and surplus excavated material shall become the property of the Contractor and shall be disposed of as provided in Section 14-10, "Solid Waste Disposal and Recycling," of the State Specifications.

Surplus material shall become the property of the Contractor and shall be disposed of at the Contractor's expense outside the right-of-way.

The Contractor shall construct the cross gutter in accordance with the Plans, and these Special Provisions. This item shall include the rebar, concrete, subgrade preparation, aggregate base material, compaction, and all conditions described in these technical specifications.

Aggregate base shall have a minimum thickness as shown on the plans and comply with the "Aggregate Base" section of these specifications.

Payment for “Construct Cross Gutter" shall be for the contract square foot price as set forth in the proposal and shall include all labor, materials, tools, equipment, backfill, aggregate base, compaction, and all work necessary for the completion of this item.

Remove and Install New Storm Drop Inlet
The work shall consist of removing the existing inlet, including the concrete base. Removed materials that are not to be salvaged or reused and surplus excavated material shall become the property of the Contractor and shall be disposed of as provided in Section 14-10, "Solid Waste Disposal and Recycling," of the State Specifications.

Surplus material shall become the property of the Contractor and shall be disposed of at the Contractor's expense outside the right-of-way.

The Contractor shall install "Storm Drop Inlet" in accordance with the details contained in the plans and shall conform to (or match) existing flowlines and these Special Provisions. This item shall include subgrade preparation, base material, compaction, and all conditions described in the applicable City of Ceres Standards.
"Storm Drop Inlet" shall be Portland cement concrete and have a 28 day compressive strength of 3,000 pounds per square inch with a 1 inch maximum aggregate size. This item shall be installed in accordance with the Plans, these Special Provisions, and to the satisfaction of the Engineer.

Existing pipe to remain shall be preserved and connected to the new catch basin.

Payment for "Remove and Install Storm Drop Inlet" shall be at the contract unit price as set forth in the proposal and shall include all labor, materials, tools, equipment, excavation, backfill, compaction and all work necessary for the completion of this item.

ITEM 15
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Restoration
The Contractor shall restore all areas adjacent to the construction area and areas affected during construction to their preconstruction condition. Specifically included in this item are all concrete and asphalt pavement, signs, concrete curb and gutter, curb drains, driveway and alley approach, sidewalk, pavement markings, landscaping, and irrigation, fencing and all items damaged during construction. Where grass is to be replaced, only sod is allowed, no seeding.

The Contractor shall also make modifications to any existing landscape irrigation systems affected by the construction to ensure systems remain functional. Contractor shall make the modifications using the same type of materials as the existing system, or materials as approved by the Engineer.

Contractor shall remove sidewalk formwork, cleanup and backfill with soil and re-sod to match existing landscaping.

Payment for "Restoration," shall be at the lump sum price paid as set forth in the proposal and shall include all labor, materials, tools, equipment, compaction, and all work necessary for the completion of this item.

Project Identification Sign
The City will provide project funding signs. The Contractor shall install the provided signs per Caltrans Section 82-3 Roadside Signs at the location identified on the plans.

Post shall be 4x4 pressure treated wood per with breakaway. Signpost shall have a minimum embedment of 2’6”.

Contractor to coordinate with City on location. USA Service Alert required prior excavating sign foundation. This item also includes the removal and deliverance of the sign to Public Works. Restore area per section “Restoration” of this Spec.

All materials, installation type and methods are per 2023 Caltrans Specifications.

Payment for Item, "Project Identification Sign," shall be at the contract unit price as set forth in the proposal, and shall include all labor, materials, tools, equipment, and all work necessary for the installation of this item.

ITEM 15
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A COVER SHEET

ENGINEERING PROJECTS AND STANDARDS

ENGINEERING DEPARTMENT
"Together We Achieve"
City of Ceres
2220 Magnolia Street (209) 538-5792

SHEET INDEX

D E S C R I P T I O NNUMBER
SHEET

APPROVALS

CITY OF CERES
D A T EMICHAEL R. BELTRAN II , R . C . E . 83916

C I T Y E N G I N E E R

COVER SHEET

SITE PLANS

DETAILS
1 2-4
5-6

LOCATION MAP

LEGENDGENERAL NOTES
1 SITE NO. 2 CITY OF CERES
Project 2512, 2513, 2514
SITE NO. 1
SITE NO. 3
(ADDITIVE ALTERNATIVE)
2024 Pavement Preservation
(Rebid)
2024 Pavement Preservation
(Rebid)
6 (2512, 2513, 2514)
05-22-2025
ITEM 15

RICHLAND AVE

LUCCHESI LN LUCCHESI LN

VLACH WY

GREENBACK LN

CLING CT

LARMUSEAL LN

WESLEY DR

ALWAY DR

FOSTER DR

CADILLAC DR

CULLEN AV

COGNAC WAY

LARSEN DR

WINEPRESS LN

VERDEA CT

WOODWORTH

MUSICK AVE

HERNDON RD
LEGEND
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ENGINEERING PROJECTS AND STANDARDS

ENGINEERING DEPARTMENT
"Together We Achieve"
City of Ceres
2220 Magnolia Street (209) 538-5792
2 SITE AREA NO. 1

SLURRY SEAL & STRIPING
NTS
2024 Pavement Preservation
(Rebid)
6 (2512, 2513, 2514)
ITEM 15

CANYON DR

MOFFETT RD

LEHI AVE

CANYON DR

MOUNTAIN RIDGE DR

WALTER DR

PINE RIDGE DR

GROVER DR FRUITRIDGE CT

FLATRIDGE CT

LANDRETH CT

OAKRIDGE DR

ROCKYRIDGE CT

OAKRIDGE CT

HATCH RD
LEGEND
SITE AREA NO. 2

CAPE SEAL & STRIPING
NTS
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ENGINEERING DEPARTMENT
"Together We Achieve"
City of Ceres
2220 Magnolia Street (209) 538-5792
3 2024 Pavement Preservation
(Rebid)
6 (2512, 2513, 2514)
ITEM 15

DON PEDRO RD

DAISY TREE LN

RED HAVEN LN

BUCKTHORN LN

ALMOND GROVE LN

DANO CT
LEGEND
SITE AREA NO. 3 (BID ALTERNATIVE)

SLURRY SEAL & STRIPING
NTS
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ENGINEERING DEPARTMENT
"Together We Achieve"
City of Ceres
2220 Magnolia Street (209) 538-5792
4 2024 Pavement Preservation
(Rebid)
6 (2512, 2513, 2514)
ITEM 15

FIRE HYDRANT

MARKER DETAIL
STOP
DETAIL 2

STOP BAR
STOP

STOP BAR AT CROSSWALK
DETAIL 1
DETAIL 3

SPEED HUMP MARKER
DETAIL

CALTRANS STANDARD PLANS
DETAIL
DETAIL 4

PEDESTRIAN ADA

CURB RAMP
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ENGINEERING PROJECTS AND STANDARDS

ENGINEERING DEPARTMENT
"Together We Achieve"
City of Ceres
2220 Magnolia Street (209) 538-5792
5 (2512, 2513, 2514)
2024 Pavement Preservation
(Rebid)
6 ITEM 15
Call : TOLL FREE

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TWO DAYS
nderground ervice lert
1 ( 800 ) 642 - 2444
U S A
U
S

A DETAILS

ENGINEERING PROJECTS AND STANDARDS

ENGINEERING DEPARTMENT
"Together We Achieve"
City of Ceres
2220 Magnolia Street (209) 538-5792
6 6
2024 Pavement Preservation
(Rebid)
(2512, 2513, 2514)
ITEM 15
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EXHIBIT “C” -
S

PECIAL CONDITIONS
AR
TICLE 1. BONDS
Within ten (10) calendar days from the date the Contractor is notified of award of the Contract, the Contractor shall deliver to the City four identical counterparts of the Performance Bond and Payment Bond on the forms supplied by the City and included as Exhibit “F” to the Contract. Failure to do so may, in the sole discretion of City, result in the forfeiture of Contractor’s bid security. The surety supplying the bond must be an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, authorized to do business as such in the State of California and satisfactory to the City. The Performance Bond and the Payment Bond shall be for one hundred percent (100%) of the Total Contract Price.

