Concord City Council
February 14, 2023

77 Income tax expense consisted of the following:

Fiscal Year Ended
October 3,
2021
September 27,
2020
September 29,
2019
(in thousands)
Current:

Federal $ 41,056 $ 24,102 $ 30,051
State 9,893 6,872 8,923
Foreign 18,887 20,398 15,016
Total current income tax expense 69,836 51,372 53,990
Deferred:

Federal (6,034) 2,187 (9,108)
State (2,060) 870 (1,195)
Foreign (27,703) (328) (27,312)
Total deferred income tax (benefit) expense (35,797) 2,729 (37,615) Total income tax expense $ 34,039 $ 54,101 $ 16,375
Total income tax expense was different from the amount computed by applying the U.S. federal statutory rate to pre- tax income as follows:

Fiscal Year Ended
October 3,
2021
September 27,
2020
September 29,
2019
Tax at federal statutory rate 21.0% 21.0% 21.0%
State taxes, net of federal benefit 2.3 2.7 3.3
Research and Development ("R&D") credits (2.6) (2.2) (4.7) Tax differential on foreign earnings 0.9 0.7 1.0
Non-taxable foreign interest income (1.0) (1.1) (1.7)
Goodwill — 1.5 0.9
Stock compensation (3.3) (2.2) (2.4)
Valuation allowance (9.3) 1.6 (13.5)
Change in uncertain tax positions 1.7 0.4 2.4
Return to provision (3.7) 0.8 (0.2)
Disallowed officer compensation 2.0 0.2 0.2
Cash repatriation 2.1 — —
Unremitted earnings 1.0 — —
Revaluation of deferred taxes — — (1.4)
Deferred tax adjustments 0.8 (1.3) (0.4)
Transition taxes on foreign earnings — — 1.4
Other 0.9 1.6 3.4
Total income tax expense 12.8% 23.7% 9.3%
The effective tax rates for fiscal 2021, 2020 and 2019 were 12.8%, 23.7% and 9.3%, respectively. Our fiscal 2021 and 2019 effective tax rates reflect non-recurring net tax benefits of $21.6 million and $22.3 million, respectively, primarily consisting of valuation allowances in the United Kingdom and Australia that were released due to sufficient positive evidence being obtained in the respective years. The valuation allowances were primarily related to net operating loss and research and development credit carry-forwards and other temporary differences. We evaluated the positive evidence against any negative evidence and determined that it was more likely than not that the deferred tax assets would be realized. The primary factors used to assess the likelihood of realization were the past performance of the related entities and our forecast of future taxable

78 income. The goodwill impairment charges in fiscal 2020 and 2019 and certain of the transaction charges in fiscal 2019 did not have related tax benefits. Also, income tax expense was reduced by $12.9 million, $8.3 million, $6.4 million of excess tax benefits on share-based payments in fiscal 2021, 2020, and 2019, respectively.

Excluding the impact of the valuation allowance releases, non-deductible goodwill impairment charges and transaction costs, and the excess tax benefits on share-based payments our effective tax rates in fiscal 2021, 2020, and 2019 were 25.7%,

25.6%, and 24.6% respectively.

We are currently under examination by the Internal Revenue Service for fiscal year 2018, the Canada Revenue Agency for fiscal years 2011 through 2016, and the California Franchise Tax Board for fiscal years 2014 through 2016. We are also subject to various other state audits.

Temporary differences comprising the net deferred income tax asset shown on the accompanying consolidated balance sheets were as follows:

Fiscal Year Ended
October 3,
2021
September 27,
2020
(in thousands)
Deferred Tax Assets:

State taxes $ 1,342 $ 1,146
Reserves and contingent liabilities 6,662 6,262
Accounts receivable including the allowance for doubtful accounts 5,917 6,283 Accrued liabilities 41,657 28,223
Lease liabilities, operating leases 60,181 66,941
Stock-based compensation 3,560 5,905
Loss carry-forwards 54,825 43,475
Valuation allowance (13,040) (24,395)
Total deferred tax assets 161,104 133,840
Deferred Tax Liabilities:

Unbilled revenue (5,595) (14,451)
Prepaid expense (8,136) (5,967)
Right-of-use assets, operating leases (60,181) (66,941) Intangibles (40,121) (29,130)
Undistributed earnings (3,136) —
Property and equipment (85) (1,615)
Total deferred tax liabilities (117,254) (118,104)
Net deferred tax assets $ 43,850 $ 15,736
In the fourth quarter of fiscal 2021, we repatriated approximately $80 million from Canada and recognized a related tax expense of $5.6 million. At this time, we also determined that our remaining undistributed earnings in Canada of approximately $20.1 million are no longer being indefinitely reinvested and recorded an additional deferred tax liability/expense of $3.1 million. At October 3, 2021, undistributed earnings of our other foreign subsidiaries, primarily in Australia and the U.K. of approximately $50.9 million are expected to be indefinitely reinvested in these foreign countries.

Accordingly, no provision for foreign withholding taxes has been made. Assuming the indefinitely reinvested foreign earnings were repatriated under the laws and rates applicable at October 3, 2021, the incremental taxes applicable to those earnings would not be material.

At October 3, 2021, we had available unused state net operating loss ("NOL") carry forwards of $43.7 million that expire at various dates from 2024 to 2037; and available foreign NOL carry forwards of $165.5 million, of which $14.7 million expire at various dates from 2024 to 2041, and $150.8 million have no expiration date. In addition, we had foreign capital loss carryforwards of $21.5 million and foreign research and development credits of $3.9 million that do not have expiration dates.

We have performed an assessment of positive and negative evidence regarding the realization of the deferred tax assets. This assessment included the evaluation of scheduled reversals of deferred tax liabilities, availability of carrybacks, cumulative

79 losses in recent years, estimates of projected future taxable income, and tax planning strategies. Although realization is not assured, based on our assessment, we have concluded that it is more likely than not that the assets will be realized except for the deferred tax assets related to the loss carry-forwards for which a valuation allowance of $13.0 million has been provided.

At October 3, 2021, we had $12.9 million of unrecognized tax benefits, all of which, if recognized, would affect our effective tax rate. It is reasonably possible that the amount of the unrecognized tax benefits with respect to certain of our unrecognized tax positions may significantly decrease in the next 12 months. These changes would be the result of ongoing examinations. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

Fiscal Year Ended
October 3,
2021
September 27,
2020
September 29,
2019
(in thousands)
Beginning balance $ 9,228 $ 9,169 $ 8,328
Additions for current year tax positions 2,171 700 1,342 Additions for prior year tax positions 1,500 — 356
Reductions for prior year tax positions — (641) (100)
Settlements — — (757)
Ending balance $ 12,899 $ 9,228 $ 9,169
We recognize potential interest and penalties related to unrecognized tax benefits in income tax expense. During fiscal years 2021, 2020 and 2019, we accrued additional interest and penalties of $0.8 million, $0.8 million and $2.6 million, respectively, and recorded reductions in accrued interest and penalties of $0, $0 and $0.2 million, respectively, as a result of audit settlements and other prior-year adjustments. The amount of interest and penalties accrued at October 3, 2021, September 27, 2020 and September 29, 2019 was $5.2 million, $4.4 million and $3.6 million, respectively.

9. Long-Term Debt
Long-term debt consisted of the following:

Fiscal Year Ended
October 3,
2021
September 27,
2020
(in thousands)
Credit facilities $ 212,500 $ 291,659
Less: Current portion of long-term debt (12,500) (49,264) Long-term debt $ 200,000 $ 242,395
On July 30, 2018, we entered into a Second Amended and Restated Credit Agreement (“Amended Credit Agreement”) with a total borrowing capacity of $1 billion that will mature in July 2023. The Amended Credit Agreement is a $700 million senior secured, five-year facility that provides for a $250 million term loan facility (the “Amended Term Loan Facility”), a $450 million revolving credit facility (the “Amended Revolving Credit Facility”), and a $300 million accordion feature that allows us to increase the Amended Credit Agreement to $1 billion subject to lender approval. The Amended Credit Agreement allows us to, among other things, (i) refinance indebtedness under our Credit Agreement dated as of May 7, 2013; (ii) finance certain permitted open market repurchases of our common stock, permitted acquisitions, and cash dividends and distributions; and (iii) utilize the proceeds for working capital, capital expenditures and other general corporate purposes. The Amended Revolving Credit Facility includes a $100 million sublimit for the issuance of standby letters of credit, a $20 million sublimit for swingline loans, and a $200 million sublimit for multicurrency borrowings and letters of credit.

The entire Amended Term Loan Facility was drawn on July 30, 2018. The Amended Term Loan Facility is subject to quarterly amortization of principal at 5% annually beginning December 31, 2018. We may borrow on the Amended Revolving Credit Facility, at our option, at either (a) a Eurocurrency rate plus a margin that ranges from 1.00% to 1.75% per annum, or (b) a base rate for loans in U.S. dollars (the highest of the U.S. federal funds rate plus 0.50% per annum, the bank’s prime rate or the Eurocurrency rate plus 1.00%) plus a margin that ranges from 0% to 0.75% per annum. In each case, the applicable margin is based on our Consolidated Leverage Ratio, calculated quarterly. The Amended Term Loan Facility is subject to the same interest rate provisions. The Amended Credit Agreement expires on July 30, 2023, or earlier at our discretion upon payment in full of loans and other obligations.

80 At October 3, 2021, we had $212.5 million in outstanding borrowings under the Amended Credit Agreement, which was comprised of $212.5 million under the Amended Term Loan Facility and no borrowings outstanding under the Amended Revolving Credit Facility. The weighted-average interest rate of the outstanding borrowings during fiscal 2021 was 1.25%. In addition, we had $0.7 million in standby letters of credit under the Amended Credit Agreement. Our weighted-average interest rate on borrowings outstanding during fiscal 2021 under the Amended Credit Agreement, including the effects of interest rate swap agreements described in Note 14, “Derivative Financial Instruments” of the "Notes to Consolidated Financial Statements" included in Item 8, was 3.30%. At October 3, 2021, we had $449.3 million of available credit under the Amended Revolving Credit Facility, all of which could be borrowed without a violation of our debt covenants.

The Amended Credit Agreement contains certain affirmative and restrictive covenants, and customary events of default. The financial covenants provide for a maximum Consolidated Leverage Ratio of 3.00 to 1.00 (total funded debt/EBITDA, as defined in the Amended Credit Agreement) and a minimum Consolidated Interest Coverage Ratio of 3.00 to

1.00 (EBITDA/Consolidated Interest Charges, as defined in the Amended Credit Agreement). Our obligations under the Amended Credit Agreement are guaranteed by certain of our domestic subsidiaries and are secured by first priority liens on (i) the equity interests of certain of our subsidiaries, including those subsidiaries that are guarantors or borrowers under the Amended Credit Agreement, and (ii) the accounts receivable, general intangibles and intercompany loans, and those of our subsidiaries that are guarantors or borrowers. At October 3, 2021, we were in compliance with these covenants with a consolidated leverage ratio of 0.87x and a consolidated interest coverage ratio of 26.38x.

In addition to the Amended Credit Agreement, we maintain other credit facilities, which may be used for bank overdrafts, short-term cash advances and bank guarantees. At October 3, 2021, there were no amounts outstanding under these facilities and the aggregate amount of standby letters of credit outstanding was $53.4 million. As of October 3, 2021 we had no bank overdrafts related to our disbursement bank accounts.

The following table presents scheduled maturities of our long-term debt:

Amount
(in thousands)
2022 12,500
2023 200,000
Total $ 212,500

10. Leases
We adopted Leases (Topic 842), effective September 30, 2019 (the first day of our fiscal 2020) using the modified retrospective transition approach. Results for reporting periods beginning after the adoption date are presented under Topic 842, while prior period amounts are not adjusted and continue to be presented in accordance with our historical accounting under ASC 840.

Our operating leases are primarily for corporate and project office spaces. To a much lesser extent, we have operating leases for vehicles and equipment. Our operating leases have remaining lease terms of one month to twelve years, some of which may include options to extend the leases for up to five years.

We determine if an arrangement is a lease at inception. Operating leases are included in operating lease ROU assets and current and long-term operating lease liabilities in the consolidated balance sheets. Our finance leases are primarily for certain IT equipment. The related ROU assets and lease liabilities were immaterial, and are included in "Property and equipment, net", "Other current liabilities" and "Other long-term liabilities", accordingly, in the consolidated balance sheets.

ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, incremental borrowing rates are used based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset at the commencement date also includes any lease payments made to the lessor at or before the commencement date and initial direct costs less lease incentives received. Lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term.

81 The components of lease costs are as follows:

Fiscal Year Ended
October 3,
2021
September 27,
2020
(in thousands)
Operating lease cost $ 91,076 $ 87,348
Sublease income (106) (2,216)
Other — 72
Total lease cost $ 90,970 $ 85,204
Supplemental cash flow information related to leases is as follows:

Fiscal Year Ended
October 3,
2021
September 27,
2020
(in thousands)
Operating cash flows for operating leases $ 81,943 $ 80,289 Right-of-use assets obtained in exchange for new operating lease liabilities $ 72,076 $ 317,587 Supplemental balance sheet and other information related to leases are as follows:

Fiscal Year Ended
October 3,
2021
September 27,
2020
(in thousands)
Operating leases:

Right-of-use assets $ 215,422 $ 239,396
Lease liabilities:

Current $ 67,452 $ 69,650
Long-term 174,285 191,955
Total operating lease liabilities $ 241,737 $ 261,605
Weighted-average remaining lease term:

Operating leases 5 years 5 years
Weighted-average discount rate:

Operating leases 2.2 % 2.5 %

82 As of October 3, 2021, we do not have any material additional operating leases that have not yet commenced.

A maturity analysis of the future undiscounted cash flows associated with our operating lease liabilities as of October 3, 2021 is as follows:

Amount
(in thousands)
2022 $ 71,913
2023 55,528
2024 40,512
2025 29,521
2026 19,643
Beyond 40,119
Total lease payments 257,236
Less: imputed interest (15,499)
Total present value of lease liabilities $ 241,737
Rental expense for operating leases classified under ASC 840 for fiscal 2019 was $79.3 million, and was predominantly recorded within selling, general and administrative expenses.

11. Stockholders' Equity and Stock Compensation Plans At October 3, 2021, we had the following stock-based compensation plans:
•2005 Equity Incentive Plan. Key employees and non-employee directors may be granted equity awards, including stock options, restricted stock and restricted stock units ("RSUs"). Options granted before March 6, 2006 vested at 25% on the first anniversary of the grant date, and the balance vests monthly thereafter, such that these options become fully vested no later than four years from the date of grant. These options expire no later than ten years from the date of grant. Options granted on and after March 6, 2006 vest at 25% on each anniversary of the grant date. These options expire no later than eight years from the grant date. RSUs granted to date vest at 25% on each anniversary of the grant date.
•2015 Equity Incentive Plan ("2015 EIP"). Key employees and non-employee directors may be granted equity awards, including stock options, performance share units ("PSUs") and RSUs. Shares issued with respect to awards granted under the 2015 EIP other than stock options or stock appreciation rights, which are referred to as "full value awards", are counted against the 2015 EIP's aggregate share limit as three shares for every share or unit actually issued. No awards have been made under the 2015 Equity Incentive Plan since the adoption of the 2018 Equity Incentive Plan on March 8, 2018 described below. •2018 Equity Incentive Plan ("2018 EIP") . Key employees and non-employee directors may be granted equity awards, including stock options, PSUs and RSUs. Shares issued with respect to awards granted under the 2018 EIP other than stock options or stock appreciation rights, which are referred to as "full value awards", are counted against the 2018 EIP's aggregate share limit as one share for every share or unit issued. At October 3, 2021, there were 2.3 million shares available for future awards pursuant to the 2018 EIP. •Employee Stock Purchase Plan ("ESPP"). Purchase rights to purchase common stock are granted to our eligible full and part-time employees, and shares of common stock are issued upon exercise of the purchase rights. An aggregate of 487,023 shares may be issued pursuant to such exercise. The maximum amount that an employee can contribute during a purchase right period is $5,000. The exercise price of a purchase right is the lesser of 100% of the fair market value of a share of common stock on the first day of the purchase right period (the business day preceding January 1) or 85% of the fair market value on the last day of the purchase right period (December 15, or the business day preceding December 15 if December 15 is not a business day).

83 The following table presents our stock-based compensation and related income tax benefits:

Fiscal Year Ended
October 3,
2021
September 27,
2020
September 29,
2019
(in thousands)
Total stock-based compensation $ 23,067 $ 19,424 $ 17,618 Income tax benefit related to stock-based compensation (4,910) (4,318) (4,016) Stock-based compensation, net of tax benefit $ 18,157 $ 15,106 $ 13,602 We recognize the fair value of our stock-based awards as compensation expense on a straight-line basis over the requisite service period in which the award vests. Most of these amounts were included in selling, general and administrative expenses on our consolidated statements of income.