ITEM 15
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EXHIBIT “D” -

CERTIFICATION
L
ABOR CODE - SECTION 1861
I
, the undersigned Contractor, am aware of the provisions of Section 3700, et seq., of the California Labor Code which require every employer to be insured against liability for Worker’s Compensation or to undertake self-insurance in accordance with the provisions of the Code, and I, the undersigned Contractor, agree to and will comply with such provisions before commencing the performance of the Work on this Contract.
_______________________________
[INSERT CONTRACTOR NAME]
By
: _________________________
Signature
_________________________
Name (Print)
_________________________
Title (Print)
ITEM 15
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EXHIBIT “E” -
P

UBLIC WORKS CONTRACTOR REGISTRATION

CERTIFICATION
Pu
rsuant to Labor Code Sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. See http://www.dir.ca.gov/Public- Works/PublicWorks.html for additional information.

No bid will be accepted nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work.

Contractor hereby certifies that it is aware of the registration requirements set forth in Labor Code Sections 1725.5 and 1771.1 and is currently registered as a contractor with the Department of Industrial Relations. 1
N
ame of Contractor: _________________________
DIR Registration Number: _________________________
DIR Registration Expiration:_________________________
Small Project Exemption: _____ Yes or _____ No
Unless Contractor is exempt pursuant to the small project exemption, Contractor further acknowledges:
• Contractor shall maintain a current DIR registration for the duration of the project. • Contractor shall include the requirements of Labor Code Sections 1725.5 and 1771.1 in its contract with subcontractors and ensure that all subcontractors are registered at the time of bid opening and maintain registration status for the duration of the project. • Failure to submit this form or comply with any of the above requirements may result in a finding that the bid is non-responsive.

Name of Contractor__________________________
Signature__________________________
Name and Title__________________________
Dated__________________________
1 If the Project is exempt from the contractor registration requirements pursuant to the small project e
xemption under Labor Code Sections 1725.5 and 1771.1, please mark “Yes” in response to “Small Project Exemption.”
ITEM 15
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EXHIBIT “F” -
P

AYMENT AND PERFORMANCE BONDS
ITEM 15
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PERFORMANCE BOND
KNOW ALL PERSONS BY THESE PRESENTS:

T
HAT WHEREAS, the City of Ceres (hereinafter referred to as “City”) has awarded to Consolidated Engineering Inc., (hereinafter referred to as the “Contractor”) an agreement for 2024 Pavement Preservation (Rebid) (hereinafter referred to as the “Project”).

WHEREAS, the work to be performed by the Contractor is more particularly set forth in the Contract Documents for the Project dated ____/____/______, (hereinafter referred to as “Contract Documents”), the terms and conditions of which are expressly incorporated herein by reference; and
WHEREAS, the Contractor is required by said Contract Documents to perform the terms thereof and to furnish a bond for the faithful performance of said Contract Documents.

NOW, THEREFORE, we, Consolidated Engineering Inc., the undersigned Contractor and _____________________________________________ as Surety, a corporation organized and duly authorized to transact business under the laws of the State of California, are held and firmly bound unto the City in the sum of ONE MILLION, SIX HUNDRED FOURTY-SIX THOUSAND, FIVE HUNDRED TWENTY-FIVE DOLLARS and FIFTY-TWO CENTS ($1,646,525.52), said sum being not less than one hundred percent (100%) of the total amount of the Contract, for which amount well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that, if the Contractor, his or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and agreements in the Contract Documents and any alteration thereof made as therein provided, on its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their intent and meaning; and shall faithfully fulfill all obligations including the one-year guarantee of all materials and workmanship; and shall indemnify and save harmless the City, its officers and agents, as stipulated in said Contract Documents, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.

As a condition precedent to the satisfactory completion of the Contract Documents, unless otherwise provided for in the Contract Documents, the above obligation shall hold good for a period of one (1) year after the acceptance of the work by City, during which time if Contractor shall fail to make full, complete, and satisfactory repair and replacements and totally protect the City from loss or damage resulting from or caused by defective materials or faulty workmanship, Surety shall undertake and faithfully fulfill all such obligations. The obligations of Surety hereunder shall continue so long as any obligation of Contractor remains. Nothing herein shall limit the City’s rights or the Contractor or Surety’s obligations under the Contract, law or equity, including, but not limited to, California Code of Civil Procedure Section 337.15.

ITEM 15
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Whenever Contractor shall be, and is declared by the City to be, in default under the Contract Documents, the Surety shall remedy the default pursuant to the Contract Documents, or shall promptly, at the City’s option:
(1) Take over and complete the Project in accordance with all terms and conditions in the Contract Documents; or
(2) Obtain a bid or bids for completing the Project in accordance with all terms and conditions in the Contract Documents and upon determination by Surety of the lowest responsive and responsible bidder, arrange for a Contract between such bidder, the Surety and the City, and make available as work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Contract and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents.
(3) Permit the City to complete the Project in any manner consistent with local, California and federal law and make available as work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Contract and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents.

Surety expressly agrees that the City may reject any contractor or subcontractor which may be proposed by Surety in fulfillment of its obligations in the event of default by the Contractor.

Surety shall not utilize Contractor in completing the Project nor shall Surety accept a bid from Contractor for completion of the Project if the City, when declaring the Contractor in default, notifies Surety of the City’s objection to Contractor’s further participation in the completion of the Project.

The Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract Documents or to the Project to be performed thereunder shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract Documents or to the Project, including but not limited to the provisions of Sections 2819 and 2845 of the California Civil Code.

ITEM 15
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IN WITNESS WHEREOF, we have hereunto set our hands and seals this _______ day of ______________, 20___).
(Corporate Seal)
Contractor/ Principal
By
Ti
tle
(Corporate Seal) Surety
By
Attorney-in-Fact
Si
gnatures of those signing for the Contractor and Surety must be notarized and evidence of corporate authority attached.
(Attach Attorney-in-Fact Certificate) Title
Th
e rate of premium on this bond is ____________ per thousand. The total amount of premium charges, $_______________________________.
(The above must be filled in by corporate attorney.)

THIS IS A REQUIRED FORM
Any claims under this bond may be addressed to:
(Name and Address of Surety) ___________________________________________ ___________________________________________
___________________________________________
(Name and Address of Agent or ___________________________________________ Representative for service of
process in California, if different ___________________________________________ from above)
___________________________________________
(Telephone number of Surety and ___________________________________________ Agent or Representative for service
of process in California)
NOTE: A copy of the Power-of-Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto
ITEM 15
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Notary Acknowledgment
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA
COUNTY OF ______________
On , 20___, before me, _______________________________, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature of Notary Public

OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document a
nd could prevent fraudulent removal and reattachment of this form to another document.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT  Individual
 Corporate Officer
Title(s) Title or Type of Document
 Partner(s)  Limited
 General Number of Pages
 Attorney-In-Fact
 Trustee(s)
 Guardian/Conservator Date of Document
 Other:

Signer is representing:

Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
NOTE: This acknowledgment is to be completed for Contractor/Principal.

ITEM 15
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Notary Acknowledgment
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA
COUNTY OF ______________
On , 20___, before me, _______________________________, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature of Notary Public

OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document a
nd could prevent fraudulent removal and reattachment of this form to another document.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT  Individual
 Corporate Officer
Title(s) Title or Type of Document
 Partner(s)  Limited
 General Number of Pages
 Attorney-In-Fact
 Trustee(s)
 Guardian/Conservator Date of Document
 Other:

Signer is representing:

Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
NOTE: This acknowledgment is to be completed for the Attorney-in-Fact. The Power-of-Attorney to local representatives of the bonding company must also be attached.

ITEM 15
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RESERVE PAGE FOR POWER OF ATTORNEY
ITEM 15
- 91 -

PAYMENT BOND
KNOW ALL MEN BY THESE PRESENTS That
W
HEREAS, the City of Ceres (hereinafter designated as the “City”), by action taken or a resolution passed ____________ ___, 20___ has awarded to Consolidated Engineering Inc. hereinafter designated as the “Principal,” a contract for the work described as follows:
2024 Pavement Preservation (Rebid) (the “Project”); and WHEREAS, the work to be performed by the Principal is more particularly set forth in the Contract Documents for the Project dated ____________ ___, 20___ (“Contract Documents”), the terms and conditions of which are expressly incorporated by reference; and WHEREAS, said Principal is required to furnish a bond in connection with said contract; providing that if said Principal or any of its Subcontractors shall fail to pay for any materials, provisions, provender, equipment, or other supplies used in, upon, for or about the performance of the work contracted to be done, or for any work or labor done thereon of any kind, or for amounts due under the Unemployment Insurance Code or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of said Principal and its Subcontractors with respect to such work or labor the Surety on this bond will pay for the same to the extent hereinafter set forth.

NOW THEREFORE, we, the Principal and __________________________ as Surety, are held and firmly bound unto the City in the penal sum of ONE MILLION, SIX HUNDRED FOURTY- SIX THOUSAND, FIVE HUNDRED TWENTY-FIVE DOLLARS and FIFTY-TWO CENTS ($1,646,525.52) lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH that if said Principal, his or its subcontractors, heirs, executors, administrators, successors or assigns, shall fail to pay any of the persons named in Section 9100 of the Civil Code, fail to pay for any materials, provisions or other supplies, used in, upon, for or about the performance of the work contracted to be done, or for any work or labor thereon of any kind, or amounts due under the Unemployment Insurance Code with respect to work or labor performed under the contract, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department or Franchise Tax Board from the wages of employees of the contractor and his subcontractors pursuant to Section 18663 of the Revenue and Taxation Code, with respect to such work and labor the Surety or Sureties will pay for the same, in an amount not exceeding the sum herein above specified.

This bond shall inure to the benefit of any of the persons named in Section 9100 of the Civil Code so as to give a right of action to such persons or their assigns in any suit brought upon this bond.

It is further stipulated and agreed that the Surety on this bond shall not be exonerated or released from the obligation of this bond by any change, extension of time for performance, addition, alteration or modification in, to, or of any contract, plans, specifications, or agreement pertaining or relating to any scheme or work of improvement herein above described, or pertaining or relating to the furnishing of labor, materials, or equipment therefore, nor by any change or modification of any terms of payment or extension of the time for any payment pertaining or relating to any scheme or work of improvement herein above described, nor by any rescission or attempted rescission of the ITEM 15
- 92 -
contract, agreement or bond, nor by any conditions precedent or subsequent in the bond attempting to limit the right of recovery of claimants otherwise entitled to recover under any such contract or agreement or under the bond, nor by any fraud practiced by any person other than the claimant seeking to recover on the bond and that this bond be construed most strongly against the Surety and in favor of all persons for whose benefit such bond is given, and under no circumstances shall Surety be released from liability to those for whose benefit such bond has been given, by reason of any breach of contract between the owner or City and original contractor or on the part of any obligee named in such bond, but the sole conditions of recovery shall be that claimant is a person described in Section 9100 of the Civil Code, and has not been paid the full amount of his claim and that Surety does hereby waive notice of any such change, extension of time, addition, alteration or modification herein mentioned and the provisions of Sections 2819 and 2845 of the California Civil Code.

IN WITNESS WHEREOF, we have hereunto set our hands and seals this _______ day of ______________, 20___.
(Corporate Seal)
Contractor/ Principal
By
Ti
tle
(Corporate Seal) Surety
By
Attorney-in-Fact
T
itle
Si
gnatures of those signing for the Contractor and Surety must be notarized and evidence of corporate authority attached. A Power-of-Attorney authorizing the person signing on behalf of the Surety to do so much be attached hereto.

NOTE: A copy of the Power-of-Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto.

ITEM 15
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Notary Acknowledgment
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA
COUNTY OF ______________
On , 20___, before me, _______________________________, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature of Notary Public

OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document a
nd could prevent fraudulent removal and reattachment of this form to another document.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT  Individual
 Corporate Officer
Title(s) Title or Type of Document
 Partner(s)  Limited
 General Number of Pages
 Attorney-In-Fact
 Trustee(s)
 Guardian/Conservator Date of Document
 Other:

Signer is representing:

Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
NOTE: This acknowledgment is to be completed for Contractor/Principal.

ITEM 15
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Notary Acknowledgment
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA
COUNTY OF ______________
On , 20___, before me, _______________________________, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature of Notary Public

OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document a
nd could prevent fraudulent removal and reattachment of this form to another document.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT  Individual
 Corporate Officer
Title(s) Title or Type of Document
 Partner(s)  Limited
 General Number of Pages
 Attorney-In-Fact
 Trustee(s)
 Guardian/Conservator Date of Document
 Other:

Signer is representing:

Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
NOTE: This acknowledgment is to be completed for the Attorney-in-Fact. The Power-of-Attorney to local representatives of the bonding company must also be attached.

ITEM 15
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RESERVE PAGE FOR POWER OF ATTORNEY
ITEM 15
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APPENDIX
ITEM 15
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CITY OF CERES STANDARD DESIGNS

THE FOLLOWING STANDARDS ARE FOR REFERENCE ONLY
R

EFER TO THE CITY OF CERES WEBSITE FOR THE COMPLETE LISTING OF STANDARD

DETAILS
https://www.ci.ceres.ca.us/DocumentCenter/View/2214/A pproved-2018-Standard-Specifications- and-Design
ITEM 15
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STATE GENERAL PREVAILING WAGE RATES
Ge
neral prevailing wage determination
Made by the Director of Industrial Relations
Pursuant to California Labor Code part 7,
Chapter 1, article 2, Sections 1770, 1773, and 1773.1
__________________________________________________
State of California Department of Industrial Relations Website:
http://www.dir.ca.gov/OPRL/PWD/index.htm
ITEM 15
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REGULATION VIII – FUGITIVE PM10 PROHIBITIONS
ITEM 15
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ITEM 15
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ITEM 15
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ITEM 15
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ITEM 15
ITEM 15

COUNCIL AGENDA REPORT

CITY COUNCIL
Javier Lopez, Mayor
James C
asey, Dist.1
Rosalinda L. Vierra, Dist. 2
Cerina Otero, Dist. 3
Daniel A. Martinez, Dist. 4
MEETING DATE: July 14, 2025
TO: Mayor and City Council
FROM: Doug Dunford, City Manager
CONTACT: Michael R. Beltran, P.E.,Director of Engineering Services/City Engineer
[email protected] , (209) 538-5775
SUBJECT: Resolution No. 2025-XXX, Orderi ng the Preparation of the Engineer’s Report for the Landscape and Lighting Maintenance Assessment District for Fiscal Year 2025-26
RECOMMENDED COUNCIL ACTION:

Staff recommends that the Cit y Council adopt a resolution order ing the preparation of the Engineer’s Report for the Fiscal Year 2025-26 levy of annual assessments for the City of Ceres Landscape and Lighting Maintenance District pursuant to the provisions of the Landscaping and Lighting Act of 1972, Division 15, Part 2 of the Streets and Highway Code.