Stock Options
The following table presents our stock option activity for fiscal year ended October 3, 2021:

Number of
Options
(in thousands)
Weighted-
Average
Exercise Price
per Share
Weighted-
Average
Remaining
Contractual
Term
(in years)
Aggregate
Intrinsic Value
(in thousands)
Outstanding on September 27, 2020 539 $ 36.34
Exercised (324) 34.70
Forfeited (1) 40.80
Outstanding at October 3, 2021 214 $ 38.80 4.95 $ 24,149 Vested or expected to vest at October 3, 2021 214 $ 38.80 4.95 $ 24,149 Exercisable on October 3, 2021 179 $ 37.05 4.72 $ 20,600 The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between our closing stock price on the last trading day of fiscal 2021 and the exercise price, times the number of shares) that would have been received by the in-the-money option holders if they had exercised their options on October 3, 2021. This amount will change based on the fair market value of our stock. At October 3, 2021, we expect to recognize $0.1 million of unrecognized compensation cost related to stock option grants over a weighted-average period of one year.

No stock options were granted in fiscal 2021 and 2020. The aggregate intrinsic value of options exercised during fiscal 2021, 2020 and 2019 was $29.4 million, $22.4 million and $20.4 million, respectively.

Net cash proceeds from the exercise of stock options were $11.3 million, $10.3 million and $11.8 million for fiscal 2021, 2020 and 2019, respectively. Our policy is to issue shares from our authorized shares upon the exercise of stock options.

The actual income tax benefit realized from exercises of nonqualified stock options and disqualifying dispositions of qualified options for fiscal 2021, 2020 and 2019 was $12.9 million, $8.3 million and $6.4 million, respectively.

RSU and PSU
RSU awards are granted to our key employee and non-employee directors. The fair value of the RSU was determined at the date of grant using the market price of the underlying common stock as of the date of grant. All of the RSUs have time- based vesting over a four-year period, except that RSUs awarded to directors vest after one year. The total compensation cost of the awards is then amortized over their applicable vesting period on a straight-line basis.

PSU awards are granted to our executive officers and non-employee directors. All of the PSUs are performance-based and vest, if at all, after the conclusion of the three-year performance period. The number of PSUs that ultimately vest is based on 50% growth in our EPS and 50% on our relative total shareholder return over the vesting period. For these performance- based awards, our expected performance is reviewed to estimate the percentage of shares that will vest. The total compensation cost of the awards is then amortized over their applicable vesting period on a straight-line basis.

84 A summary of the RSU and PSU activity under our stock plans is as follows:

RSU PSU
Number of
Shares
(in thousands)
Weighted-
Average
Grant Date
Fair Value
per Share
Number of
Shares
(in thousands)
Weighted-
Average
Grant Date
Fair Value
per Share
Nonvested balance at September 30, 2018 488 $ 39.56 323 $ 44.27 Granted 179 66.26 90 80.41
Vested (180) 36.95 (108) 31.63
Adjustment (1) — — 79 31.63
Forfeited (17) 48.56 — —
Nonvested balance at September 29, 2019 470 50.42 384 53.67 Granted 168 83.92 74 99.85
Vested (178) 46.87 (162) 47.28
Adjustment (1) — — 64 48.36
Forfeited (16) 65.43 (5) 83.98
Nonvested balance at September 27, 2020 444 63.93 355 64.83 Granted 118 122.02 58 153.03
Vested (167) 59.64 (193) 57.40
Adjustment (1) — — 99 57.40
Forfeited (14) 77.74 (1) 74.05
Nonvested balance at October 3, 2021 381 $ 83.30 318 $ 82.96 (1) For fiscal 2019, includes a payout adjustment of 79,465 PSUs due to the actual performance level achieved for PSUs granted in fiscal 2016 that vested during fiscal 2019. For fiscal 2020 includes a payout adjustment of 63,643 PSUs due to the actual performance level achieved for PSUs granted in fiscal 2017 that vested during fiscal 2020. For fiscal 2021 includes a payout adjustment of 99,214 PSUs due to the actual performance level achieved for PSUs granted in fiscal 2018 that vested during fiscal 2021.

During fiscal 2021, 2020 and 2019, we awarded 117,934, 167,525 and 179,478 shares of RSUs, respectively, to our key employees and non-employee directors. The weighted-average grant-date fair value of RSUs granted during fiscal 2021, 2020 and 2019 was $122.02, $83.92 and $66.26, respectively. At October 3, 2021, there were 380,631 RSUs outstanding. RSU forfeitures result from employment terminations prior to vesting. Forfeited shares return to the pool of authorized shares available for award. We use historical data as a basis to estimate the probability of forfeitures related to RSUs and the ESPP Plan.

During fiscal 2021, 2020 and 2019, we awarded 57,542, 74,011 and 89,816 shares of PSUs, respectively, to our executive officers and non-employee directors. The weighted-average grant-date fair value of PSUs granted during fiscal 2021, 2020 and 2019 was $153.03, $99.85 and $80.41, respectively.

The stock-based compensation expense related to RSUs and PSUs for fiscal 2021, 2020 and 2019 was $20.9 million, $17.7 million and $15.4 million, respectively, and was included in total stock-based compensation expense. At October 3, 2021, there was $31.6 million of unrecognized stock-based compensation costs related to nonvested RSUs and PSUs that will be substantially recognized by the end of fiscal 2023.

85 ESPP
The following table summarizes shares purchased, weighted-average purchase price, and cash received for shares purchased under the ESPP:

Fiscal Year Ended
October 3,
2021
September 27,
2020
September 29,
2019
(in thousands, except for purchase price)
Shares purchased 124 168 148
Weighted-average purchase price per share $ 86.16 $ 51.77 $ 46.38 Cash received from exercise of purchase rights $ 10,705 $ 8,715 $ 6,844 The grant date fair value of each award granted under the ESPP was estimated using the Black-Scholes option pricing model with the following assumptions:

Fiscal Year Ended
October 3,
2021
September 27,
2020
September 29,
2019
Dividend yield 1.0% 1.0% 1.0%
Expected stock price volatility 47.9% 26.5% 26.7%
Risk-free rate of return, annual 0.1% 1.6% 2.6%
Expected life (in years) 1 1 1
For fiscal 2021, 2020 and 2019, we based our expected stock price volatility on historical volatility behavior and current implied volatility behavior. The risk-free rate of return was based on constant maturity rates provided by the U.S.

Treasury. The expected life was based on the ESPP terms and conditions.

Stock-based compensation expense for fiscal 2021, 2020 and 2019 included $2.0 million, $1.2 million and $0.9 million, respectively, related to the ESPP. The unrecognized stock-based compensation costs for awards granted under the ESPP at fiscal 2021 and 2020 year-ends were $0.5 million and $0.3 million, respectively. At October 3, 2021, ESPP participants had accumulated $10.8 million to purchase our common stock.

86 12. Retirement Plans
We have defined contribution plans in various countries where we have employees. This primarily includes 401(k) plans in the United States. For fiscal 2021, 2020 and 2019, employer contributions to the U.S. plans were $26.9 million, $25.0 million and $23.3 million, respectively.

Additionally, we have established a non-qualified deferred compensation plan for certain key employees and non- employee directors. These eligible employees and non-employee directors may elect to defer the receipt of salary, incentive payments, restricted stock, PSU and RSU awards, and non-employee director fees. The plan is accounted for in accordance with applicable authoritative guidance on accounting for deferred compensation arrangements where amounts earned are held in a rabbi trust and invested. Employee deferrals are deposited into a rabbi trust, and the funds are generally invested in individual variable life insurance contracts that we own and are specifically designed to informally fund savings plans of this nature. At October 3, 2021 and September 27, 2020, the consolidated balance sheets reflect assets of $41.4 million and $35.1 million, respectively, related to the deferred compensation plan in "Other long-term assets," and liabilities of $41.1 million and $35.0 million, respectively, related to the deferred compensation plan in "Other long-term liabilities." The net gains and losses related to the deferred compensation plan are reported as part of “Selling, general and administrative expenses” in our consolidated statements of income. These related net gains and losses were immaterial for fiscal 2021, 2020 and 2019.

In connection with the acquisition of HLE in fiscal 2021, we assumed a defined benefit pension plan (the “Plan”), which HLE operates for all qualifying employees. The assets of the Plan are held in a separate trustee administered fund. The Plan was closed to new entrants in August 2003, except for current employees who had not attained the age of 24 at that date.

The Plan was closed to future accrual on December 31, 2009. Under the agreed schedule of contributions, HLE will make no further contributions, and is to pay the expenses of administering the plan.

The change in the defined benefit obligation, the change in fair value of plan assets, and the amounts recognized in the Consolidated Statement of Income, the Consolidated Statement of Comprehensive Income and the Consolidated Statements of Shareholders’ Equity for the period from July 26, 2021 (acquisition date of HLE) to October 3, 2021 were immaterial.

The Plan's funded status at October 3, 2021 was as follows:

Fair value of plan assets $ 65,836
Benefit obligation (64,830)
Net surplus $ 1,006
The net surplus is reflected in other long-term assets on our consolidated balance sheet at October 3, 2021.

The fair values of the plan assets are substantially categorized within Level 2 of the fair value hierarchy. As of October 3, 2021, the fair values of the plan assets by major asset categories were as follows (in 000’s):

Equities $ 13,646
Mutual funds 33,826
Liability driven investment funds 17,653
Cash/other 711
Fair value of plan assets $ 65,836
We seek a competitive rate of return relative to an appropriate level of risk depending on the funded status and obligations of each plan and typically employ both active and passive investment management strategies. The risk in our practices include diversification across asset classes and investment styles and periodic rebalancing toward asset allocation targets. The target asset allocation selected for each plan reflects a risk/return profile that we believe is appropriate relative to each plan’s liability structure and return goals.

Principal assumptions used for the benefit obligation in the valuation at October 3, 2021 are as follows:

Discount rate 2.00%
Rate of inflation 2.85% to 3.50%

13. Earnings per Share
The following table sets forth the number of weighted-average shares used to compute basic and diluted EPS:

87 Fiscal Year Ended
October 3,
2021
September 27,
2020
September 29,
2019
(in thousands, except per share data)
Net income attributable to Tetra Tech $ 232,810 $ 173,859 $ 158,668 Weighted-average common shares outstanding –basic 54,078 54,235 54,986 Effect of diluted stock options and unvested restricted stock 597 787 950 Weighted-average common stock outstanding – diluted 54,675 55,022 55,936 Earnings per share attributable to Tetra Tech:

Basic $ 4.31 $ 3.21 $ 2.89
Diluted $ 4.26 $ 3.16 $ 2.84
For fiscal 2021, 2020 and 2019, no options were excluded from the calculation of dilutive potential common shares.

14. Derivative Financial Instruments
We often use certain interest rate derivative contracts to hedge interest rate exposures on our variable rate debt. Also, we may enter into foreign currency derivative contracts with financial institutions to reduce the risk that cash flows and earnings could adversely be affected by foreign currency exchange rate fluctuations. Our hedging program is not designated for trading or speculative purposes.

We recognize derivative instruments as either assets or liabilities on the accompanying consolidated balance sheets at fair value. We record changes in the fair value (i.e., gains or losses) of the derivatives that have been designated as cash flow hedges in our consolidated balance sheets as accumulated other comprehensive income, and in our consolidated statements of income for those derivatives designated as fair value hedges. The derivative contracts to hedge interest exposure are categorized within Level 2 of the fair value hierarchy.

In fiscal 2018, we entered into five interest rate swap agreements that we designated as cash flow hedges to fix the interest rates on the borrowings under our term loan facility. As of October 3, 2021, the notional principal of our outstanding interest swap agreements was $212.5 million ($42.5 million each.) The interest rate swaps have a fixed interest rate of 2.79% and expire in July 2023 for all five agreements. At October 3, 2021 and September 27, 2020, the fair value of the effective portion of our interest rate swap agreements designated as cash flow hedges before tax effect was $(9.4) million and $(15.5) million, respectively, of which we expect to reclassify $5.4 million from accumulated other comprehensive loss to interest expense within the next 12 months.

The fair values of our outstanding derivatives designated as hedging instruments were as follows:

Fair Value of Derivative
Instruments as of
Balance Sheet Location
October 3,
2021
September 27,
2020
(in thousands)
Interest rate swap agreements Other current liabilities $ 9,394 $ 15,512 Changes in the fair value of the interest rate swap agreements are presented on the consolidated statements of comprehensive income as follows:

Fiscal Year Ended
October 3,
2021
September 27,
2020
September 29,
2019
(in thousands)
(Loss) gain recognized in other comprehensive income, net of tax Interest rate swap agreements 6,117 (4,638) (12,125)

88 There were no ineffective portions of derivative instruments. Accordingly, no amounts were excluded from effectiveness testing for our interest rate swap agreements. We had no other derivative instruments that were not designated as hedging instruments for fiscal 2021, 2020 and 2019.

15. Reclassifications Out of Accumulated Other Comprehensive Income (Loss) The accumulated balances and reporting period activities for fiscal 2021, 2020 and 2019 related to reclassifications out of accumulated other comprehensive income are summarized as follows:

Foreign
Currency
Translation
Adjustments
Gain (Loss)
on Derivative
Instruments
Accumulated
Other
Comprehensive
Income (Loss)
(in thousands)
Balances at September 30, 2018 $ (128,602) $ 1,252 $ (127,350) Other comprehensive loss before reclassifications (21,109) (11,247) (32,356) Amounts reclassified from accumulated other comprehensive income Interest rate contracts, net of tax (1) — (878) (878)
Net current-period other comprehensive loss (21,109) (12,125) (33,234) Balances at September 29, 2019 $ (149,711) $ (10,873) $ (160,584) Other comprehensive income (loss) before reclassifications 3,436 (599) 2,837 Amounts reclassified from accumulated other comprehensive income Interest rate contracts, net of tax (1) — (4,039) (4,039) Net current-period other comprehensive income (loss) 3,436 (4,638) (1,202) Balances at September 27, 2020 $ (146,275) $ (15,511) $ (161,786) Other comprehensive income before reclassifications 30,641 12,175 42,816 Amounts reclassified from accumulated other comprehensive income Interest rate contracts, net of tax (1) — (6,058) (6,058) Net current-period other comprehensive income 30,641 6,117 36,758 Balances at October 3, 2021 $ (115,634) $ (9,394) $ (125,028) (1) This accumulated other comprehensive component is reclassified to "Interest expense" in our consolidated statements of income. See Note 14, "Derivative Financial Instruments", for more information.

16. Fair Value Measurements
Derivative Instruments. Our derivative instruments are categorized within Level 2 of the fair value hierarchy. For additional information about our derivative financial instruments (see Note 2, "Basis of Presentation and Preparation" and Note 14, "Derivative Financial Instruments").

Contingent Consideration. We measure our contingent earn-out liabilities at fair value on a recurring basis using significant unobservable inputs classified within Level 3 of the fair value hierarchy. (see Note 2, "Basis of Presentation and Preparation" and Note 5, "Acquisitions" for further information).

Debt. The fair value of long-term debt was determined using the present value of future cash flows based on the borrowing rates currently available for debt with similar terms and maturities (Level 2 measurement). The carrying value of our long-term debt approximated fair value at October 3, 2021 and September 27, 2020. At October 3, 2021, we had borrowings of $212.5 million outstanding under our Amended Credit Agreement, which were used to fund our business acquisitions, working capital needs, stock repurchases, dividends, capital expenditures and contingent earn-outs.

Defined Benefit Pension Plan. The fair values of the plan assets are primarily categorized within Level 2 of the fair value hierarchy. For additional information about our defined benefit pension plan (see Note 12, "Retirement Plans").

89 17. Commitments and Contingencies
We are subject to certain claims and lawsuits typically filed against the consulting and engineering profession, alleging primarily professional errors or omissions. We carry professional liability insurance, subject to certain deductibles and policy limits, against such claims. However, in some actions, parties are seeking damages that exceed our insurance coverage or for which we are not insured. While management does not believe that the resolution of these claims will have a material adverse effect, individually or in aggregate, on our financial position, results of operations or cash flows, management acknowledges the uncertainty surrounding the ultimate resolution of these matters.

On July 15, 2019, following an initial January 14, 2019 filing, the Civil Division of the United States Attorney's Office filed an amended complaint in intervention in three qui tam actions filed against our subsidiary, Tetra Tech EC, Inc. ("TtEC"), in the U.S. District Court for the Northern District of California. The complaint alleges False Claims Act violations and breach of contract related to TtEC's contracts to perform environmental remediation services at the former Hunters Point Naval Shipyard in San Francisco, California. TtEC disputes the claims and will defend this matter vigorously. We are currently unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any.

18. Reportable Segments
We manage our operations under two reportable segments. Our GSG reportable segment primarily includes activities with U.S. government clients (federal, state and local) and all activities with development agencies worldwide. Our CIG reportable segment primarily includes activities with U.S. commercial clients and international clients other than development agencies. Additionally, we continue to report the results of the wind-down of our non-core construction activities in the RCM reportable segment.

Our reportable segments are described as follows:

GSG: GSG provides consulting and engineering services primarily to U.S. government clients (federal, state and local) and development agencies worldwide. GSG supports U.S. government civilian and defense agencies with services in water, environment, sustainable infrastructure, information technology, and disaster management. GSG also provides engineering design services for U.S. municipal and commercial clients, especially in water infrastructure, solid waste, and high- end sustainable infrastructure designs. GSG also leads our support for development agencies worldwide, especially in the United States, United Kingdom, and Australia.

CIG: CIG primarily provides consulting and engineering services to U.S. commercial clients, and international clients that include both commercial and government sectors. CIG supports commercial clients across the Fortune 500, energy utilities, industrial, manufacturing, aerospace, and resource management markets. CIG also provides infrastructure and related environmental, engineering and project management services to commercial and local government clients across Canada, in Asia Pacific (primarily Australia and New Zealand), the United Kingdom, as well as Brazil and Chile.

RCM: We continued to report the results of the wind-down of our non-core construction activities in the RCM reportable segment for fiscal 2021. As of October 3, 2021, there was no remaining backlog for RCM as all projects were complete.

Management evaluates the performance of these reportable segments based upon their respective segment operating income before the effect of amortization expense related to acquisitions, and other unallocated corporate expenses. We account for inter-segment revenues and transfers as if they were to third parties; that is, by applying a negotiated fee onto the costs of the services performed. All significant intercompany balances and transactions are eliminated in consolidation.

90 The following tables present summarized financial information of our reportable segments:

Reportable Segments
Fiscal Year Ended
October 3,
2021
September 27,
2020
September 29,
2019
(in thousands)
Revenue
GSG $ 1,942,958 $ 1,778,922 $ 1,820,671
CIG 1,325,668 1,266,059 1,342,509
RCM 613 198 (1,542)
Elimination of inter-segment revenue (55,726) (50,288) (54,290) Total revenue $ 3,213,513 $ 2,994,891 $ 3,107,348
Income from operations
GSG $ 195,297 $ 168,669 $ 185,263
CIG 131,720 114,022 79,633
RCM — — (5,933)
Corporate (1) (48,316) (41,600) (70,201)
Total income from operations $ 278,701 $ 241,091 $ 188,762 (1) Includes goodwill and intangible assets impairment charges, amortization of intangibles, other costs and other income not allocable to segments. The intangible asset amortization expense for fiscal 2021, 2020 and 2019 was $11.5 million, $11.6 million and $11.6 million, respectively. Additionally, Corporate results included income (loss) for fair value adjustments to contingent consideration liabilities of $3.3 million, $15.0 million and $(1.1) million for fiscal 2021, 2020 and 2019, respectively. Corporate results in fiscal, 2020 and 2019 also included $15.8 million and $7.8 million goodwill impairment charges, respectively.

See Note 6 - "Goodwill and Intangible Assets" for more information.

Balance at
October 3,
2021
September 27,
2020
(in thousands)
Total Assets
GSG $ 604,366 $ 649,417
CIG 572,607 479,238
RCM 11,360 14,258
Corporate (1) 1,388,229 1,235,645
Total assets $ 2,576,562 $ 2,378,558
(1) Corporate assets consist of intercompany eliminations and assets not allocated to our reportable segments including goodwill, intangible assets, deferred income taxes and certain other assets.

Geographic Information
Fiscal Year Ended
Revenue:

October 3,
2021
September 27,
2020
September 29,
2019
(in thousands)
United States $ 2,256,086 $ 2,107,459 $ 2,247,780
Foreign countries (1) 957,427 887,432 859,568
Total $ 3,213,513 $ 2,994,891 $ 3,107,348

91 Balance at
Long-lived assets (2):

October 3,
2021
September 27,
2020
(in thousands)
United States $ 215,689 $ 230,933
Foreign countries (1) 87,771 108,348
Total $ 303,460 $ 339,281
(1) Includes revenue and long-lived assets from our foreign operations, primarily in Canada, Australia and the United Kingdom, and revenue generated from non-U.S. clients.
(2) Excludes goodwill, intangible assets and deferred income taxes.

Fiscal 2022 Reportable Segments
On the first day of fiscal 2022, we created a new High Performance Buildings division in our CIG reportable segment.

As a result, we transferred some related operations in our GSG reportable segment with annual revenue of approximately $170 million to our CIG reportable segment. Beginning in the first quarter of fiscal 2022, our segment reporting will reflect this transfer and our historical comparisons will be revised to be consistent with the fiscal 2022 presentation.

92 19. Related Party Transactions
We often provide services to unconsolidated joint ventures. Our revenue related to services we provided to unconsolidated joint ventures for fiscal 2021, 2020 and 2019 was $95.5 million, $88.2 million and $99.1 million, respectively.

Our related reimbursable costs for fiscal 2021, 2020 and 2019 were $92.4 million, $86.4 million and $98.5 million, respectively. Our consolidated balance sheets also included the following amounts related to these services:

Balance at
October 3,
2021
September 27,
2020
(in thousands)
Accounts receivable, net $ 19,082 $ 20,884
Contract assets 5,092 3,261
Contract liabilities 3,026 478

20. Quarterly Financial Information – Unaudited In the opinion of management, the following unaudited quarterly data for the fiscal years ended October 3, 2021 and September 27, 2020 reflect all adjustments necessary for a fair statement of the results of operations.

In the fourth quarter of fiscal 2021 we recognized a non-recurring net tax benefit of $21.6 million primarily consisting of valuation allowances in the United Kingdom that were released due to sufficient positive evidence being obtained.

In the second quarter of fiscal 2020, we incurred incremental costs totaling $8.2 million to address the COVID-19 pandemic. In the fourth quarter of fiscal 2020, we recorded adjustments to our contingent earn-out liabilities and reported related net gains in operating income of $13.5 million. Additionally, we recorded a $15.8 million goodwill impairment charge related to the ASP reporting unit, which is in our CIG segment. We sold non-core equipment related to the disposal of our Canadian turn-key pipeline activities throughout fiscal 2020 which resulted in gains of $0.8 million, $2.2 million, $4.5 million, and $1.0 million in the first, second, third, and fourth quarters of fiscal 2020, respectively.

93 First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter
(in thousands, except per share data)
Fiscal Year 2021
Revenue $ 765,104 $ 754,764 $ 801,633 $ 892,012
Income from operations 66,252 60,807 69,807 81,836
Net income attributable to Tetra Tech 52,436 45,517 51,903 82,954 Earnings per share attributable to Tetra Tech:

Basic $ 0.97 $ 0.84 $ 0.96 $ 1.54
Diluted $ 0.96 $ 0.83 $ 0.95 $ 1.52
Weighted-average common shares outstanding:

Basic 53,927 54,187 54,117 54,019
Diluted 54,637 54,736 54,666 54,597
Fiscal Year 2020
Revenue $ 797,623 $ 734,133 $ 709,771 $ 753,364
Income from operations 63,302 47,530 63,525 66,735
Net income attributable to Tetra Tech 47,310 36,397 45,497 44,654 Earnings per share attributable to Tetra Tech:

Basic $ 0.87 $ 0.67 $ 0.84 $ 0.83
Diluted $ 0.85 $ 0.66 $ 0.83 $ 0.82
Weighted-average common shares outstanding:

Basic 54,560 54,699 53,985 53,841
Diluted 55,438 55,463 54,692 54,603

98 101 The following financial information from our Company's Annual Report on Form 10-K, for the period ended October 3, 2021 , formatted in Inline eXtensible Business Reporting Language: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statement of Comprehensive Income, (iv) Consolidated Statements of Equity, (v) Consolidated Statements of Cash Flows, (vi) Notes to Consolidated Financial Statements.+(1) _______________________________________________________________________________ * Indicates a management contract or compensatory arrangement. + Filed herewith.
(1) Pursuant to Rule 406T of Regulation S-T, the XBRL related information in Exhibit 101 to this Annual Report on Form 10-K shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of the section, and shall not be deemed part of a registration statement, prospectus or other document filed under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filings.

Item 16. Form 10-K Summary
None.

99 SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.

TETRA TECH, INC.

By: /s/ DAN L. BATRACK
Date: November 24, 2021 Dan L. Batrack
Chairman and Chief Executive Officer

POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Dan L. Batrack and Steven M. Burdick, jointly and severally, his attorney-in-fact, each with the full power of substitution, for such person, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might do or could do in person, hereby ratifying and confirming all that each of said attorneys-in-fact and agents, or his substitute, may do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report on Form 10-K has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature Title Date
/s/ DAN L. BATRACK Chairman and Chief Executive Officer November 24, 2021 Dan L. Batrack (Principal Executive Officer)
/s/ STEVEN M. BURDICK Executive Vice President, Chief Financial Officer November 24, 2021 Steven M. Burdick (Principal Financial Officer)
/s/ BRIAN N. CARTER Senior Vice President, Corporate Controller November 24, 2021 Brian N. Carter (Principal Accounting Officer)
/s/ GARY R. BIRKENBEUEL Director November 24, 2021
Gary R. Birkenbeuel
/s/ PATRICK C. HADEN Director November 24, 2021
Patrick C. Haden
/s/ J. CHRISTOPHER LEWIS Director November 24, 2021
J. Christopher Lewis
/s/ JOANNE M. MAGUIRE Director November 24, 2021
Joanne M. Maguire
/s/ KIMBERLY E. RITRIEVI Director November 24, 2021
Kimberly E. Ritrievi
/s/ J. KENNETH THOMPSON Director November 24, 2021
J. Kenneth Thompson
/s/ KIRSTEN M. VOLPI Director November 24, 2021
Kirsten M. V olpi

BOARD OF DIRECTORS
Dan L. Batrack
Chairman and Chief Executive Officer,
Tetra Tech, Inc.

Gary R. Birkenbeuel
Retired Regional Assurance
Managing Partner, Ernst & Young LLP
Patrick C. Haden
President, Wilson Avenue Consulting
J. Christopher Lewis
Managing Director,
RLH Equity Partners
Joanne M. Maguire
Retired Executive Vice President,
Lockheed Martin Space
Kimberly E. Ritrievi
President, The Ritrievi Group LLC
J. Kenneth Thompson
President and Chief Executive Officer,
Pacific Star Energy, LLC
Kirsten M. Volpi
Executive Vice President, COO,
CFO, and Treasurer, Colorado
School of Mines

CORPORATE LEADERSHIP
Dan L. Batrack
Chairman and Chief Executive Officer
Leslie L. Shoemaker
President
Steven M. Burdick
Executive Vice President,
Chief Financial Officer
William R. Brownlie
Senior Vice President,
Chief Engineer
Brian N. Carter
Senior Vice President, Corporate
Controller and Chief Accounting Officer
Craig L. Christensen
Senior Vice President,
Chief Information Officer
Preston Hopson
Senior Vice President,
General Counsel and Secretary
Richard A. Lemmon
Senior Vice President,
Corporate Administration
Brendan M. O’Rourke
Senior Vice President,
Enterprise Risk Management

OPERATIONAL LEADERSHIP
Derek G. Amidon
President, Commercial/International
Services Group and President,
Client Account Management Division
Roger R. Argus
President, Government
Services Group and President,
U.S. Government Division
Keith Brown
President, Global Development
Services Division
Stuart W. Fowler
President, High Performance
Buildings Division
Jill M. Hudkins
President, Resilient and
Sustainable Infrastructure Division
Bernard Teufele
President, Canada and
South America Division

CHAIRMAN EMERITUS
Li-San Hwang
Former Chairman and
Chief Executive Officer, Tetra Tech, Inc.

CORPORATE HEADQUARTERS
Tetra Tech, Inc.
3475 East Foothill Boulevard
Pasadena, California 91107-6024 USA
Telephone: +1 (626) 351-4664
Fax: +1 (626) 351-5291
tetratech.com

SHAREHOLDER INQUIRIES
Telephone: +1 (626) 470-2844
Email: [email protected]

TRANSFER AGENT AND

REGISTRAR
Computershare Trust Company, N.A.

P.O. Box 505000
Louisville, Kentucky 40233-5000
Telephone: +1 (800) 962-4284

STOCK LISTING
The Company’s common stock is
traded on the NASDAQ Global Select
Market (Symbol: TTEK)

COMPANY INFORMATION

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Attachment 2

AGREEMENT FOR PROFESSIONAL SERVICES
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THIS AGREEMENT ("Agreement") is entered into on March 1, 2023 between the City of Concord ("CITY") and Tetra Tech Inc., a C Corporation, 3475 East Foothill Boulevard, Pasadena, CA 91107 (“CONSULTANT”).

THE PARTIES ENTER THIS AGREEMENT based upon the following facts, understandings and intentions:

The CITY desires to contract with CONSULTANT to provide the professiona l services described in Section 2 of this Agreement, upon the terms and conditions hereinafter set forth.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and promises of the parties herein contained, the parties hereto agree as follows:

1. TERM. This Agree ment shall commence on March 1 , 2023 and expire on June 30, 2024.

2. SCOPE OF SERVICES. Subject to such policy direction and approvals provided by the CITY's Authorized Representative, CONSULTANT shall perform the services described in detail in Exhibit A, Scope of Services. CITY retains all rights of approval and discretion with respect to the projects and undertakings contemplated by this Agreement.

3. PAYMENT. The compensation to be paid to CONSULTANT including payment for professional services and reimbursable expenses, shall be at the rate and schedules in detail in Exhibit A. However, shall in no event shall the amount CITY pays CONSULTANT exceed One Hundred Seventy Five Thousand dollars ($175,000.00) for the term of this Agreement. Any Amendment to this Agreement that includes an increase to this compensation amount shall be made in accordance with Section 5 below.

CONSULTANT may submit monthly statements for services rendered; all statements shall include adequate documentation demonstrating work performed during the billing period. It is intended that CITY review such statement and pay CONSULTANT for services rendered within 30 days of receipt of a statement that meets all requirements of this Agreement. Payment by CITY shall not be deemed a waiver of unsatisfactory work, even if such defects were known to the CITY at the time of payment.

Attachment 3

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4. AUTHORIZED REPRESENTATIVES . Authorized representatives shall represent CITY and CONSULTANT in all matters pertaining to the services to be ordered by CITY or rendered by CONSULTANT under this Agreement except where approval for the CITY is specifically required by the City Council. The CITY’s authorized representative is Trish Beirne , Emergency & Volunteer Services Manager of the Concord Police Department. The CONSULTANT’s authorized representative is Jonathan Burgiel, Business Unit President.

5. AMENDMENT TO AGREEMENT. This Agreemen t may be amended in writing, subject to approval by both parties. If additional services are requested by CITY other than as described in the above Scope of Services, this Agreement may be amended, modified, or changed by the parties subject to mutual consent and in accordance with the CITY’s Municipal Code by execution of an Amendment by authorized representatives of both parties setting forth the additional scope of services to be performed, the performance time schedule, and the compensation for such services.

A. Amendment for Additional Compensation. CITY’s Authorized Representative is authorized to execute amendments to the Agreement on behalf of CITY, including amendments providing for additional compensation to CONSULTANT not to exceed the Minimum Threshold, including the base contract amount, throughout the term of this Agreement. “Minimum Threshold” means the dollar amount over which Council approval is required during each fiscal year as set forth in Concord City Council Resolution 21- 43 pursuant to Concord Municipal Code Section

3.10.040(a). The Minimum Threshold for Fiscal Year 2021-22 is $75,000 and increases by $5,000 each subsequent fiscal year such that by Fiscal Year 2026- 27 the Minimum Threshold is $100,000. Any additional compensation to CONSULTANT that is greater than the Minimum Threshold, including the base contract amount, must be approved by City Council.

CONSULTANT’s failure to secure CITY’ s written authorization for additional compensation or changes to the Scope of Services shall constitute a waiver of any and all right to adjustment in the price or time due, whether by way of compensation, restitution, quantum meruit, or similar relief.