I. BACKGROUND:

In accordance with the provisions of Streets and Highways Code section 22621, the City is required to annually review and adjust the assessments for its established landscaping and lighting districts. The 1987 Landscape and Lighting District assessments are existing charges that are subject only to inflationa ry adjustments as originally authorized by property owners at the time of District formation.

To initiate this annual process, the City Council must adopt a resolution generally describing any proposed new im provements or any substantial changes in existing improvements and ordering the preparation of the Engineer’s Report for the 2025-26 fiscal year. This report will detail the estimated costs for maintaining the landscaping and lighting improvements within t he District, as well as the me thod of approval among the benefiting parcels.

No new assessments are proposed, and any in creases are limited to the previously approved inflation factor. Therefore, the pr ocedures established by Proposition 218 do not apply to this proceeding.

ITEM 16
II. REASONS FOR RECOMMENDATION:

This action is necessary to continue the annual collection of a ssessments for the 1987 Landscape and Lighting District, which f und the maintenance and operation of landscaping and lighting improvements that benefit property owners within the District.

Adopting the resolution ensures the City remains in compliance with State law and allows sufficient time for Stanislaus County to in clude the approved assessments on the Fiscal Year 2025-26 property tax roll. As required, the City must certify that all assessments conform to applicable laws and remain consistent with original voter-approved provisions, including allowable inflation adjustments.

Failure to complete this process would result in the City being una ble to collect these assessments, requiring any related maintenanc e costs to be absorbed by the General Fund.

III. FISCAL IMPACTS:

If the proposed resolution is not adopted, the City will be unable to levy and collect the 1987 Landscape and Lighting District assessments for Fiscal Year 2025-26. As a result, the associated maintenance and operational costs woul d need to be funded by the General Fund, impacting other City services and programs.

IV. EXISTING POLICY / RELATION SHIP TO THE STRATEGIC PLAN:

N/A
V. POLICY ALTERNATIVES:

N/A
VI. INTERDEPARTMENTAL COORDINATION:

N/A
VII. PUBLIC PARTICIPATION:

N/A
VIII. ENVIRONMENTAL REVIEW:

N/A
IX. STEPS FOLLOWING APPROVAL:

The Engineer’s Report has been prepared, and staff will file the report with the City Clerk.

Staff will prepare a staff report for the City Council to declare its intent to levy and collect assessments within the 1987 Land scape and Lighting District and set a public hearing date.

ITEM 16

Approved by: ______________________
Douglas D. Dunford,
City Manager

Attachments:

1. Attachment A – Resolution

ITEM 16
ITEM 16

ATTACHMENT A
RESOLUTION NO. 2025-XXX

ORDERING THE PREPARATION OF THE ENGINEER’S REPORT FOR

THE LANDSCAPE AND LIGHTING MAINTENANCE ASSESSMENT
DISTRICT FOR FISCAL YEAR 2025-26

THE CITY COUNCIL
City of Ceres

WHEREAS, on July 27, 1987, the City Council (“Council”) of the City of Ceres (“City”), pursuant to the provisions of the Landscaping and Lighting Act of 1972 (“Act”), adopted Resolution Number 87 -125 to form the 1987 Landscape and Lighting District (“Assessment District”); and

WHEREAS, the Act requires that for any fiscal year during which an assessment is to be levied and collected within an existing assessment di strict, the legislative body must adopt a resoluti on generally describing any propos ed new improvements or any substantial changes in existing improvements and order the engineer to prepare and file a report according to the Act’s specifications; and

WHEREAS, the City has retained NBS for the purpose of assisting with the annual levy of the Assessment District and preparing and filing the report required under the Act; and

WHEREAS, there are no proposed new improvements or subs tantial changes in existing improvements for the Assessment District; and

WHEREAS, Council desires to initiate proceedings to provide for the annual levy of assessments for the 2025-26 fiscal year to provide for the costs and expenses necessary for continual maintenance of improvements within the Assessment District.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Ceres does hereby order the preparation of the Engineer’s Report for the Landscape and Lighting Maintenance Assessment District for Fiscal Year 2025-26.

PASSED AND ADOPTED by the Ceres City Council at a regular me eting thereof held on the 14
th day of July 2025, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

_________ _________________________
J a v i e r L o p e z , M a y o r
ITEM 16

ATTEST:

_______________________________
Fallon Martin, City Clerk

ITEM 16

COUNCIL AGENDA REPORT

CITY COUNCIL
Javier Lopez, Mayor
James Casey, Dist.1
Rosalinda L. Vierra, Dist. 2
Cerina Otero, Dist. 3
Daniel A. Martinez, Dist. 4
MEETING DATE: July 14, 2024
TO: Mayor and City Council
FROM: Douglas D. Dunford, City Manager
CONTACT: Trenton Johnson, Chief of Police
[email protected], (209) 538-5725
SUBJECT: Resolution No. 2025-XXX, Authorizing the Sale of Canine Veko to Officer Brian Chandler
RECOMMENDED COUNCIL ACTION:

Staff recommends the City Council authorize the sale of canine Veko to Officer Brian Chandler.

I. BACKGROUND:

The Ceres Police Canine unit currently has four (4) canine teams allotted to patrol. Each team consists of a canine handler and a dual -trained narcotics detection/apprehension canine. This allows us to have a canine working 22 hours a day, seven days a week.

One of the teams consists of Officer Brian Chandler and canine Veko. Veko is a nine- year-old ( 9-year-old) German Shepherd . His handler, Officer Chandler, is in good standing with the department and has done a great job working with Veko over the past three (3) years. During this time, Veko has become a part of Officer Chandler’s family.

Due to the age of canine Veko and Officer Chandler’s desire to remove himself from the K9 Unit, staff recommends retiring him.

Officer Chandler has expressed interest in purchasing Veko from the City of Ceres to keep as a pet. In the past, handlers have been offered the ability to purchase their retired canine partners for $1.00 (one dollar) U.S. currency. Staff proposes this same procedure for the retirement of canine Veko.

II. REASONS FOR RECOMMENDATION:

Canine Veko’s physical health has begun to deteriorate due to his age. Additionally, Officer Chandler has worked as his handler for the past three years and is ready to remove himself from the K9 Unit.

ITEM 17
III. FISCAL IMPACTS:

If approved by the Council the city can agree to sell Officer Chandler the canine for $1.00 (one dollar). Due to budget constraints, a replacement canine will not be purchased during this fiscal year. The purchase of a replacement canine may be budgeted at a later time.