6. INDEPENDENT CONTRACTOR. Both parties understand and acknowledge that CONSULTANT, its officers, agents, employees, volunteers and subcontractors are and shall at all times remain as to the CITY wholly independent contractors. Neither the CITY nor any of its officers,

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officials, agents, employees or volunteers shall have any control over the manner by which the CONSULTANT performs this Agreement and shall only dictate the results of the performance.

CONSULTANT shall not represent that CONSULTANT or its officers, agents, employees, volunteers or subcontractors are agents or employees of the CITY, and CONSULTANT shall have no authority, express or implied, to act on behalf of the CITY in any capacity whatsoever as an agent, and shall have no authority, express or implied, to bind the CITY to any obligation whatsoever, unless otherwise provided in this Agreement.

As an independent contractor, CONSULTANT shall not be eligible for any benefits, which the City may provide to its employees and all persons, if any, hired by CONSULTANT shall be employees or subcontractors of CONSULTANT and shall not be construed as employees or agents of the CITY in any respect. CONSULTANT shall receive no premium or enhanced pay for work normally understood as overtime, i.e., hours that exceed forty (40) hours per work week, or work performed during non- standard business hours, such as in the evenings or on weekends. CONSULTANT shall not receive a premium or enhanced pay for work performed on a recognized holiday. CONSULTANT shall not receive paid time off for days not worked, whether it be in the form of sick leave, administrative leave, or for any other form of absence. CONSULTANT shall pay all taxes, assessments and premiums under the federal Social Security Act, any applicable unemployment insurance contributions, Workers Compensation insurance premiums, sales taxes, use taxes, personal property taxes, or other taxes or assessments now or hereafter in effect and payable by reason of or in connection with the services to be performed by CONSULTANT.

7. STANDARD OF PERFORMANCE . CONSULTANT rep resents and warrants to CITY that CONSULTANT is skilled and able to provide such services described in the Scope of Services and that such services shall be performed in an expeditious manner, and with the degree of skill and care that is required by current, good, and sound procedures and practices. CONSULTANT further agrees that the services shall be in conformance with generally accepted professional standards prevailing at the time work is performed.

8. PERFORMANCE BY CONSULTANT . CONSULTANT shall not employ other consultants, subconsultants, experts, or contractors without the prior written approval of the CITY .

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Notwithstanding the foregoing, CITY shall not be obligated or liable for payment hereunder to any party other than the CONSULTANT . CONSULTANT hereby designates the CONSULTANT’S representative as the person primarily responsible for the day-to-day performance of CONSULTANT'S work under this Agreement. CONSULTANT shall not change the CONSULTANT’S representative without the prior written consent of the CITY . Unless otherwise expressly agreed by the CITY , CONSULTANT'S representative shall remain responsible for the quality and timeliness of performance of the services, notwithstanding any permitted or approved delegation hereunder.

9. OWNERSHIP AND MAINTENANCE OF DOCUMENTS. All documents furnished by CONSULTANT pursuant to this Agreement are instruments of CONSULTANT’s services in respect to this project. They are not intended nor are represented to be suitable for reuse by others except CITY on extensions of this project or on any other project. Any reuse without specific written verification and adoption by CONSULTANT for the specific purposes intended will be at user’s sole risk and without liability or legal exposure and expenses to CONSULTANT, including attorney’s fees arising out of such unauthorized reuse.

CONSULTANT’s records, documents, calculations, and all other instruments of service pertaining to actual project shall be given to CITY at the completion of the project. The CITY reserves the right to specify the file format that electronic document deliverables are presented to the CITY.

10. INDEMNIFICATION.

A. For Design Professional Services Only. Pursuant to California Civil Code Section 2782.8, CONSULTANT agrees to indemnify the CITY (including its officers, officials, agents, employees and volunteers) against liability for claims against the CITY that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT in the performance of this Agreement. The CONSULTANT will reimburse the CITY for any expenditures, including reasonable attorney fees, incurred by the CITY in defending against claims ultimately determined to arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT.

B. For All Other Services. CONSULTANT agrees to defend, indemnify and hold

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harmless the CITY (including its officers, officials, agents, employees and volunteers) from and against all claims, demands, actions, losses, damages, injuries, and liability (including all attorney’s fees and other litigation expenses) arising out of the CONSULTANT’s performance under the terms of this Agreement. This indemnification obligation on CONSULTANT’s part shall not apply to the demands, actions, losses, damages, injuries, and liability arising out of the sole negligence or willful misconduct on the part of the CITY.

11. INSURANCE. CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

A. Commercial General Liabi lity Coverage . CONSULTANT shall maintain commercial general liability insurance with limits of no less than one million dollars ($1,000,000) combined single limit per occurrence or two million dollars ($2,000,000) aggregate limit for bodily injury, personal injury, and property damage.

B. Automobile Liability Coverage . CONSULTANT shall maintain automobile liability insurance covering all vehicles used in the performance of this Agreement providing a one million dollar ($1,000,000) combined single limit per occurrence for bodily injury, personal injury, and property damage.

C. Professional Liability Coverage (Errors and Omissions) . CONSULTANT shall maintain professional liability insurance with coverage for all negligent errors, acts or omissions committed by CONSULTANT, its agents and employees in the performance of this Agreement. The amount of this insurance shall be not less than one million dollars ($1,000,000) on a claims made annual aggregate basis or a combined single limit per occurrence basis.

D. Compliance with State Workers' Compensation Requirements .

CONSULTANT covenants that it will insure itself against liability for Workers' Compensation pursuant to the provisions of California Labor Code §3700, et seq. CONSULTANT shall, at all times, upon demand of the City, furnish proof that Workers' Compensation Insurance is being maintained by it in force and effect in accordance with the California Labor Code. The insurer shall also agree to waive all rights of subrogation against the CITY, its officers, officials, agents, employees and volunteers for losses arising from work performed by CONSULTANT for CITY. This provision shall

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not apply upon written verification by CONSULTANT that CONSULTANT has no employees.

E. Other Insurance Provisions . The policies are to contain, or be endorsed to contain the following provisions:
(1) Additional Insured. CITY, its officers, officials, agents, employees and volunteers are to be covered as an additional insured as respects: Liability arising out of activities performed by or on behalf of CONSULTANT and operations of CONSULTANT, premises owned, occupied, or used by CONSULTANT. The coverage shall contain no special limitations on the scope or protection afforded to CITY, its officers, officials, agents, employees or volunteers.

Except for worker's compensation and professional liability insurance, the policies mentioned in this subsection shall name CITY as an additional insured and provide for notice of cancellation to CITY. CONSULTANT shall also provide timely and prompt notic e to CITY if CONSULTANT receives any notice of cancellation or nonrenewal from its insurer. (2) Primary Coverage. CONSULTANT'S insurance coverage shall be primary insurance with respect to CITY, its officers, officials, agents, employees and volunteers. Any insurance, risk pooling arrangement, or s elf-insurance maintained by CITY , its officers, officials, agents, employees or volunteers shall be in excess of CONSULTANT'S insurance and shall not contribute with it.
(3) Reporting Provisions. Any f ailure to comply with the reporting provisions of the policy shall not affect the coverage provided to the CITY, its officers, officials, agents, employees or volunteers.
(4) Verification of Coverage. CONSULTANT shall furnish CITY with certificates of insurance and the original endorsements effecting coverage required by this Agreement.

The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The aforementioned policies shall be issued by an insurance carrier having a rating of Best A -7 or better which is satisfactory to the City Attorney and shall be delivered to CITY at the time of the execution of this Agreement or before work commences. Such policies and certificates shall be in a form approved by the City Attorney. CITY reserves the right to require complete certified copies of all required insurance policies at any time.

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12. TIME OF PERFORMANCE . The time of performance of the services under this Agreement is of the essence, and all time deadlines identified in this Agreement or Scope of Services shall be strictly construed.

13. SUSPENSION OF WORK. CITY may, at any time, by ten (10) days’ written notice, suspend further performance by CONSULTANT. All suspensions shall extend the time schedule for performance in a mutually satisfactory manner, and CONSULTANT shall be paid for services performed and reimbursable expenses incurred prior to the s uspension date. During the period of suspension, CONSULTANT shall not receive any payment for services, or expenses, except for reasonable administration expenses, incurred by CONSULTANT by reason of such suspension.

14. TERMINATION. CITY may terminate this Agreement for any reason upon ten (10) days written notice to the o ther party. CITY may terminate the Agreement upon five (5) days written notice if CONSULTANT breaches this Agreement. In the event of any termination, CONSULTANT shall promptly deliver to the CITY any and all finished and unfinished reports or other written, recorded, photographic, or visual materials, documents, data, and other deliverables (“Work Materials”) prepared for the CITY prior to the effective date of such termination, all o f which shall become CITY’s sole property. After receipt of the Work Materials , CITY will pay CONSULTANT for the services satisfactorily performed as of the effective date of the termination.

15. COMPLIANCE WITH CIVIL RIGHTS . During the performance of this contract, CONSULTANT agrees as follows:

A. Equal Employment Opportunity. In connection with the execution of this Agreement, CONSULTANT shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, or national origin. Such actions shall include, but not be limited to, the following: employment, promotion, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rate of pay or other forms of compensation; and selection for training including apprenticeship.

B. Nondiscrimination Civil Rights Act of 1964. CONSULTANT will comply with all federal regulations relative to nondiscrimination in federally assisted programs.

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C. Solicitations for Subcontractors including Procurement of Materials and Equipment. In all solicitation, either by competitive bidding or negotiations, made by CONSULTANT for work to be performed under a subcontract including procurement of materials or leases of equipment, each potential subcontractor, supplier or lessor shall be notified by CONSULTANT of CONSULTANT’S obligation under this Agreement and the regulations relative to nondiscrimination on the grounds of race, religion, color, sex, or national origin.

16. CONFLICT OF INTEREST.

A. CONSULTANT covenants and represents that neither it, nor any officer or principal of its firm, has, or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of CITY or which would in any way hinder CON SULTANT’s performance of services under this Agreement. CONSULTANT further covenants that in the performance of the Agreement, no person having any such interest shall be employed by it as an officer, official, agent, employee or subcontractor without the express written consent of the CITY . CONSULTANT agrees to at all times avoid conflicts of interest, or the appearance of any conflicts of interest, with the interests of the CITY in the performance of this Agreement.

B. CONSULTANT is not a designated employee within the meaning of the Political Reform Act because CONSULTANT:
(1) Will conduct research and arrive at conclusions with respect to its rendition of information, advice, recommendation or counsel independent of the control and direction of the CITY or of any CITY official, other than normal contract monitoring; and (2) P ossesses no authority with respect to any CITY decision beyond the rendition of information, advice, recommendation or counsel. (2 Cal. Code Regs. § 18700(a)(2).)

17. COMPLIANCE WITH LAWS . CONSULTANT shall comply with all applicable Federal, Stat e of California, and local laws, rules, and regulations and shall obtain all applicable licenses, including a business license with the City of Concord, and permits for the conduct of its business and the performance of the services. CONSULTANT shall ensu re that all of its officers, officials, agents, employees and subcontractors who: (i) enter CITY premises in connection with the services to be performed by CONSULTANT hereunder, and/or (ii) have in-person contact with CITY

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officers, officials, agents, employees, subcontractors and volunteers, and/or members of the public in connection with the services to be performed by CONSULTANT hereunder, comply with all applicable Federal, State of California, Contra Costa County, and local laws, rules, and regulations, whichever is the most restrictive, regarding COVID -19 or similar public health matters, including regarding vaccinations, testing, reporting, social distancing, social gathering, mask wearing, and associated requirements.

18. CHOICE OF LAW. This Agreement shall be construed and interpreted in accordance with the laws of the State of California, excluding any choice of law rules which may direct the application of the laws of another jurisdiction. In the event that suit shall be brought by either party hereunder, the parties agree that trial of such action shall be held exclusively in a state court in the County of Contra Costa, California.

19. NON-WAIVER. The waiver by either party of any breach of any term, covenant, or condition contained in the Agreement, or any default in their performance of any obligations under the Agreement shall not be deemed to be a waiver of any other breach or default of the same or any other term, covenant, condition, or obligation, nor shall any waiver of any incident of breach of default constitute a continuing waiver of same.

20. ENFORCEABILITY; INTERPRETATION. In the event that any of the provisions or portions of application of any of the provisions of the Agreement are held to be illegal or invalid by a court of competent jurisdiction, CITY and CONSULTANT shall negotiate an equitable adjustment in the provisions of the Agreement with a view toward affecting the purpose of the Agreement. The illegality or invalidity of any of the provisions or portions of application of any of the provisions of the Agreement shall not affect the legality or enforceability of the remaining provisions or portions of application of any of the provisions of the Agreement. This Agreement shall be interpreted as though it was a product of a joint drafting effort and no provisions shall be interpreted against a party on the ground that said party was solely or primarily responsible for drafting the language to be interpreted.

21. INTEGRATION. All exhibits identified in this Agreement are attached hereto and incorporated herein by reference. The Agreement contains the entire agreement and understanding between the parties as to the subject matter of this Agreement. It merges and supersedes all prior or

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contemporaneous agreements, commitments, representation, writings, and discuss ions between CONSULTANT and CITY, whether oral or written.

22. SUCCESSORS AND ASSIGNS: NO THIRD PARTY BENEFICIARIES; NO JOINT VENTURE . CITY and CONSULTANT respectively , bind themselves, their successors, assigns, and legal representatives to the terms and obligations of this Agreement. CONSULTANT shall not assign or transfer any interest in the Agreement without the CITY 's prior written consent, which consent shall be in the CITY’s sole discretion. Any attempted assignment or transfer in breach of this provision shall be void. This Agreement is not intended and shall not be construed to create any third party benefit. This Agreement is not intended and shall not be construed to create a joint venture or partnership between the parties. CONSULTANT, its officers, employees and agents shall not have any power to bind or commit the CITY to any decision.

23. FINANCIAL RECORDS. Records of CONSULTANT’s direct labor costs, payroll costs, and reimbursable expenses pertaining to this project covered by this Agreement will be kept on a generally recognized accounting basis and made available to CITY if and when required.

24. NOTICES. All notices required hereunder shall be in w riting and mailed postage prepaid by certified or r egistered mail, return receipt requested, or by personal delivery to the CITY 's address as shown below, or such other places as CITY or CONSULTANT may, from time to time, respectively, designate in a written notice given to the other. Notice shall be deemed received three (3) days after the date of the mailing thereof or upon personal delivery.

To CITY: Trish Beirne, Emergency & Volunteer Services Manager Concord Police Department
City of Concord
1950 Parkside Drive
Concord, CA 94519-2578
Phone: (925) 671-3184
Email: [email protected]

To CONSULTANT: Jonathan Burgiel , Business Unit President Tetra Tech Inc.
3475 East Foothill Boulevard
Pasadena, CA91107
Phone: (321)441-8518
Email: [email protected]

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25. NON-LIABILITY. No member of the CITY and no other officer, official, agent, employee or volunteer of the CITY shall be personally liable to CONSULTANT or otherwise in the event of any default or breach of the CITY , or for any amount which may become due to CONSULTANT or any successor in interest, or for any obligations directly or indirectly incurred under the terms of this Agreement.

26. EXECUTION. Each individual or entity executing this Agreement on behalf of Applicant represents and warrants that he or she or it is duly authorized to execute and deliver this Agreement on behalf of Applicant and that such execution is binding upon Applicant.

This Agreement may be executed in several counterparts, each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy hereof shall have been signed by both parties hereto. In approving this Agreement, it shall not be necessary to produce or account for more than one such counterpart.

IN WITNESS WHEREOF, the parties have executed this Agreement in one (1) or more copies as of the date and year first written above.

CONSULTANT CITY OF CONCORD, a Municipal
Corporation

By:_________________________________ By:______________________________ Name: Jonathan Burgiel Name: Valerie J. Barone Title: Business Unit President Title City Manager
Address: 3475 East Foothill Boulevard Address: 1950 Parkside Drive Pasadena,CA 91107 Concord, CA 94519
Telephone: (321)441-8518 Telephone: (925) 671-3150
Email: [email protected]
APPROVED AS TO FORM: ATTEST:

Susanne Brown Joelle Fockler, MMC
City Attorney City Clerk

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FINANCE DIRECTOR'S CERTIFICATION:

Concord, California
Date:

I HEREBY CERTIFY THAT ADEQUATE FUNDS EXIST OR WILL BE RECEIVED DURING THE CURRENT FISCAL YEAR 2023-2024 TO PAY THE ANTICIPATED EXPENSES TO BE INCURRED PURSUANT TO THIS CONTRACT.

THE SUM OF $175,000.00. Account Code 402-2668.

Finance Director's Signature

10 Chapter 4 Proposed Work Plan
The following sections outline Tetra Tech’s approach to the tasks outlined in the RFP (Attachment B).

Tetra Tech is committed to being flexible and adaptable to our client’s needs. We welcome the opportunity to discuss any requested modifications to the technical approach based on the City’s perspective and desired outcomes.

Project Understanding
Tetra Tech understands the City of Concord seeks to review and assess the language needs and cultural attributions that influence the various constituent populations to integrate language accessibility needs into all aspects of its emergency management program. This section presents our proposed
work plan to (1) conduct a comprehensive analysis of the language makeup of the City’s constituent population and (2) develop a Language Access Strategy that outlines the
necessary actions and resources for the City to implement for ensuring meaningful access to emergency preparedness,
response, and recovery information before for persons who have limited English proficiency.

Project Management, Coordination, and Quality Control
The success of any project depends on a well-established working relationship grounded in frequent and open communication between Tetra Tech, the City of Concord’s Office of Emergency Services (OES), and the local project team. As a project manager, Ms. Sara van der Capellen will serve as Tetra Tech’s primary point of contact and will be available to OES’s project lead and team, ensuring that all parties are receiving the desired project information and support from a consistent and trusted source for the duration of the project. In addition to direct, open communication, Tetra Tech recommends the creation of a secure Microsoft Teams/SharePoint site for the project team to collaborate. The Microsoft Teams site will facilitate information-sharing and document management.

Tetra Tech will use its proven program management plan to complete each task within the proposed schedule and budget. Tetra Tech has a strong track record of completing similar or larger projects while meeting financial and schedule objectives. Tetra Tech’s quality management plan is built on technical and management experience to optimize project activities. This approach has been successfully implemented in thousands of Tetra Tech projects. The successful execution of each task is based on the following factors:

BUILDING PARTNERSHIPS
Working collaboratively with the City
of Concord, our team members will
apply their experience conducting
community vulnerability assessments
to identify and prioritize underserved
areas for planning, response,
mitigation, and community outreach.

Through a robust stakeholder and
community engagement process, we
will leverage existing community
partnerships and resources to build
upon community ties, using a whole
community approach to prioritize
highest-risk communities and
vulnerable populations and improve
community resilience.

Exhibit A to Attachment 3

11 Internal Project Coordination Meeting. Upon project award and contract execution, Tetra Tech will initiate a 2-hour virtual internal project coordination meeting with the OES project lead and key staff. This meeting will include a discussion about the Project Work Plan, overarching objectives, milestones, and associated timelines; a review of project roles and responsibilities; and an initial identification of pertinent emergency management documents for review as part of Task 1A and identify City and community-based organization stakeholders that will be participants in the project. During this meeting, Tetra Tech will also introduce key members of the proposed project team.

Based upon the internal project coordination meeting, Tetra Tech will develop a Project Work Plan that identifies timelines, milestones, and critical paths to achieving project goals that OES can refer to track progress. Additionally, the team will leverage the versatile capabilities of Microsoft Teams to support the organization of tasks, deliverable development, schedule management as well as the virtual component of project-related meetings.

Progress Reporting. Throughout the project, Tetra Tech will routine periodic reporting to OES to provide full transparency of project progress and challenges. These methods include the following:
 Biweekly Quick-Look Report Updates: Tetra Tech will provide biweekly quick-look reports via email with updates on completed and anticipated activities. These quick-look reports are concise and focused on short-term goals and achievements.
 Periodic Virtual Meetings/Conference Calls: At OES discretion, Tetra Tech will schedule 30- minute virtual meetings/conference calls periodically to discuss upcoming events/activities and project milestones.
 Monthly Reports: Tetra Tech’s project manager will develop and submit monthly progress reports to OES. Progress reports will cover project activities, barriers to progress (if any exist), and recommendations. The report will also document efforts expended, actions for the next reporting period, and financial resources expended for the entire project.

The proposed reporting frequency and timeframes will be discussed, modified (as necessary), and finalized with OES during the initial project kickoff meeting.

Project Quality Assurance and Quality Control. Tetra Tech’s Quality Management Process helps our team provide deliverables and services that meet customer requirements as well as professional standards established by the consulting community and technical and scientific disciplines. The final deliverables prepared under the project will undergo a three-step quality control review prior to submittal to the City:
a technical review, editorial review, and scope review. Ms. Christina Parkins will serve as the quality control coordinator (QCC) for this engagement and will oversee the Quality Management Process.

SCHEDULING
A schedule will be
defined for each
year and element
of the program.

MONITORING CONTRACT MILESTONES
Ms. van der Capellen will monitor
milestones of the project from
commencement to the conclusion to
verify interim deadlines are met. Ms.
van der Capellen has the authority and
ability to implement the necessary
measures to make sure each task will
be successfully completed.

COST CONTROL
Tetra Tech’s internal cost control and
accounting system will enable Ms. van
der Capellen to monitor the progress of
the project against expenses and has
the authority to make whatever
adjustments are necessary to make sure
the program remains within budget
across program years.

12 Table 3. Project Management, Coordination, and Quality Control Deliverables Deliverable Description
Internal Project
Coordination Meeting
 Conduct Internal Project Coordination Meeting
 Meeting Minutes
Project Work Plan  Draft and Final Project Work Plan
Progress Reporting  Biweekly Quick-Look Reports (delivered via email)  Biweekly 30-minute Virtual Meetings/Conference Calls
 Monthly Reports
Quality Assurance  Apply Quality Management Process throughout the project Technical Approach to Scope of Work
Phase 1 – Conduct Language Analysis
The following section outlines our approach to conducting both formal and community-research. Our formal research findings will be woven into meeting agendas, discussion topics and questions that will be applied in a multipronged community engagement approach. Each phase of data collection will support the phase and tasks of the project.

Task 1A – Conduct an Analysis of the City’s Constituent Population Tetra Tech will use the concepts present in FEMA’s Whole Community Approach and the Federal Emergency Management Agency’s (FEMA’s) Community Preparedness Guide CPG 101 (vs 3) planning philosophy as the foundation of the analysis and build the analysis with formal and community-based research to identify the languages that are the most prevalent as well as identify the cultural nuances that impact information-sharing and modes of delivery.

Formal Research Techniques
The Tetra Tech team will gather and analyze information from internal data from City of Concord departments, plans, and planning documents, as well as synthesize traditional data sources, including:
 U.S. Census Data (including the tracts identified in the RFP - 3361.02 [3361.03, 3361.04], 3362.01, 3362.02, 3381.01), and the 2019 American Community Survey including:
o Community Resilience Estimates Equity Supplement.
o City of Concord OES Hazard Risk and Social Vulnerability Heat Map Dashboard

13  The Centers for Disease Control and Prevention (CDC) Social Vulnerability Index (SVI). The SVI leverages U.S. Census data to depict the social vulnerability of a community by census tract (or zip code) level within a specified location. The SVI synchronizes 15 census-derived factors into four themes that summarize the extent to which the area is socially vulnerable. These themes include (1) Socioeconomic Status, (2) Household Composition and Disability, (3) Minority Status, and (4) Language, Housing and Transportation.
 U.S. Department of Health and Human Services (HHS) emPOWER Map 3.0. HHS’s emPOWER is an interactive data map that was developed via a partnership between HHS and the Centers for Medicare and Medicaid Services (CMS). The emPOWER tool provides population-level situational awareness of the number of persons (by zip code) who depend on electricity for life-supporting equipment.
 HHS’s CMIST Framework. CMIST provides a flexible, crosscutting approach for planning to address a broad set of common access and functional needs without having to define a specific diagnosis, status, or label. For the purposes of this project, the CMIST Framework provides a set of considerations to assist local officials in preparing for and addressing access and functional needs during emergency response and recovery. The CMIST Framework consists of evaluating through the lens of five categories: Communication, Maintaining Health, Independence, Support, and Transportation.

Web-based Surveys (optional). Tetra Tech is prepared to support the use of web-based surveys to support additional data collection. Specific uses include soliciting additional feedback after interviews and listening sessions, as well as receiving initial feedback on language access strategies. Surveys can be created to be concise to include no more than 5–10 questions with a mixture of text responses, ratings, and standardized input formats. Tetra Tech will support the development of up to 15 surveys and will analyze up to 50 responses per survey.

Community-Based Research Techniques
Our proposed community-based outreach strategy for this engagement is framed with an equity lens and strives to include the following elements:
 Providing information in an easy-to-digest form and ensuring the understanding of the information shared by the community at large.
 Promoting diverse community participation. This should be done through the identification of, and outreach to, trusted community-based organizations across the City and individual community members.
 Utilizing trusted messengers to disseminate information and collect feedback.  Appropriate translation of outreach materials.
 Meeting people where they are.
 Providing a transparent process by leveraging community and faith-based organizations and known message amplifiers.

To have a full understanding of the individuals and communities represented in the numeric data, Tetra Tech will conduct community-based research. This is face-to-face research conducted through attentive listening and establishing connections with community members. A variety of community-based organizations often serve as message amplifiers during response and recovery by understanding the various cultural nuances that influence how communities receive and use information:

14 Community-Based Organizations Faith-Based Organizations Advocacy groups Community Service Groups
Public Health Partners School and Childcare systems
Food trucks, Restaurants, & Food shops Beauty and Barbershops Libraries and Bookstores Support Groups
Employers and Entrepreneurs Music and Fine Arts Communities To support the community-based research, Tetra Tech will work with OES to establish a list of individuals and community-based organizations for interviews and focus groups. Tetra Tech will work with OES to identify the appropriate communication protocols to encourage participation.

OES and other key stakeholders (as appropriate) to provide insight and feedback to interview agendas and questions, as well as assist with making the appropriate connections with community partners participating in the project.

Project Kickoff Meeting. Tetra Tech will work with OES to schedule an in-person, 2-hour project kickoff meeting. The meeting will announce the project’s purpose, goals, objectives, and projected activities.

Tetra Tech will develop a kickoff meeting agenda, appropriate read-ahead materials, and a PowerPoint presentation for the project kickoff meeting. Following the kickoff meeting, Tetra Tech will develop meeting minutes within 7 business days.

Informational Package. Tetra Tech will also develop an informational package outlining the project’s details and outreach strategy to distribute to participant organizations and constituent groups.

Facilitate 40 Interviews with Community and Faith-based Partners (up to 1 hour each). Working with OES and other stakeholeders (identified by OES), Tetra Tech will interview project participants. Interviews will be used to identify:
 Cultural nuances and preferences for risk messaging and information-sharing  Preferred delivery methods (high tech, low tech, no tech)  Amplification methods
 Best and promising practices identified during previous emergencies or other events Our team suggests using a combination of virtual and in-person interviews (in-person for individuals and groups that are low tech/no tech). In-person interviews will be scheduled in tandem with the scheduling of the in-person Project Kickoff Meeting.

Facilitate 8 Virtual Listening Sessions (up to 2 hours each). Tetra Tech will host and facilitate community- level listening sessions. Through our mitigation and emergency planning work with multiple states and local jurisdictions, and more recently, dozens of post-COVID-19 jurisdictional evaluations, our team has found that constituents often want to share their experiences from their own perspective as a person affected by the emergency. Listening sessions provide a platform for sharing these experiences. The sessions will be guided by broad and open-ended topics to support a free-flowing exchange with participants. The target audience of these sessions will go beyond community organization leadership to actual community members and smaller organizations. To maximize the participation of community members, our team has found that partnerships with community service partners provide a supported environment for participants.

15 For all stakeholder engagement activities, Tetra Tech will provide editable meeting agendas, surveys, and visual aid materials translated into the appropriate language (primarily Spanish, Chinese, Vietnamese, Dari, and Tagalog) and appropriate staffing to support each activity. Tetra Tech will work with OES and community partners to provide the following:
 Arranging for in-person interpretive services for in-person and virtual meetings  Securing appropriate facilities for in-person meetings and engagement  Securing and providing any required refreshments to support in-person activities  Request for accommodations under the Americans with Disabilities Act Table 4. Task 1A Deliverables
Deliverable Description
Research and Analysis of
Available Documentation
And Data Sources
 Review internal data from the City of Concord departments, current emergency plans, and City-planning documents (e.g., communications plans, community- level programs).
 Review and analyze traditional data sources, including the U.S. Census, American Community Survey, CDC’s SVI index, and HHS’s emPOWER system, OES’s Hazard Risk and Social Vulnerability Heat Map Dashboard.  Synthesize findings for the Language Analysis Report (Task 1B)  Web-based Surveys (optional)
o Develop up to 15 surveys
o Tetra Tech will analyze up to 50 responses per survey and include the findings into the appropriate project deliverable. .

Project Kickoff Meeting  Conduct one in-person Project Kickoff Meeting (in-person, 2 hours).  Tetra Tech’s Lead Planner will facilitate meetings and will be accompanied by 1 meeting scribe for each meeting.
 Develop appropriate meeting agenda and read-ahead materials  Provide meeting summary within 7 business days of the meeting  Develop a project Informational Flyer
Interviews with
Community-Based and
Faith-based Partners
 Facilitate 40 1-hour interviews with community and faith-based partners. Tetra Tech will provide 1 interview facilitator and 1 interview scribe for each interview.
 Provide interview summaries within 7 business days of the meeting.  Synthesize findings for the Language Analysis Report (Task 1B) Virtual Listening Sessions  Facilitate 8 Virtual Listening Sessions (2 hours each). Tetra Tech will provide 1 facilitator, 1 meeting logistics coordinator, and 1 meeting scribe.  Provide Listening Session summaries within 7 business days of the meeting.  Synthesize findings for the Language Analysis Report (Task 1B) Task 1B – City of Concord Constituent Language Analysis Report Using the findings from Task 1A, Tetra Tech will combine the formal and community-based findings into the City of Concord’s Constituent Language Analysis Report. This report will identify:
 Languages in the community
 Regional distinctions between those languages (e.g., Spanish/Spanglish, American Sign Language/Home signs)

16  Formats that are preferred for delivery of everyday communication (e.g., oral, face-to-face, written, visual, technology-based, combination)
 Formats that are preferred for the delivery of risk and emergency response communication  Regional distinctions for those delivery systems (e.g., ed2go American Sign Language Group, WhatsApp, Islamic Center of Contra Costa)
 Message amplifiers (e.g., community-based organizations or community-level resource hubs)  Map of geographic language communities
Additionally, Tetra Tech will identify recommendations to be included and more fully developed in the Language Access Strategy as part of Phase 2 of the project.

Tetra Tech will provide the draft report to the OES project lead and the City project team for one round of initial comments and changes. Tetra Tech will refine the draft with the requested changes. Tetra Tech proposes presenting the draft report to OES in a 2-hour virtual session to receive additional feedback.

Tetra Tech will facilitate two rounds of comments and changes to finalize the report.

Tetra Tech will deliver 10 professionally designed and produced bound hard copies to Concord OES.

Table 5. Task 1B Deliverables
Deliverable Description
Draft Language Analysis
Report
 Synthesize research and document review findings into draft City of Concord’s Constituent Language Analysis Report
 Facilitate initial review for comments and changes from OES/City’s project team
 Facilitate 2-hour virtual presentation to OES and other stakeholders determined by OES.
 Facilitate 2 rounds of additional changes and feedback Final Language Analysis
Report
 Finalize City of Concord’s Constituent Language Analysis Report  Deliver final report via editable Microsoft Word and Adobe PDF  Produce and deliver 10 hard copies of final report
Phase 2 – Language Access Strategy
Tasks 2A –Language Access Strategy Developed
Using the findings outlined in the City of Concord’s Constituent Language Analysis Report, Tetra Tech will develop the Language Access Strategy identifying actionable recommendations that can be integrated into emergency management policies, plans, and programs to establish and improve the City’s ability to support informational needs of all of its constituents, and specifically who use English as an additional language. The strategy will be designed consistent with the SMART system (specific, measurable, achievable, relevant, and time-bound). Recommendations will identify specific actions to be taken and associated performance measures to obtain specific results.

17 Community Advisory Committee. To validate the Language Access Strategy development, Tetra Tech suggests establishing a Community Advisory Committee composed of the existing community and faith- based organizational leaders. Tetra Tech will work with OES to identify individuals and community groups to participate in the committee. Tetra Tech will develop appropriate invitation emails or letters to support participation.

Tetra Tech suggests limiting members to established organizations that are active trusted partners for the City and OES. The Community Advisory Committee will serve as the bridge between OES, the Tetra Tech project team, and the larger group of constituents, community organizations and groups that the Language Access Strategy is intended to support. The Community Advisory Committee will help to inform and validate the proposed engagement strategies and findings to be integrated into the Language Access Strategy.