IV. EXISTING POLICY / RELATIONSHIP TO STRATEGIC PLAN:

Approval of this sale fulfills the strategic plan for Government Operations: “Provide quality services to meet community needs, assuring that the City has…well trained and properly equipped…staff.”
V. POLICY ALTERNATIVES:

If not approved by Council, the alternative is for the City of Ceres to retain possession of canine Veko until a decision can be made regarding his disposition. Canine Veko would need to be placed in a facility that specializes in long -term boarding and care of police canines. We currently use CR Ranch for boarding and the cost is $73.00 per day. These funds are not in the City’s 2025-26 fiscal budget.

VI. INTERDEPARTMENTAL COORDINATION:

N/A
VII. PUBLIC PARTICIPATION:

N/A
VIII. ENVIRONMENTAL REVIEW:

N/A
IX. STEPS FOLLOWING APPROVAL:

Upon approval, Canine Veko will be retired from the City of Ceres Police Department and sold to Officer Brian Chandler for the purchase price of $1.00. All necessary paperwork will be completed releasing liability from the City of Ceres. This release will include a statement that Veko is being sold to Officer Chandler as a pet and is not to be used as a working canine at another public or private organization.

Approved by: ______________________
Douglas D. Dunford,
City Manager
Attachments:

1. Attachment A – Resolution

2. Attachment B – Agreement Regarding Retirement of Police Canine ITEM 17

ATTACHMENT A
RESOLUTION NO. 2025-XXX

AUTHORIZING THE SALE OF CANINE VEKO TO OFFICER BRIAN CHANDLER

THE CITY COUNCIL
City of Ceres
WHEREAS, Officer Brian Chandler is the current handler of Canine Veko; and WHEREAS, Veko is nine (9) years old and approaching the end of his usefulness as a canine officer; and
WHEREAS, Officer Chandler has expressed the desire to remove himself from the K9 Unit at the same time as Veko’s retirement; and
WHEREAS, Veko has become a part of Officer Chandler’s family; and WHEREAS, Officer Brian Chandler will purchase Canine Veko for the price of one (1) dollar, to be paid to the City of Ceres.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Ceres does hereby authorize the sale of canine Veko to Officer Brian Chandler.

PASSED AND ADOPTED by the Ceres City Council at a regular meeting thereof held on this 14th day of July 2025, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
________________________________
Javier Lopez, Mayor
ATTEST:
______________________________
Fallon Martin, City Clerk
ITEM 17
ITEM 17

ATTACHMENT B

CITY OF CERES
2220 Magnolia Street
Ceres, CA 95307-3600
(209) 538-5751

AGREEMENT REGARDING RETIREMENT OF POLICE CANINE

This agreement is made this 14th day of July 2025, by and between the Police Department for the City of Ceres, hereinafter referred to as “City” and Brian Chandler.

1. Brian Chandler is employed as an Officer for the City of Ceres and is currently the handler of police canine “ Veko.” Veko, a 9-year-old German Shepherd, has been suitably trained as a police canine but who is reaching the end of his usefulness as a canine officer due to his age.

2. The City of Ceres is willing to transfer ownership of the said German Shepherd dog to Brian Chandler to be retired as a pet pursuant to certain terms and conditions as hereinafter set forth.

NOW, WHEREFORE, in consideration of the mutual covenants made herein, the parties to this Agreement do hereby agree as follows:

1. The City of Ceres does hereby sell and transfer canine Veko to Brian Chandler for the sum of one dollar ($1.00), receipt of which is hereby acknowledged, where the 9-year-old German Shepherd will be retired as a pet and shall not to be used as a working police canine for any government or private entity.

2. Brian Chandler does hereby accept the transfer of the ownership of said dog and shall cause the ownership of the animal to be registered and titled in her name.

3. The City agrees that upon the transfer of the title of said dog to Brian Chandler, Brian Chandler will indemnify and hold harmless the said City of Ceres from any and all liability or claims from damages arising out of any event, act or disturbance involving the subject police dog, including attorney fees and court costs.

CITY COUNCIL

Javier Lopez, Mayor
James Casey, Dist. 1
Rosalinda L. Vierra, Dist.2
Cerina Otero, Dist. 3
Daniel A. Martinez, Dist. 4
ITEM 17
Dated: __________________________ Dated: _________________________

________________________________ _______________________________ Doug Dunford, City Manager Trenton Johnson, Police Chief City of Ceres City of Ceres

APPROVED AS TO FORM: NEW OWNER:

Dated: ___________________________ Dated: _________________________

_________________________________________________ _______________________________________________ Nubia Goldstein, City Attorney Brian Chandler, Police Officer City of Ceres City of Ceres

ITEM 17

COUNCIL AGENDA REPORT

CITY COUNCIL
Javier Lopez, Mayor
James Casey, Dist.1
Rosalinda L. Vierra, Dist. 2
Cerina Otero, Dist. 3
Daniel A. Martinez, Dist. 4
MEETING DATE: July 14, 2025
TO: Mayor and City Council
FROM: Douglas D. Dunford City Manager
CONTACT: Michael R. Beltran II, P.E., Director of Engineering [email protected], (209) 538-5623
SUBJECT:

Resolution No. 2024-XXX, Approving an Agreement with Precision Concrete Cutting, Inc. for Concrete Cutting Services in the Westpointe 4, Olive Grove 1 and 2, Highlands 1 and 2, Kingston Estates, Highlands Park, California Voyage 1 and 2, and Maxim Estates Subdivisions (New Project String) in an Amount Not-to- Exceed $86,636.55 and Authorizing the City Manager to Execute the Agreement
RECOMMENDED COUNCIL ACTION:

Staff recommends the City Council adopt a resolution approving an agreement with Precision Concrete Cutting, Inc. for concrete cutting services in the Westpointe 4, Olive Grove 1 and 2, Highlands 1 and 2, Kingston Estates, Highlands Park, California Voyage 1 and 2, and Maxim Estates Subdivisions in an amount not to exceed $ 86,636.55, and authorize the City Manager to execute the agreement.

I. BACKGROUND:

The City of Ceres requires concrete cutting services to remove sidewalk tripping hazards and address Americans with Disabilities Act (ADA) compliance issues. Staff evaluated several options to address noncompliant sidewalk locations and identified concrete cutting as a cost -effective, efficient solution for areas with elevation differences of up to two inches.

On November 24, 2024 , the City authorized an evaluation of sidewalks within several subdivisions by Precision Concrete Cutting . The evaluation identified 9,661 potential repair locations , with work prioritized for path-of-travel areas only. A summary of the evaluation results is included as Attachment C.

Precision Concrete Cutting submitted a proposal based on pricing under the Interlocal Purchasing System (TIPS) cooperative purchasing agreement ( TIPS RCSP 230602 ), executed on August 17, 2023. TIPS is a government purchasing cooperative designed to ITEM 18
streamline procurement processes for public agencies. As a TIPS member, the City may utilize the cooperative’s procurement solicitation documents for legal procurement purposes.

A project budget of $86,636.55 will allow the City to address current sidewalk hazards in the identified subdivisions and, if necessary, address additional critical locations.

It should be noted that under the California Streets and Highways Code (since 1941) , sidewalk maintenance is the responsibility of adjacent property owners, including along the frontage, sides, and rear property lines where sidewalks are present. Despite this statutory obligation, residents typically do not address sidewalk maintenance i ssues, as sidewalks are within the public right of way.

II. REASONS FOR RECOMMENDATION:

To address identified noncompliant sidewalk locations and improve pedestrian safety, staff recommends contracting for concrete cutting services through a cooperative purchasing agreement. Precision Concrete Cutting submitted a proposal consistent with the TIPS RCSP 230602 pricing structure, offering a competitive and legally compliant procurement option for the City.