Draft Development Our team understands the unpredictable nature of emergencies; strategies need to be flexible and also measurable. To that end, the Language Access Strategy will incorporate primary strategies, include methods for scalability and modification, and establish intended outcomes and specific measures that can be monitored. This correlation of actions with measurable outcomes will allow the City to identify when strategies require refinement or changes based on the needs of the emergency.

The table below includes examples of potential strategies and how these can be applied.

Table 6. Sample Strategies
Strategy Description Strategy Applied
Force multipliers Pre-identification of
organizations that can act as
trusted partners in readiness,
response, and recovery
operations
 Connecting with the Concord Art Association and
suggesting expansion of the Utility Box Public Art
Project to include emergency management
messaging.
 The Hispanic Chamber of Commerce of Contra
Costa County could assist with identifying
language resources for applications to Small
Business Association disaster recovery loans.

Planning
assumptions
Integration of specific planning
assumptions and identified
resources in emergency plans
and supporting documents
 Example #1: American Sign Language interpreters
are a scarce community resource and may be
unavailable during response operations, creating
a communication gap for the deaf community.
 Example #2: Some individuals may not have
access to televisions, the internet, or phones and

SAMPLE STRATEGY SECTIONS
 Executive Summary. Describes the
nature, scope, methodology,
primary findings, and critical
recommendations from the report.
 Analysis Overview. Overview of the
current language access issues in
the community, data analysis, and a
clear explanation of the research
process that makes these evidence-
based results.
 Language Access Strategy.

Organized by product type,
implementation recommendations,
community partners (when
applicable), and associated
performance measures to identify
success rates and areas for
improvements.
 Resource Mapping. Community-
based or vendor resources
identified that can support message
amplification.
 Visual Aids. Charts, graphs,
diagrams, etc.

18 Strategy Description Strategy Applied
may not receive information distributed through
traditional means.

Pre-established
templates with user
guidance
Development of information-
sharing templates and just-in-
time training for real-time
applications
 A Joint Information Center (JIC) operations guide
that includes instructions on how to construct
closed captions for City YouTube posts.

Tetra Tech will provide the first draft strategy to the OES project lead and other stakeholders desigated by OES for one round of initial comments and changes. Tetra Tech will refine the draft with the requested changes.

Tetra Tech proposes presenting the interim draft report to OES, other City Statekholders, and the Community Advisory Committeein a 2-hour in-person session to receive additional feedback. Tetra Tech will facilitate two rounds of comments and changes to finalize the strategy.

Tetra Tech will deliver 10 professionally designed and produced bound hard copies to Concord OES.

Table 7. Task 2A Deliverables
Deliverable Description
Draft Language Access
Strategy
 Synthesize findings into the Language Access Strategy  Facilitate initial review for comments and changes from OES/City’s project team  Facilitate 2-hour in-person presentation to the Community Advisory Committee  Facilitate two rounds of additional changes and feedback Tasks 2B – Language Access Strategy Finalized and Delivered Tetra Tech will refine the draft with the requested changes. Tetra Tech proposes presenting the draft report to the Community Advisory Committee in a 2-hour in-person session to receive additional feedback. Tetra Tech will facilitate two rounds of comments and changes to finalize the strategy.

Table 8. Task 2B Deliverables
Deliverable Description
Final Access Strategy
 Finalize Language Access Strategy
 Deliver final document via editable Microsoft Word and Adobe PDF  Produce and deliver 10 hard copies of final Language Access Strategy Phase 3 – Project Closeout
Task 3 – Roadmap Report
Understanding the dynamic nature of the proposed engagement strategy for Phase 1 of this engagement, Tetra Tech recognizes that non-language-specific findings may be discovered. Tetra Tech will develop a supplemental DEI Roadmap Report identifying any additional recommendations or best practices for improving the City of Concord’s diversity, equity, and inclusion in emergency planning and response.

Tetra Tech will conduct a final in-person project meeting to discuss and receive feedback on the project’s conduct.

19 Table 9. Task 3 Deliverables
Deliverable Description
DEI Roadmap  Develop any additional recommendations not included in the Language Access Strategy into a DEI roadmap
Final Project Meeting  Conduct final in-person project meeting

20 Project Schedule
Chapter 5 Project Staffing
Tetra Tech’s team comprised of an experienced multidisciplinary Project Management Team (PMT), supported by seasoned senior planners, and mid-level planners. Our PMT will guide the project outcomes and work with OES and City of Concord stakeholders to develop and finalize well-informed deliverables based on well-executed research, community engagement, and a proven quality assurance process.

Figure 1 presents our organization chart,
identifying our project team and the
reporting structure, followed by a summary
of the key personnel, short descriptions of
each person’s experience, project
responsibilities, and a sampling of relevant
project experiences are included in Table 10.

We have introduced our key staff and
described their responsibilities below.

Detailed resumes are included in Appendix B.

Figure 1 Organizational Chart

Chapter 7 Proposal Costs Sheet and Rates
Tetra Tech proposes performing the scope of work for a not to exceed (NTE) amount of $174.797.81. This cost proposal is based on our experience performing several recent projects of similar scope and complexity. Pricing is derived from estimating the number of work hours for each task by labor category.

Table 11 follows the approach provided in Attachment E of the RFP, and we have also included additional costs of materials, administrative expenses, and travel expenses for on-site meetings as a separate line item “Other Direct costs”.

Tetra Tech applies fringe benefits and overhead burdens to all direct labor costs; the current indirect Overhead rate is 63% and Employee Fringe Benefits are 37%.

The proposed team is salaried and not eligible for overtime or other types of extended rates. This column has been marked not applicable to our cost proposal (‘n/a’).

Table 11. Cost
Scope Labor Categories Est. Hours Hourly Rate Extended Rate Phase 1 – Conduct Language Analysis
Tasks 1A and 1B Project Executive 62 $185 $ n/a
Project Manager 90.5 $160 $ n/a
Subject Matter Expert 72.5 $160 $ n/a
Senior Planner 148 $145 $ n/a
Mid-level Planner 227.5 $115 $ n/a
Administrative Assistant 1 $85 $ n/a
Quality Control Coordinator 1 $155 $ n/a
Financial Manager 3 $125 $ n/a
Total Labor $87,105.00
Other Direct Costs (travel, etc.) $4,409.38
TOTAL NTE, Phase 1 $91,514.38
Phase 2 – Language Access Strategy
Task 2A and 2 B Project Executive 56 $185 $ n/a
Project Manager 86 $160 $ n/a
Subject Matter Expert 82 $160 $ n/a
Senior Planner 128 $145 $ n/a
Mid-level Planner 48 $115 $ n/a
Administrative Assistant 32 $85 $ n/a
Quality Control Coordinator 18 $155 $ n/a
Financial Manager 5.5 $125 $ n/a
Total Labor $67,517.50

Scope Labor Categories Est. Hours Hourly Rate Extended Rate Other Direct Costs (travel, etc.) $0
TOTAL NTE, Phase 2 $67,517.50
Phase 3 – Project Closeout
`Task 3 Project Executive 6 $185 $ n/a
Project Manager 24 $160 $ n/a
Subject Matter Expert 16 $160 $ n/a
Senior Planner 20 $145 $ n/a
Financial Manager 4 $125 $ n/a
Total Labor $12,390.00
Other Direct Costs (travel, etc.) $3,375.94
TOTAL NTE, Phase 3 $15,765.94
TOTAL NTE (Phases 1 – 3) $174,797.81

From: Hope Johnson <[email protected]>
Sent: Tuesday, February 14, 2023 11:33 AM
To: Hoffmeister, Laura <[email protected]>; Birsan, Edi <[email protected]>; Obringer, Carlyn <[email protected]>; Aliano, Dominic <[email protected]>; Nakamura, Laura <[email protected]> Cc: City Clerk <[email protected]>; Barone, Valerie <[email protected]> Subject: 2/14/23 City Council meeting - Item 4a (do not approve Tetra Tech)

Dear Concord City Counclmembers:

Council will consider approving an agreement with Tetra Tech under Item 4a at its meeting this evening. I urge Council to reject entering into any agreements with Tetra Tech for any type of work and to request staff reach out to other companies to submit proposals.

Tetra Tech is embroiled in lawsuits at Hunters Point over whistleblower claims it falsified soil samples at the heavily contaminated site. While Lennar has reached a settlement agreement in the case, Tetra Tech has not. The company denies the claims and Plaintiffs (including the Federal Government and employees of the SF Police Dept.) claim the denial is based on Tetra Tech's internal investigation rather than a third party investigation. The Judge has denied Tetra Tech's requests to be dimissed from the lawsuit.

Tetra Tech sued several contractors working at the site claiming those contractors were liable for the falsification but the case was dismissed.

There is no reason for the City of Concord to enter into a contract with a company currently involved in local lawsuits, especially ones that involve government parties and potential bad actions in situations affecting the health and safety of local communities. Based on this unsettled litigation, Council must assess if this company can be trusted to prepare an adequate strategy for an emergency management plan for vulnerable areas and if it will blame other parties on any deficiencies should the plan fail during an actual emergency.

In addition, Tetra Tech continues to be part of the cleanup being conducted by the Navy at the CNWS. Concord will be dealing with this same company in a simialr capacity to its responsibiities at Hunters Point. There is no reason to enter into further agreements until the current litgation resolves.

Thank you,
Hope Johnson
Concord resident
Benched Correspondence
Agenda Item No. 4.a
February 14, 2023

Staff Report
Date: February 14, 2023
To: City Council
From: Valerie J. Barone, City Manager
Reviewed by: Kevin Marstall, PE, Director of Community Development Carlton Thompson, PE, City Engineer
Prepared by: Bruce Davis, PE, Senior Civil Engineer
[email protected]
(925) 671-3470
Subject: Considering adoption of a Resolution authorizing the Contra Costa County Flood Control & Water Conservation District to establish an annual parcel assessment for FY 2023-24 for drainage maintenance and National Pollutant Discharge
Elimination System (NPDES) Program.

CEQA: Not a project/exempt pursuant to Public Resources Code Section 21065, CEQA Guidelines Sections 15060(c),
15061(b)(3), 15273, and/or 15378.

Report in Brief
The City of Concord is mandated by both State and Federal law to maintain a National Pollutant Discharge Elimination System (NPDES) permit for storm water discharge. As part of its NPDES permit conditions, Concord is required to implement a comprehensive Stormwater Management Plan (SWMP). The SWMP must include municipal programs, public participation, and inter-governmental coordination to reduce the discharge of pollutants into storm drains, creeks, the delta, and the San Francisco Bay.

The City annually authorizes the Contra Costa Board of Supervisors to direct the Contra Costa County Flood Control and Water Conservation District to establish a storm water utility area for Concord, and to impose assessments on parcels within the City of Concord. The revenue from this assessment funds activity required to implement Concord’s SWMP. Adoption of the resolution will continue the current Stormwater Utility

4.b4.b

City Council Agenda Report
Agenda Item No. 4.b
February 14, 2023
Area (SUA) assessment at the current Equivalent Runoff Unit (ERU) rate of $35 for a single family parcel through Fiscal Year 2023-24.

Recommended Action
Considering adoption of a Resolution authorizing the Contra Costa County Flood Control and Water Conservation District to establish an annual parcel assessment for Fiscal Year 2023-24 for drainage maintenance and National Pollutant Discharge Elimination System (NPDES) Program.

Background
Pollution carried in storm water runoff has a significant impact on water quality and wildlife in the San Francisco Bay Area. Common pollutants found in runoff from urban areas include oil and grease from automobiles; heavy metals like copper, lead, and zinc from automobiles; polycyclic aromatic hydrocarbons from vehicle exhaust and residential fireplaces; pesticides, herbicides, and fertilizers from lawns and gardens; polychlorinated biphenyls from old industrial sites; mercury from florescent lights and thermometers; and biological pathogens. Without pollution prevention programs, these pollutants can be carried into municipal storm drainage systems and, ultimately, the Delta and the San Francisco Bay.

The 1987 reauthorization of the Federal Clean Water Act and California state legislation require local agencies to obtain an NPDES permit to discharge municipal storm drainage water into federal and state waters. The development and implementation of a joint municipal NPDES permit for storm water discharge is coordinated by the Contra Costa Clean Water Program (CCCWP), which consists of the City of Concord, the Contra Costa County Flood Control and Water Conservation District, Contra Costa County, and eighteen other Contra Costa cities (Antioch, Brentwood, Clayton, Danville, El Cerrito, Hercules, Lafayette, Martinez, Moraga, Oakley, Orinda, Pinole, Pittsburg, Pleasant Hill, Richmond, San Pablo, San Ramon, and Walnut Creek.) On March 9, 1993, the City Council adopted Resolution No. 93-14 authorizing the Contra Costa Flood Control and Water Conservation District to establish an annual parcel assessment to fund NPDES Program activities such as street sweeping, public education, industrial outreach, and drainage system maintenance. Resolution No. 93-14 set the initial assessment at $26 per Equivalent Runoff Unit (ERU) per year and limited future assessments to no more than $35 per ERU per year. A single family residential unit on a parcel with an area between 5,000 square feet and 20,000 square feet was defined as one ERU. Vacant and agricultural lands are exempt from assessment.

Concord’s SUA generates about two million dollars each year.

In December, 2009, the San Francisco Regional Water Quality Control Board (SFRWQCB) consolidated the municipal permits from 67 cities and 14 agencies in Alameda, Contra Costa, Santa Clara, San Mateo, and Solano counties, into a single Municipal Regional Permit. This MRP requires the City of Concord to implement a

City Council Agenda Report
Agenda Item No. 4.b
February 14, 2023
comprehensive Stormwater Mitigation Plan (SWMP). The City’s Stormwater Utility Area (SUA) assessment revenues finance the SWMP and other requirements in the MRP. To collect SUA revenues, the City annually authorizes the Contra Costa County Board of Supervisors to direct the Contra Costa County Flood Control and Water Conservation District to establish a storm water utility area for Concord, and reaffirm the approved fee assessment.

Analysis
SUA revenues may be used only for storm water quality-related activities, including street sweeping; catch basin and storm drain maintenance; creek channel maintenance; inspection and monitoring programs to eliminate illicit discharges and illegal connections to the storm drain system, and stream bank erosion control. These efforts are mandated strategies to reduce the amount of pollution reaching the creeks, delta, and the San Francisco Bay estuary system.

On April 4, 2000, the Council adopted Resolution No. 00-29 approving the current rate of $35 per ERU. The annual parcel assessment has remained at $35 per ERU since June 2001. The rate can be increased only through a ballot approved by two-thirds of the property owners. No increase is being requested or proposed, rather an annual resolution is required under the Contra Costa County Flood Control and Water Conservation District Act.

Financial Impact
If the City Council adopts the resolution, the Contra Costa County Flood Control and Water Conservation District will reaffirm the annual ERU rate of $35 to generate two million dollars in SUA assessments for the City of Concord to fund SWMP implementation in Fiscal Year 2023-24.

Environmental Determination
Establishing the annual amount of and authorizing the Contra Costa County Flood Control & Water Conservation District to adopt SUA levies and/or assess ERUs does not constitute a "project," as defined in the California Environmental Quality Act (CEQA) of 1970, as amended, and its Guidelines, under the general rule that CEQA applies only to actions that have the potential to cause a significant effect on the environment. If such action were a “project” then, pursuant Public Resources Code Section 21065, CEQA Guidelines Sections 15060(c), 15061(b)(3), and/or 15378, such action is not subject to environmental review because it will not result in a direct or reasonably foreseeable indirect physical change in the environment, and falls within the “common sense” exemption set forth in CEQA Guidelines Section 15061(b)(3), excluding projects where “it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment.” In this case, the Council is only authorizing the amount of the annual parcel assessment for the NPDES program.

Additionally, pursuant to Section 15273 of the CEQA Guidelines, the establishment of

City Council Agenda Report
Agenda Item No. 4.b
February 14, 2023
charges for the purpose of meeting operating expenses is categorically exempt.

Projects funded by the annual assessment will undergo CEQA review as necessary.

Public Contact
The City Council Agenda was posted.

Attachment

1. Resolution – Annual NPDES Assessment

Res No. 23-XX 1

BEFORE THE CITY COUNCIL OF THE CITY OF CONCORD

COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA
A Resolution Authorizing the Contra Costa County
Flood Control & Water Conservation District to
Establish an Annual Parcel Assessment for FY 2023-
24 for Drainage Maintenance and National Pollutant
Discharge Elimination System (NPDES) Program
Resolution No. 23-XX
/
WHEREAS, under the Federal Water Pollution Control Act, [33 U.S.C. Section 1342(p)], certain municipal storm water discharges require a permit from the appropriate federal or state authorities pursuant to the National Discharge Elimination System (NPDES) Program; and WHEREAS, the City of Concord, in conjunction with other affected jurisdictions within Contra Costa County, applied to the State Regional Water Quality Control Board and received a Joint NPDES Permit to discharge storm water and developed a Storm Water Management Plan; and WHEREAS, Assembly Bill 2768 (West’s Water Code Appendix, Section 63-12 and 63-12.9) authorizes the Contra Costa Flood Control and Water Conservation District (DISTRICT) to establish storm water utility areas and to impose annual benefit assessments for the purpose of carrying out the activities required under the NPDES Program; and
WHEREAS, the DISTRICT has completed the process for formation of a Concord Storm Water Utility Area (SUA), including the adoption of Storm Water Assessment Drainage Ordinance No. 93-47; and
WHEREAS, the SUA and Program Group Costs Payment Agreement between the City of Concord and DISTRICT requires the City of Concord annually to determine the rate to be assessed per Equivalent Runoff Unit (ERU) for the forthcoming fiscal year; and WHEREAS, the City Council adopted Resolution 93-14, which established the range of annual assessment to be imposed by the DISTRICT within the storm water utility area at an amount not to exceed $35 per ERU.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF CONCORD DOES RESOLVE AS FOLLOWS:

Attachment 1

Res No. 23-XX 2
Section 1. Establishing the annual amount of and authorizing the Contra Costa County Flood Control & Water Conservation District to adopt SUA levies and/or assess ERUs does not constitute a "project," as defined in the California Environmental Quality Act (CEQA) of 1970, as amended, and its Guidelines, under the general rule that CEQA applies only to actions that have the potential to cause a significant effect on the environment. If such action were a “project” then, pursuant Public Resources Code Section 21065, CEQA Guidelines Sections 15060(c), 15061(b)(3), and/or 15378, such action is not subject to environmental review because it will not result in a direct or reasonably foreseeable indirect physical change in the environment, and falls within the “common sense” exemption set forth in CEQA Guidelines Section 15061(b)(3), excluding projects where “it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment.” In this case, the Council is only authorizing the amount of the annual parcel assessment for the NPDES program. Additionally, pursuant to Section 15273 of the CEQA Guidelines, the establishment of charges for the purpose of meeting operating expenses is categorically exempt. Projects funded by the annual assessment will undergo CEQA review as necessary. No unusual circumstances exist and none of the exceptions under CEQA Guidelines Section 15300.2 apply. This determination reflects the City’s independent judgment and analysis.

Section 2. The annual assessment imposed by the DISTRICT within the storm water utility area for Fiscal Year 2023-24 shall be $35.00 per Equivalent Runoff Unit (ERU).

Section 3. The City Council requests the DISTRICT to adopt storm water utility area levies based on said amount per ERU.

Section 4. This resolution shall become effective immediately upon its passage and adoption. //
//
//
//
//
//
//

Res No. 23-XX 3
PASSED AND ADOPTED by the City Council of the City of Concord on February 14, 2023, by the following vote:

AYES: Councilmembers -
NOES: Councilmembers -
ABSTAIN: Councilmembers -
ABSENT: Councilmembers -
I HEREBY CERTIFY that the foregoing Resolution No. 23-XX was duly and regularly adopted at a regular meeting of the City Council of the City of Concord on February 14, 2023.

Joelle Fockler, MMC
City Clerk
APPROVED AS TO FORM:

Susanne Meyer Brown
City Attorney

Staff Report
Date: February 14, 2023
To: City Council
From: Valerie J. Barone, City Manager
Prepared by: Greg Taylor, Direction of Information Technology [email protected]
(925) 671-3189
Subject: Considering approval of a Professional Services Agreement with Plante Moran, PLLC for Advisory Services for ERP
Selection in an amount not to exceed $238,068.00, including a 10% contingency; and authorizing the City Manager to execute the Agreement in a form acceptable to the City Attorney. (CIP Project No. 2529)
CEQA: Not a project/exempt pursuant to Public Resources Code Section 21065, CEQA Guidelines Sections 15060(c),
15061(b)(3), and/or 15378.

Report in Brief
The City of Concord utilizes the Enterprise Resource Planning (ERP) software Lawson for its mission critical backbone operations in support of Budgeting, Human Resource Management, Procurement, Payroll and many other City functions. The City’s Lawson system is basically a twenty-year old system (although upgrades have been made periodically).

Technology advancements over the past 20 years have been extensive and the City’s current ERP system (Lawson) is no longer viable. Because the ERP system is so integrated into all functions of the City, it will be a complex process to identify and implement the correct solution for Concord. To set the City up for success in this major technology upgrade, staff will be bringing on an expert to help Concord define its ERP needs and prepare and issue a Request for Proposal for a new ERP system.

Towards achieving this need, the City issued a Request for Proposal for Advisory Services for ERP Selection and Implementation (RFP #2475) in June, 2022. Plante

4.c

City Council Agenda Report
Agenda Item No. 4.c
February 14, 2023
Moran was chosen by staff for award of this contract. The costs for this contract are already allocated in CIP Project No. 2529, Enterprise Resource Planning (ERP) System Replacement.

Recommended Action
Authorize the City Manager to approve a Professional Services Agreement with Plante Moran, PLLC for Advisory Services for ERP Selection in an amount not to exceed $238,068.00, including a 10% contingency, authorize the City Manager to execute the Agreement in a form acceptable to the City Attorney, and make the CEQA determinations as provided in this staff report.

Background
The City depends on its mission critical business systems to support City staff as they provide services to the public. The primary backbone software for these services is the City’s Enterprise Resource Planning (ERP) System, Lawson. Lawson was first purchased by the City in 1988 to manage Financial and Human Resource processing. It was then upgraded to its current form in 2004. Whereas there have been multiple updates to the software since 2004, the aging platform has not kept up with the significant technological advancements that have occurred over the last 20 years.

Lawson, in its current implementation, is not a viable solution for the City going forward.

In order to support the City given the constraints of the Lawson system, Concord has had to employ a number of customized software solutions. The complexity of the many customizations as well as the multiple additional software platforms instituted to meet the City’s ERP requirements has led to an untenable software solution that needs to be replaced.

Analysis
With the above context, and with the recognition that this software upgrade will be both expensive to purchase and time consuming to implement, staff determined that an outside expert firm was needed to assist the City in performing a comprehensive business process review and to assist in drafting and issuing an RFP for a new ERP system. To achieve this goal, the City issued Request for Proposal (RFP #2475). The result of the RFP process was Plante Moran being chosen as the optimal respondent to provide Concord the following list of ERP selection services:

Project Management
Plante Moran utilizes a highly collaborative approach with a cross-functional group of City representatives to ensure the City’s goals are fully identified and achieved. This is accomplished through the development of a project organizational structure, project charter, detailed project plan, and regularly scheduled progress meetings. Working together, this team will develop major phases and milestones, work tasks with due dates, as well as incorporate a strong feedback loop in order to make sure the project stays on course.

City Council Agenda Report
Agenda Item No. 4.c
February 14, 2023
Needs Assessment and Business Process Review with Process Mapping For ERP selection success it is critical to review the City’s current business processes, seek opportunities for improvement, and identify business needs. These findings will be incorporated into an ERP Needs Assessment / Gap Analysis Report. Part of this review will involve Business Process Mapping which will provide the City with detailed information on how the City currently conducts business, as well as offer various best practices that could be employed in areas primarily involving Financial Management, Human Resources, and Asset Administration. In addition, an action plan will be developed that includes an issues and opportunities matrix, a plan to implement the recommended solution, recommended time frames, and necessary City staff resources.

ERP Request for Proposal & Vendor Selection
Once the City’s business processes have been comprehensively reviewed and business needs identified through the needs analysis phase, these requirements will then be incorporated into the Request for Proposal (RFP) process to seek responses from qualified software vendors to replace the City’s ERP system. Given Plante Moran’s experience and knowledge of financial systems, the scope of service provides for Plante Moran to draft the RFP, subject to review and approval by staff.

The latter half of this phase of the project will be to evaluate responses to the RFP, narrowing down the field to viable vendors that closely meet the City’s business needs.

This process will use the information identified in the needs assessment phase and will also incorporate subsequent due diligence through product demonstrations, reference checks, and site visits to other local government agencies where the system has been implemented. The final portion of this phase of the project will be assisting the City in making a final software selection.

Contract Negotiations and Statement of Work (SOW) Development Once the preferred vendor has been selected, Plante Moran will assist the City in negotiating the contract and developing a statement of work. As part of the contract negotiations, Plante Moran will assist the City with review of the proposed contract terms, conditions, and costs.

This comprehensive list of selection services will provide the City of Concord with the tools and expertise to determine the best solution to bring the City into the modern era of Enterprise Resource Planning Systems.

City Council Agenda Report
Agenda Item No. 4.c
February 14, 2023
The costs associated for Plante Moran selection services are broken out as follows:

Phase Cost
Task 1: Project Management $33,275
Task 2: Needs Assessment, Gap Analysis, and Action Plan $74,525 Current and future state process mapping $23,100
Task 3: Develop a Request for Proposals (RFP) $17,325
Task 4: Evaluation and Selection of Vendor $54,450
Task 5: Contract Negotiations $13,750
Total: $216,425
Not-to-Exceed Total (after adding 10% contingency): $238,068 Procurement Process
In June, 2022, in accordance with the City of Concord Procurement Policy, the City completed a Request for Proposal for Advisory Services for ERP Selection and Implementation (RFP #2475). The Request for Proposal process resulted in a total of 8 submissions. Those 8 were narrowed down to the top two vendors and those finalists were invited to demonstrate their services for a multi-departmental review by City staff.

The final vendor was chosen using selection criteria that included the company’s qualifications and experience, managerial and staff capability, proposed methodologies, and cost. Plante Moran, LLC was determined to be the optimal respondent to Request for Proposal #2475.

Financial Impact
There is no additional fiscal impact associated with this action, as all necessary funding has been previously identified and approved in CIP Project No. 2529, Enterprise Resource Planning (ERP) System Replacement.

Public Contact
The City Council Agenda was posted.

Staff Report
Date: February 14, 2023
To: City Council
From: Valerie J. Barone, City Manager
Reviewed by: Karan Reid, Director of Finance
Prepared by: Himmat Bains, Sr. Financial Analyst
[email protected]
(925) 671-3183
Subject: Considering adoption of a Resolution authorizing a non- financial reciprocal agreement with the California Franchise Tax Board for exchange of business license tax data and authorizing the City Manager to execute a non-financial reciprocal agreement with the California Franchise Tax Board (“FTB”) for the exchange of business license tax data for a term beginning January 31, 2023 through December 31, 2025, subject to approval of the agreement by the City Attorney.

Report in Brief
Council consideration of a Resolution authorizing a reciprocal agreement with the California Franchise Tax Board for the exchange of business license tax data.

Recommended Action
Adopt a Resolution authorizing a non-financial reciprocal agreement with the California Franchise Tax Board for exchange of business license tax data and authorizing the City Manager to execute a non-financial reciprocal agreement with the California Franchise Tax Board (“FTB”) for the exchange of business license tax data for a term beginning January 31, 2023 through December 31, 2025, subject to approval of the agreement by the City Attorney.

Background
The City of Concord Municipal Code Title 5, known as the Business License Tax Code, is intended to provide a revenue for the general operations of the City by levy of a

4.d4.d4.d

City Council Agenda Report
Agenda Item No. 4.d
February 14, 2023
business license tax on all business transactions or activities carried on occurring within Concord.

The data exchange program with the California Franchise Tax Board (“FTB”), which began because of the enactment of Senate Bill 1146 on September 26, 2008, enables both Concord and the FTB to share information and identify non-compliant businesses.

The City has been participating in the data exchange program since 2012, and has conducted audits of business license data to ensure the City received the revenue it is legally entitled to collect.

Analysis
The Agreement with the FTB is good for two years at a time, and it is time to renew. We currently have a Standard Agreement signed by the City Manager, however the FTB also requires both a signed Standard Agreement and a resolution authorizing a non- financial reciprocal Agreement with the California Franchise Tax Board for exchange of Business License Tax Data Under the terms of the Agreement with the FTB. Concord will be required to send data to the FTB annually each June. The data required includes ownership name, address information, Employer ID number, and business start date.

The FTB will send the City similar information from their database each year in December, as well as information on taxpayers who file business related income tax returns. The City agrees that information obtained under this agreement will not be reproduced, published, sold or released in original or in any other form for any purpose; and will only be accessed or used by designated City employees whose duties are to administer the City Business Tax Program.

Financial Impact
There is no financial impact from the recommended action.

Budget Adjustment or Transfer Required
No budget adjustment or transfer is required.

Public Contact
The City Council Agenda was posted.

Attachments

1. Resolution Authorizing a Non-Financial Reciprocal Agreement with the California Franchise Tax Board

2. Standard Agreement STD 213 (Rev. 04/2020)

Res No. 23-XX 1

BEFORE THE CITY COUNCIL OF THE CITY OF CONCORD

COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA
A Resolution of the City Council of the City of
Concord Authorizing a Non-Financial Reciprocal
Agreement with the California Franchise Tax Board
for Exchange of Business License Tax Data and
Authorizing the City Manager to Execute a Non-
Financial Reciprocal Agreement with the California
Franchise Tax Board (“FTB”) for the exchange of
business license tax data for a term beginning
January 31, 2023 through December 31, 2025, subject
to approval by the City Attorney Resolution No. 23-XX
/
WHEREAS, Title 5 of the Concord Municipal Code is known as the Business License Tax Code of the City of Concord ("City"), and Chapter 5.05.040 states: "It shall be unlawful for any person to transact and carry on any business, trade, profession, calling, or occupation in the city without first having procured a license from said city so to do and paying the tax hereinafter prescribed or without complying with any and all applicable provisions of this article"; and WHEREAS, this data exchange program began as a result of the enactment of Senate Bill 1146 on September 26, 2008, which authorized a city to enter into a reciprocal agreement with the California Franchise Tax Board ("FTB") to exchange tax data to enable both parties to identify any non-compliant businesses; and
WHEREAS, in June 2012, the City Council approved an agreement with the FTB to exchange data related to Business Licensing, and the agreement with the FTB expired on December 31, 2014; and
WHEREAS, the City desires to enter into such an agreement with FTB with a term from January 31, 2023, or date of adoption of this resolution, through December 31, 2025.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF CONCORD DOES RESOLVE AS FOLLOWS:

Section 1. The City approves entering into a reciprocal agreement with FTB for the exchange of business license tax data.

Attachment 1

Res No. 23-XX 2
Section 2. The City appoints and authorizes the City Manager and his/her designee(s), and each of them, as agent(s) of the City to conduct all negotiations, execute and submit documents, including, but not limited to, the standard agreement, applications, amendments, memoranda of understanding, payment requests and so on, which may be necessary for participation in and completion of the aforementioned reciprocal agreement, including any extensions or amendments thereof, subject to prior approval as to form by the City Attorney's Office.

Section 3. A signed copy of this resolution shall be transmitted to the FTB in conjunction with the filing of an application.

Section 4. This Resolution shall take effect immediately upon its adoption by a majority of the City Council.

PASSED AND ADOPTED by the City Council of the City of Concord on February 14, 2023, by the following vote:

AYES: Councilmembers -
NOES: Councilmembers -
ABSTAIN: Councilmembers -
ABSENT: Councilmembers -
I HEREBY CERTIFY that the foregoing Resolution No. 23-XX was duly and regularly adopted at a regular meeting of the City Council of the City of Concord on February 14, 2023.

Joelle Fockler, MMC
City Clerk
APPROVED AS TO FORM:

Susanne Meyer Brown
City Attorney

SCOID: 7730-0000000000000000000083920
STATE OF CALIFORNIA- DEPARTMENT OF GENERAL SERVICES r---------------,----------------,

STANDARD AGREEMENT
I
AGREEMENT NUMBER PURCHASING AUTHORITY NUMBER (If Applicable) STD 213 (Rev. 04/2020) 000000000000000000083920

1. This Agreement 1s entered into between the Contracting Agency and the Contractor named below:

CONTRACTING AGENCY NAME
Franchise Tax Board

CONTRACTOR NAME
City of Concord

2. The term of this Agreement is:

START DATE
January 1, 2023 or date of approval, whichever is later,

THROUGH END DATE
December 31, 2025

3. The maximum amount of this Agreement is:
$0.00 (NON-FINANCIAL AGREEMENT)

4. The parties agree to comply with the terms and conditions of the following exhibits, which are by this reference made a part of the Agreement.