This approach allows the City to quickly and efficiently address sidewalk tripping hazards while benefiting from pre-negotiated cooperative pricing.

III. FISCAL IMPACTS:

This project was included in the City’s Capital Improvement Project List. Allocated funds are available in Account 27195.800500 (2416) in the amount of $231,815.23. These funds will be transferred to 27195.800500 (New Project String) to provide sufficient funding for the proposed concrete cutting services.

IV. EXISTING POLICY / RELATIONSHIP TO THE STRATEGIC PLAN:

This project supports Goal 1: Infrastructure of the City’s Strategic Plan:

Infrastructure: Ensure that the community has adequate, well -maintained infrastructure that fosters a quality community and supports a strong economy.

V. POLICY ALTERNATIVES:

The City Council may choose to:
• Direct staff to reject the proposal and eliminate the project.

VI. INTERDEPARTMENTAL COORDINATION:

The Engineering Department has coordinated with the Public Works Department.

ITEM 18
VII. PUBLIC PARTICIPATION:

There are no committee s, public participation events needed or anticipated for this project.

VIII. ENVIRONMENTAL REVIEW:

N/A
IX. STEPS FOLLOWING APPROVAL:

Upon City Council approval:

1. The City Manager will execute the agreement with Precision Concrete Cutting, Inc.

2. Staff will initiate the transfer of funds to the appropriate project account.

3. Project work will be scheduled and coordinated with the contractor.

Approved by: _____________________
Douglas D. Dunford
City Manager

Attachments:

1. Attachment A – Resolution

2. Attachment B – General Services Agreement

3. Attachment C – Precision Concrete Cutting Proposal

4. Attachment D – The Interlocal Purchasing System (TIPS) Vendor Agreement

ITEM 18
ITEM 18

ATTACHMENT A
RESOLUTION NO. 2025-XXX

APPROVING AN AGREEMENT WITH PRECISION CONCRETE CUTTING, INC. FOR CONCRETE CUTTING SERVICES IN THE WESTPOINTE 4, OLIVE GROVE 1 AND 2, HIGHLANDS 1 AND 2, KINGSTON ESTATES, HIGHLANDS PARK, CALIFORNIA VOYAGE 1 AND 2, AND MAXIM ESTATES SUBDIVISIONS (NEW PROJECT STRING) IN AN AMOUNT NOT-TO-EXCEED $86,636.55 AND AUTHORIZING THE

CITY MANAGER TO EXECUTE THE AGREEMENT

THE CITY COUNCIL
City of Ceres

WHEREAS, the Engineering Department authorized Precision Concrete Cutting to perform an evaluation of the sidewalk in the Westpointe 4, Olive Grove 1 and 2, Highlands 1 and 2, Kingston Estates, Highlands Park, California Voyage 1 and 2, and Maxim Estates Subdivisions area; and

WHEREAS, the City of Cere s has many areas throughout the City that has uplifted sidewalk causing tripping hazards; and

WHEREAS, the California Streets and Highways Code has placed the responsibility to maintain public sidewalks on the adjacent property owners.; and

WHEREAS, residents do not generally complete upkeep on sidewalks due to them being within the public right of way; and

WHEREAS, funds are allocated and available in account 27195.800500 (2416), in the amount of $ 231,815.23, covering repair locations in the Westpointe 4, Olive Grove 1 and 2, Highlands 1 and 2, Kingston Estates, Highlands Park, California Voyage 1 and 2, and Maxim Estates Subdivisions area; and

WHEREAS, a new project string should be opened for the repair locations of the Westpointe 4, Olive Grove 1 and 2, Highlands 1 and 2, Kingston Estates, Highlands Park, California Voyage 1 and 2, and Maxim Estates Subdivisions; and

WHEREAS, funds should be transferred from 27195.800500 (2416) to 27195.800500 (New Project String) in the amount of $231,815.23 for the repair locations of the Westpointe 4, Olive Grove 1 and 2, Highlands 1 and 2, Kingston Estates, Highlands Park, California Voyage 1 and 2, and Maxim Estates Subdivisions.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Ceres does hereby approve an agreement with Precision Concrete Cutting, Inc. for Concrete Cutting Services in the Westpointe 4, Olive Grove 1 and 2, Highlands 1 and 2, Kingston Estates, Highlands Park, California Voyage 1 and 2, and Maxim Estates Subdivisions (New Project String) in an amount not-to-exceed $86,636.55 and authorizes the City Manager to execute the agreement.

PASSED AND ADOPTED by the Ceres City Council at a regular meeting thereof held on the 14th day of July 2025, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

ITEM 18

ATTACHMENT A
________________________________
Javier Lopez, Mayor
ATTEST:

_________________________________
Fallon Martin, City Clerk
ITEM 18

ATTACHMENT B

GENERAL SERVICES AGREEMENT BETWEEN
THE CITY OF CERES AND PRECISION EMPRISE LLC, ADA PRECISION CONCRETE CUTTING, INC. (Contractor)

This agreement for general services (“Agreement”) is entered into on November 25, 2024 (the “Effective Date”) between the City of Ceres (“City”) and Precision Emprise LLC, dba Precision Concrete Cutting, Inc., (“Contractor”) (together sometimes referred to as the “Parties”).

Section 1. SERVICES. In accordance with the terms and conditions set forth in this Agreement, Contractor agrees to perform all services described in the proposal dated June 17, 2025, Scope of Work shall include concrete cutting of locations in the Westpointe 4, Olive Grove 1 and 2, Highlands 1 and 2, Kingston Estates, Highlands Park, California Voyage 1 and 2, and Maxim Estates Subdivisions. See attached as Exhibit A. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, this Agreement shall prevail.

1.1 Term of Services. This Agreement shall begin upon signature by all Parties and shall end when Contractor completes the work described in Exhibit A, or no later than one (1) year from the date this Agreement was signed by City, which ever is longer, unless the term of the Agreement is otherwise terminated or modified, as provided for herein.

1.2 Standard of Performance. Contractor shall diligently perform all services required in connection with this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Contractor is engaged in the geographical area in which Contractor practices its profession.

1.3 Assignment of Personnel. Contractor shall assign only competent personnel to perform services in connection with this Agreement.

1.4 Termination. City may cancel this Agreement at any time and without cause upon written notification to Contractor. In the event of termination, Contractor shall be entitled to compensation for services satisfactorily completed as of the date of written notice of termination; City, however, may condition payment of such compensation upon Contractor delivering to City documents and records identified in Section 8.1 of this Agreement.

Section 2. COMPENSATION. City hereby agrees to pay Contractor an amount NOT TO EXCEED eighty six thousand six hundred thirty six and fifty five cents dollars ($86,636.55) for all work set forth in Exhibit A, and made a part of this Agreement. In the event of a conflict between this Agreement and Contractor’s proposal regarding the amount of compensation, this Agreement shall prevail.

2.1 Invoices. Contractor shall submit invoices once a month during the term of this Agreement, based on the cost for services performed and reimbursable costs incurred prior to the invoice date.

2.2 Payment. City shall make monthly payments, based on invoices received, for services satisfactorily performed, and for authorized reimbursable costs incurred.

2.3 Payment of Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.

ITEM 18

General Services Agreement between
CITY OF CERES and _________________. Page 2 of 7

Section 3. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Contractor, at its own cost and expense, shall procure the types and amounts of insurance listed below for the period covered by the Agreement.

3.1 Workers’ Compensation. If Contractor employs any person, Contractor shall maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Contractor with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident.

3.2 Commercial General and Automobile Liability Insurance. Contractor shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than TWO MILLION DOLLARS ($2,000,000.00) per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non-owned automobiles. At the sole option of the City, the City shall be named as an additional insured and insurance shall provide primary coverage with respect to the City.

3.3 All Policies Requirements.

3.3.1 Verification of Coverage. Prior to beginning any work under this Agreement, Contractor shall, at the sole option of the City, provide City with (1) certified Certification of Insurance that demonstrates compliance with all applicable insurance provisions contained herein; (2) certified policy endorsements to the general liability policy adding the City of Ceres as an Additional Insured and declaring such insurance primary in regard to work performed pursuant to this Agreement; or (3) upon request by the City, complete certified copies of all policies and/or complete certified copies of all endorsements that demonstrate compliance with this Section 4

3.3.2 Notice of Reduction in or Cancellation of Coverage. A certified endorsement must be attached to all insurance obtained in accordance with this Agreement stating that coverage shall not be suspended, voided, canceled by either party, or reduced in coverage or in limits, except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City.

Section 4. INDEMNIFICATION AND CONTRACTOR’S RESPONSIBILITIES.

4.1 Contractor shall to the fullest extent allowed by law, with respect to all services performed in connection with this Agreement, indemnify, defend and hold harmless the City and its officials, officers, employees, agents and volunteers from and against any and all claims that arise out of, pertain to or relate to the negligence, recklessness or willful misconduct of the Contractor. Contractor will bear all losses, costs, damages, expense and liability of every kind, nature and description that arise out of, pertain to, or relate to such Claims, ITEM 18

General Services Agreement between
CITY OF CERES and _________________. Page 3 of 7

whether directly or indirectly (“Liabilities”). Such obligations to defend, hold harmless and indemnity the City shall not apply to the extent that such Liabilities are caused by the sole negligence, active negligence, or willful misconduct of the City.

Section 5. STATUS OF CONTRACTOR.

5.1 Independent Contractor. At all times during the term of this Agreement, Contractor shall be an independent contractor and shall not be an employee of City. Contractor shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent.

Section 6. LEGAL REQUIREMENTS.

6.1 Governing Law. The laws of the State of California shall govern this Agreement.

6.2 Compliance with Applicable Laws. Contractor and any subcontractors shall comply with all laws applicable to the performance of the work in connection with this Agreement.

6.3 Licenses and Permits. Contractor represents and warrants to City that Contractor and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions.

6.4 Nondiscrimination and Equal Opportunity. In compliance with federal, state and local laws, Contractor shall not discriminate, on the basis of a person’s race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Contractor under this Agreement.

6.5 Work Requiring Payment of Prevailing Wages. In accordance with California Labor Code Section 1771, not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which these services are to be performed, and not less than the general prevailing rate of per diem wages for holiday and overtime work fixed as provided in the California Labor Code shall be paid to all workers engaged in performing the services under this Agreement.

Section 7. MODIFICATION.

7.1 Amendments. The Parties may amend this Agreement only by a writing signed by all the Parties.

7.2 Assignment and Subcontracting. Contractor may not assign this Agreement or any interest therein without the prior written approval of the City. Contractor shall not ITEM 18

General Services Agreement between
CITY OF CERES and _________________. Page 4 of 7

subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the City.

7.3 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Contractor shall survive the termination of this Agreement.

7.4 Options upon Breach by Contractor. If Contractor materially breaches any of the terms of this Agreement, City’s remedies shall include, but not be limited to, the following:

7.4.1 Immediately terminate the Agreement;

7.4.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Contractor in accordance with this Agreement;

7.4.3 Retain a different Contractor to complete the work described in Exhibit A not finished by Contractor; or

7.4.4 Charge Contractor the difference between the costs to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Contractor in accordance with Section 2 if Contractor had completed the work.

Section 8. KEEPING AND STATUS OF RECORDS.

8.1 Records Created as Part of Contractor’s Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that Contractor prepares or obtains in accordance with this Agreement and that relate to the matters covered under the terms of this Agreement shall be the property of the City.

8.2 Contractor’s Books and Records. Contractor shall maintain any and all records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to the Contractor to this Agreement.

8.3 Confidential Information and Disclosure. During the term of this Agreement, either party (the "Disclosing Party") may disclose confidential, proprietary or trade secret information (the "Information"), to the other party (the "Receiving Party"). The Receiving Party shall hold the Disclosing Party's Information in confidence and shall take all reasonable steps to prevent any unauthorized possession, use, copying, transfer or disclosure of such Information. Contractor understands that the City is a public entity and is subject to the laws that may compel it to disclose information about Contractor’s business.

ITEM 18

General Services Agreement between
CITY OF CERES and _________________. Page 5 of 7

Section 9 MISCELLANEOUS PROVISIONS.

9.1 Attorneys’ Fees. If a party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

9.2 Venue. In the event that either party brings any action against the other under this Agreement, the Parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of Merced or in the United States District Court for the Eastern District of California.

9.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect.

9.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.

9.5 Contract Administration. This Agreement shall be administered by Sam Royal, who shall act as the City’s representative. All correspondence shall be directed to or through the representative.

9.6 Notices. Any written notice to Contractor shall be sent to:

Contractor Address:

Any written notice to the City shall be sent to:

Michael R. Beltran II, PE
Director of Engineering
2220 Magnolia St.

Ceres, CA. 95307

9.7 Professional Seal. Where applicable in the determination of the City, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation.

9.8 Integration; Incorporation. This Agreement, including all the exhibits attached hereto, represents the entire and integrated agreement between City and Contractor and supersedes all prior negotiations, representations, or agreements, either written or oral. All Exhibits attached hereto are incorporated by reference herein.

ITEM 18

General Services Agreement between
CITY OF CERES and _________________. Page 6 of 7

9.9 Alternative Dispute Resolution. If any dispute arises between the Parties that cannot be settled after engaging in good faith negotiations, City and Contractor agree to resolve the dispute in accordance with the following:

Each party will designate a senior management or executive level representative to negotiate the dispute. Through good faith negotiations, the representatives will attempt to resolve the dispute by any means within their authority. If dispute remains unresolved after fifteen (15) days of good faith negotiations, the Parties shall attempt to resolve the disagreement by mediation through a disinterested third person as mediator selected by both Parties. Mediation will begin within thirty (30) days of the selection of this disinterested third party, and will end fifteen (15) days after commencement. The Parties shall equally bear the costs of any third party in any alternative dispute resolution process.

The alternative dispute resolution process is a material condition to this Agreement and must be exhausted as an administrative remedy prior to either party initiating legal action.

This alternative dispute resolution process is not intended to nor shall be construed to change the time periods for filing a claim or action specified by Government Code Section 900, et. seq.

9.10 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

The Parties have executed this Agreement as of the date signed by the City.

CITY OF CERES CONTRACTOR

____________________________ ______________________________ Douglas D. Dunford, City Manager Name, Title

Approved as to Form:

____________________________
Nubia Goldstein, City Attorney

ATTEST:

_____________________________________
Fallon Martin, City Clerk
ITEM 18

General Services Agreement between
CITY OF CERES and _________________. Page 7 of 7

EXHIBIT A

SCOPE OF SERVICES

[ATTACH SCOPE OF SERVICES]

ITEM 18
ITEM 18

417 Harrison St, Oakland, CA 94607 / Phone: (650) 867 -8657 / Fax (650) 240-3866 / CL# 103474

6/27/25
PROPOSAL FOR “NOT TO EXCEED” AGREEMENT BETWEEN:

THE City of Ceres AND PRECISION CONCRETE CUTTING (PCC)

Overview

Uneven sidewalks caused by ground settling and tree roots cause a potential hazard to pedestrians. Displaced sidewalks cause problems for both public and private entities in the form of trip and fall liability exposure.

It is proposed that the City of Ceres and PCC enter into an agreement whereby PCC will perform a sidewalk assessment as identified by County staff. The price for these services shall not exceed the proposed dollar amount and quantity defined in the “Proposal Detail” section below.

Background Information on Precision Concrete Cutting

PCC has been repairing and inspecting sidewalks since 1990. The company does work throughout the United States and with dozens of cities in California.

Precision Concrete Cutting is the leader in sidewalk asset management. We specialize in surveying sidewalk infrastructure and repairing uneven sidewalks. Our unique saw-cutting method for correcting off-set sidewalk panels leaves behind ADA compliant results for a fraction of the cost of new con crete. Our clients benefit from detailed GIS maps that allow them to create a GIS database to cost effectively manage their sidewalk infrastructure.

Proposal Detail

Contract amount: total charge for services rendered shall not exceed $86,636.55 (includes 10% contingency)

Sidewalk Repair Billing Units: Services are billed in “Inch Feet”. An inch foot is calculated by measuring the average height of the sidewalk off-set and multiplying this average by the length of the cut. Example: A sidewalk off-set on a 4-foot-wide sidewalk that consists of a 0.5” rise on one side, and tapers down to a zero rise on the other is calculated as follows:

0.5” +0” x 4ft = 1 inch-foot
2 Sidewalk Repair Unit Price for sidewalk shaving: $55 per inch foot

Rate area based on The Interlocal Purchasing System (TIPS) vendor agreement, TIPS RCSP 230602

ATTACHMENT C
ITEM 18

LIMITATIONS
PCC removes only those trip hazards specifically requested or approved by customers, and therefore makes no guarantee or representation that areas are free of trip hazards after the work is completed. In addition, PCC only performs certain trip hazard repairs. Among other things, PCC does not remove and replace sidewalk slabs (R&Rs) and does not repair certain ATTNs (e.g. utility boxes). Furthermore, to preserve clients’ budget, PCC typically does not perform any repair at and around any sidewalk slabs that require to be replaced. It is our customers’ responsibility to provide proper access, and PCC assumes no liability for trip hazards that cannot be repaired due to parked vehicles or other obstacles preventing safe and practical access. In such cases, PCC returns once to attempt completion of repairs that could not be completed the first time. Additionally, it is recognized that after completion of the work, the concrete trip hazards may and frequently do continue to move naturally over time due to roots, water, freezing, pipes, and other natural or man-made causes. PCC is not responsible for movement or changes in the sidewalk and is not liable for any related claims, losses, damages or liabilities thereto pertaining to it.

Precision Concrete Cutting is committed to providing the highest quality service to our clients. Should you have any questions of comments, please do not hesitate to contact us.

PCC Representative: YOUR HERE REPRESENTATIVE:

X_________________________ Title Locations of Slicing Sidewalk Repairs: 9661 locations identified in map below

ATTACHMENT C
ITEM 18
TIPS Vendor Agreement (Part 1) Page 1

1. Purpose. The purpose of this Agreement is to identify the terms and conditions of the relationship between TIPS and Vendor. Public entities and qualifying non-profits that properly join or utilize TIPS (“TIPS Members”) may elect to “piggyback” off of TIPS’ procurements and agreements where the laws of their jurisdiction allow. TIPS Members are not contractual parties to this Agreement although terms and conditions of this Agreement may ensure benefits to TIPS Members.

2. Authority. The Parties agree that the signatories below are individual authorized to enter into this Agreement on behalf of their entity and that they are acting under due and proper authority under applicable law.

3. Definitions.
a. TIPS Pricing: The specific pricing, discounts, and other pricin g terms and incentives which Vendor submitted and TIPS approved for each respective TIPS Contract awarded to Vendor and all permissible, subsequent pricing updates submitted by Vendor and accepted by TIPS, if any.
b. Authorized Reseller: A reseller or dealer authorized and added by a Vendor through their online TIPS Vendor Portal to make TIPS sales according to the terms and conditions herein.

4. Entire Agreement. This Agreement resulted from TIPS posting a Part 1 “TIPS Solicitation” (RFP, RCSP, RFQ, or other) and Vendor submitting a proposal in response to that posted TIPS Solicitation for evaluation and award. The Parties agree that this Agree ment consists of the provisions set forth herein and: (1) The Part 1 TIPS solicitation document resulting in this Agreement; (2) Any Part 1 addenda or clarifications issued in relation to the TIPS solicitation; (3) All Part 1 solicitation information provided to Vendor by TIPS through the TIPS eBid System; (3) Vendor’s entire Part 1 propo sal response to the TIPS solicitation including all accepted requ ired attachments, acknowledged notices and certifications, accepted negotiated terms, pricing, accepted responses to questions, and accepted written clarifications of Vendor’s proposal, and; any properly included attachments to this Agreement. All documentation and information listed is hereby incorporated by reference as if set forth herein verbatim. In the event of conflict between the terms herein and one of the incorporated documents the terms and conditions herein shall control.

5. Vendor’s Specific Warranties, Terms, and License Agreements. Because TIPS serves public entities and non-profits throughout the nation all of which are subject to specific laws and policies of their jurisdiction, as a matter of standard practice, TIPS does not typically accept a Vendor’s specific “Sale Terms” (warranties, license agreements, master agreements, terms and conditions, etc.) on behalf of all TIPS Members. TIPS may permit Vendor to attach those to this Agreement to display to interested customers what terms may apply to their Supplemental Agreement with Vendor (if submitted by Vendor for that purpose). However, unless this term of the Agreement is negotiated and modified to state otherwise, those specific Sale Terms are not accepted by TIPS on behalf of all TI PS Members and each Member may choose whether to accept, negotiate, or reject those specific Sale Terms, which must be reflected in a separate agreement between Vendor and the Member in order to be effective.

TIPS VENDOR AGREEMENT (Part 1)
TIPS
RFP 230602 Pavement and Other Related Services (PART 1) The following Vendor Agreement (“Agreement”) creates a legal agreement between The Interlocal Purchasing System (“TIPS”), a
government purchasing cooperative and Department of Texas Region 8 Education Service Center and (CITY OF CERES):

Precision Concrete Cutting, Inc.
__________________________________________________________________________________________________ CITY

OF CERES
its owners, agents, subsidiaries, and affiliates (together, “Vendor”) (individually, “Party”, and collectively the “Parties”) and this agreement shall exclusively govern the contractual relationship (“Agreement”) between the Parties for Part 1 of the related sol
icitation opportunity. If Vendor proposes and is awarded on Part 2, a separate Part 2 Vendor Agreement shall control Part 2 terms.

TIPS, a governmental entity and a national purchasing cooperative seeks to p rovide a valuable and necessary solution to public entities and qualifying non-profits by performing the public procurement solicitation process and awarding compliant contracts to qualified vendors. Then, where the law of a customer’s jurisdiction allows, instead of public entities and qualifying n on-profits expending time, money, and resources on the extensive public procurement process, the use of TIPS allows public entities to quickly select
and purchase their preferred products or services from qualified, competitively evaluated vendors through cooperative purchasing.

ATTACHMENT D
ITEM 18
TIPS Vendor Agreement (Part 1)