Exhibits Title
Exhibit A Scope of Work
Exhibit B Budget Detail and Payment Provisions
Exhibit C * General Terms and Conditions
+
Exhibit D Special Terms and Conditions -
+
- Exhibit E City and County Record Layout Specifications - - Exhibit F Franchise Tax Board Record Layout Specifications - +
Exhibit G Confidentiality Statement -
Items shown with an asterisk(*), are hereb incol orated b reference and made art of this a reement as it attached hereto. y p y p g These documents can be viewed athttps://www.dgs.ca.gov/OLS/Resources IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED BY THE PARTIES HERETO.

CONTRACTOR
CONTRACTOR NAME (if other than an individual, state whether a corporation, partnership, etc.) City of Concord

CONTRACTOR BUSINESS ADDRESS
1950 Parkside Drive MS-06

PRINTED NAME OF PERSON SIGNING
Valerie Barone

CONTRACTOR AUTHORIZED SIGNATURE
CITY
Concord
TITLE
City Manager

DATE SIGNED
Pages
3 1
GTC417
3 2
1 1

STATE ZIP
CA 94519
Attachment 2

SCOID: 7730-0000000000000000000083920

STATE OF CALIFORNIA- DEPARTMENT OF GENERAL SERVICES ,----------------,-----------------,

STANDARD AGREEMENT AGREEMENT NUMBER
I
PURCHASING AUTHORITY NUMBER (If Applicable)
STD 213 (Rev. 04/2020) 000000000000000000083 9 2 0

CONTRACTING AGENCY NAME
Franchise Tax Board

CONTRACTING AGENCY ADDRESS
P.O. Box 2086

PRINTED NAME OF PERSON SIGNING
Michael A. Banuelos

CONTRACTING AGENCY AUTHORIZED SIGNATURE

CALIFORNIA DEPARTMENT OF GENERAL SERVICES APPROVAL

STATE OF CALIFORNIA

CITY STATE ZIP
Rancho Cordova CA 95741
TITLE
Procurement and Contracting Officer or Designee

DATE SIGNED
EXEMPTION (If Applicable)
SCM Vol. 1, 4.04.A.2

State of California City of Concord
Franchise Tax Board Agreement #83920

EXHIBIT A

SCOPE OF WORK
This Agreement is entered into by and between the Franchise Tax Board, herein after referred to as (FTB), and the City of Concord, herein after referred to as the City.

Purpose:

This Agreement provides for the reciprocal exchange between FTB and the City tax data specific to city business license information for tax administration purposes. By entering into a reciprocal agreement, each party agrees to bear its own costs of providing the data, and the City is precluded from obtaining reimbursement.

Both parties will abide by the legal and confidential provisions of this Agreement. Exhibits A, C, D, E, F, and G, attached hereto and incorporated by reference herein, set forth additional terms to which the parties agree to be bound.

No Federal Tax Information will be exchanged.

Legal Authority:

California Revenue and Taxation Code (R&TC) Section 19551.1 authorizes a reciprocal agreement for the exchange of specified tax information between a City/County and FTB. R&TC Section 19551.5 mandates cities/counties to provide city/county business licensing and tax information to FTB upon request.

City Responsibilities:

1. The City agrees that the information provided by FTB will be used exclusively to administer the City/County Business Tax Program.

2. The City agrees that information obtained under this Agreement will not be reproduced, published, sold, or released in original or in any other form for any purpose; and will only be accessed or used by City employees whose duties are to administer the City/County Business Tax Program.

3. The City agrees to provide FTB with tax information pursuant to Format Specifications, Exhibit E, which shall include, but not be limited to, the following:
 Business or owner’s name
 Business address
 Federal Employer Identification Number (FEIN) or Social Security Number (SSN)  Ownership type
 North American Industry Classification Code or Standard Industry Classification Code  Business start and cessation dates
 City Business Tax Number, to be assigned to the City by FTB

4. The City agrees to extract and provide city data to FTB annually between April and July for each tax year that the Agreement is in place. If the Agreement is executed after July 31, 2023, the City will have 30 days after execution to provide FTB with the first year’s data.

State of California City of Concord
Franchise Tax Board Agreement #83920

5. The City agrees to submit the records to FTB electronically using FTB's Secure Web Internet File Transfer (SWIFT) system.

6. The City agrees to submit the records to FTB in ASCII fixed-length format, .txt, per the Format Specifications, Exhibit E.

7. The City agrees to resubmit data in the event data is initially submitted with errors. The resubmission of data must be within 30 days of notification. If data is not submitted accurately and timely, the City will forfeit its rights to FTB data for that year.

8. The City agrees that each City employee having access to FTB data shall sign a City/County Business Tax Program Confidentiality Statement, FTB 712 (Exhibit G). The signed statement is to be retained by the City and produced to FTB upon request.

9. The City agrees to submit to FTB a completed Security Questionnaire prior to receiving any FTB data. The Security Questionnaire is valid for the duration of the Agreement.

10. The City agrees to provide a copy of the current resolution, order, or minutes reflecting passage of a motion, or ordinance of the local governing body authorizing the execution of this specific Agreement.

FTB Responsibilities:

1. FTB agrees that information provided by the City will be used for tax administration and non-tax programs that FTB administers and may be shared with other state or federal agencies as authorized by law.

2. FTB agrees that information obtained under this Agreement will not be reproduced, published, sold, or released in original or in any other form for any purpose, except as provided in paragraph 1 or otherwise authorized by law.

3. FTB agrees to provide the City with data extracted from the Taxpayer Information (TI) system and Business Entities Tax System (BETS). FTB will provide the City with records for taxpayers within the City’s jurisdiction who indicate a business on their personal or business entity income tax return. The Record Layout, Exhibit F, FTB 909A shall include:
 Taxpayer name
 Taxpayer address
 Taxpayer SSN or FEIN
 Principal Business Activity code

4. FTB agrees to match the data provided by the City using the SSN or FEIN against FTB’s data with a “Yes” or “No” indicator on the Record Layout, Exhibit F, FTB 909A. The first year’s data match is at the discretion of FTB based on when the data is received from the City and processed.

5. FTB agrees to provide the City with an annual data extract in December 2023 for tax year 2022, in December 2024 for tax year 2023, and in December 2025 for tax year 2024 via SWIFT.

State of California City of Concord
Franchise Tax Board Agreement #83920

6. FTB agrees to register the City for a SWIFT account allowing for the secure electronic transmission of data.

7. FTB agrees to provide the City with a unique City Business Tax Number to be used for reporting purposes only.

8. FTB agrees to allow the City to resubmit data within 30 days of notification, in the event data is initially submitted with errors.

Project Coordinators:

The project coordinators during the term of this Agreement will be:

Franchise Tax Board
Kay Han
City/County Business Tax Program Analyst
Data Oversight Program
P.O. Box 1468, Mailstop A181
Sacramento, CA 95812-1468
Phone: (916) 845-0638
City of Concord
Michael Snow
Business License Agent
1950 Parkside Drive MS-06
Concord, CA 94519-2578
Phone: (925) 671-3306
Email: [email protected]
Email: [email protected]
Return executed agreement to:

Franchise Tax Board
Kay Han
City/County Business Tax Program Analyst
Data Oversight Program
P.O. Box 1468, Mailstop A181
Sacramento, CA 95812-1468
Phone: (916) 845-0638
Email: [email protected]

State of California City of Concord
Franchise Tax Board Agreement #83920

EXHIBIT B

BUDGET DETAIL AND PAYMENT PROVISIONS
This data exchange is provided at no cost.

State of California City of Concord
Franchise Tax Board Agreement #83920

EXHIBIT D

SPECIAL TERMS AND CONDITIONS

1. DATA OWNERSHIP: The confidential tax information or sensitive information being provided under this Agreement remains the exclusive property of the providing party.

Confidential tax information and other confidential information are not open to the public and require special precautions to protect from loss and unauthorized access, inspection, acquisition, use, disclosure, modification, or destruction. The City (or County) shall have the right to use and process the disclosed information for the purposes stated in the Scope of Work of Exhibit A of this Agreement, which right shall be revoked and terminated immediately upon termination of this Agreement.

2. STATEMENT OF CONFIDENTIALITY: The Franchise Tax Board has taxpayer tax returns and other confidential information and data in its custody. Unauthorized inspection or disclosure of state returns or other confidential information or data is a misdemeanor (Revenue and Taxation Code Sections 19542, and 19542.1). Unauthorized inspection or disclosure of federal returns and other confidential federal return information or data is a misdemeanor or a felony (Internal Revenue Code Sections 7213A(a)(2) and (b), and 7213(a)(2), respectively).

Upon the approval of this agreement and prior to any access to the confidential or sensitive data of the FTB, each City (or County) employee who may have access to the confidential data of FTB will be required to sign a City/County Business Tax Program Confidentiality Statement, FTB 712 (Exhibit G), attesting to the fact that he/she is aware of the confidentiality of the data and the penalties for unauthorized disclosure thereof under applicable state and federal law. The signed statement(s) shall be retained by the City (or County) and furnished to FTB upon request.

3. USE OF INFORMATION: The City (or County) agrees that the information furnished or secured pursuant to this Agreement shall be used solely for the purposes described in the Scope of Work of Exhibit A. The City (or County) further agrees that information obtained under this Agreement will not be reproduced, published, sold or released in original or in any other form for any purpose other than as identified in the Scope of Work of Exhibit A.

4. EMPLOYEE ACCESS TO INFORMATION: Both FTB and the City (or County) receiving data agree that the information obtained will be kept in the strictest confidence and shall make information available to its own employees only on a “need to know” basis. The “need to know” standard is met by authorized employees who need the information to perform their official duties in connection with the uses of the information authorized by this Agreement.

Each party receiving data recognizes its responsibility to protect the confidentiality of the information in its custody as provided by law and ensure that such information is disclosed only to those individuals and for such purposes as authorized by law and this Agreement.

5. PROTECTING CONFIDENTIAL INFORMATION/ INCIDENT REPORTING: Both FTB and the City (or County) receiving data, in recognizing the confidentiality of the information to be exchanged, agrees to take all appropriate precautions to protect the confidential information obtained pursuant to this agreement from unauthorized access, use, or disclosure. Each party receiving data will conduct oversight of its users with access to the confidential information provided under this agreement, and will immediately notify FTB’s Information Security Audit & Investigations Unit ([email protected]) of any unauthorized or suspected unauthorized accesses, uses and/or disclosures (incidents). For purposes of thisPage 11 of 17 State of California City of Concord
Franchise Tax Board Agreement #83920
section, “immediately” is defined as within 24 hours of the discovery of the breach or suspected breach. The notification must describe the incident in detail and identify responsible personnel (name, title, and contact information). The City (or County) with an incident will comply with the incident reporting requirements in accordance with Civil Code Section 1798.29, State Administrative Manual (SAM) Chapter 5300 and Sections 8643, and State Information Management Manual 54340-A and 5340-C to facilitate the required reporting to the taxpayer(s) or state oversight agencies.

6. INFORMATION SECURITY: Information security is defined as the preservation of the confidentiality, integrity, and availability of information. A secure environment is required to protect the confidential information obtained from FTB pursuant to this agreement. The City (or County) receiving data will store information so that it is physically secure from unauthorized access. The records received by the City (or County) will be securely maintained and accessible only by employees of the City (or County) business license or tax programs who are committed to protect the data from unauthorized access, use, or disclosure. All FTB electronic data must be encrypted when in transit using FIPS 140-2 approved encryption technology and be password protected and secure at all times when in storage. Confidential information obtained from the FTB must be secured in accordance with the SAM Chapters 5100 and 5300 (Information Security), and National Institute of Standards and Technology (NIST) Special Publication 800-53 (moderate); and additional security requirements provided by FTB.

7. CLOUD COMPUTING ENVIRONMENT: A City (or County) receiving FTB’s confidential data must submit a completed FTB Cloud Security Questionnaire before using a Cloud Computing Environment. The questionnaire will be reviewed for approval by FTB’s Chief Security Officer, or his/her designee. A Cloud Computing Environment cannot be used to receive, transmit, store or process FTB’s confidential data without prior written approval from FTB’s Chief Security Officer or his/her designee.

8. DESTRUCTION OF RECORDS: All records received by the City (or County) from FTB under this Agreement, and any database(s) created, copies made, or files attributed to the records received, shall be destroyed within three years of receipt or upon termination of the agreement due to a breach of its terms, whichever occurs earlier. The records shall be destructed in a manner to be deemed unusable or unreadable, and to the extent that an individual record can no longer be reasonably ascertained. The City (or County) will notify FTB City/County Business Tax program manager annually in writing at FTB [email protected] that proper destruction methods have been applied. FTB will destroy city/county data in accordance with the department’s data retention policies.

9. DISPUTE RESOLUTION: In the event of a dispute, the City (or County) shall file a “Notice of Dispute” with FTB’s Chief Financial Officer within ten (10) days of discovery of the problem.

Within ten (10) days, FTB’s Chief Financial Officer or his/her designee shall meet with the City (or County) for purposes of resolving the dispute. The decision of the Chief Financial Officer shall be final.

10. SURVIVAL OF OBLIGATION TO PROTECT DATA: Each party’s obligation to protect the data and information received from the other party shall survive the expiration or termination of this Agreement. In the event a party continues to provide any data or information to the other party after the expiration or termination of this Agreement, the receiving party agrees to continue to protect all such data and information received in accordance with the provisions of this Exhibit D, and all applicable state and federal laws. Page 12 of 17 State of California City of Concord
Franchise Tax Board Agreement #83920

11. ONSITE SAFEGUARD REVIEW: FTB retains the right to conduct on-site safeguard reviews of the City (or County) use of FTB information and security controls established. The safeguard reviews may include, but are not limited to an examination of the adequacy of information security controls, “need to know,” and use justifications established by the City (or County)
to ensure compliance with the terms and conditions of this agreement. FTB will provide a minimum of seven (7) days’ notice of a safeguard review being conducted by FTB staff. The City (or County) will take appropriate disciplinary actions against any user determined to have violated security or confidentiality requirements.

12. LIMITED WARRANTY: Neither party represents or warrants the accuracy or content of the material available through this Agreement, nor each expressly disclaims any express or implied warranty, including any implied warranty of fitness for a specific purpose.

13. CANCELLATION: Either party may terminate this Agreement, in writing for any reason, upon thirty (30) days’ prior written notice. This Agreement may be terminated immediately by either party in the event of any breach of the terms of this Agreement.

14. NO THIRD PARTY LIABILITY: Nothing contained in or related to this agreement shall create any contractual relationship between either of the Parties and any other party, except between FTB and the City (or County); and no other party shall relieve the City (or County) or FTB of its responsibilities and obligations hereunder. Each of the parties agrees to be fully responsible for the acts and omissions of its third party contractors and agents, and of persons either directly or indirectly employed by the party. Neither of the parties shall have any obligation to pay, or to see to the payment of, any monies to any party or persons either directly or indirectly employed by the other.

15. EXECUTIVE ORDER N-6-22 RUSSIA SANCTIONS: On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this agreement.

The State shall provide Contractor advance written notice of such termination, allowing Contractor at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the State.

State of California City of Concord
Franchise Tax Board Agreement #83920

EXHIBIT E
CITY AND COUNTY RECORD LAYOUT SPECIFICATIONS (FTB 909)
Data Element Name Start Position End Position Field Size Description Social Security Number (SSN) 1 9 9 Must be present unless FEIN is provided.

Fill unused fields with zeros.

Federal Employer ID Number (FEIN) 10 18 9 Must be present unless SSN is provided.

Fill unused fields with zeros.

Ownership Type 19 19 1 Must be present. Use only acceptable values listed here:

S = Sole Proprietorship
P= Partnership
C = Corporation
T = Trust
L = LLC
Owner Last Name 20 34 15 Must be present if Ownership Type in position 19 = S.

Owner First Name 35 45 11 Must be present if Ownership Type in position 19 = S.

Owner Middle Initial 46 46 1 May be left blank.

Business Name 47 86 40 Enter if business is operating under a fictitious name (doing business as
(DBA)).

Business Address 87 126 40 Address of the business location or the residence of the owner if sole
proprietorship.

City 127 166 40 Must be present.

State 167 168 2 Enter the valid U.S. Postal Service
(USPS) state abbreviation. Format = CA
ZIP Code 169 177 9 Enter the five- or nine-digit ZIP Code assigned by USPS. If only the first five
digits are known, left justify information
and fill the unused fields with zeros.

State of California City of Concord
Franchise Tax Board Agreement #83920
Data Element Name Start Position End Position Field Size Description Business Start Date 178 185 8 Enter the eight-digit date (MMDDYYYY).

If unknown, fill the field with zeros.

Business Cease Date 186 193 8 Enter the eight-digit date (MMDDYYYY) if out of business. If unknown, fill the
field with zeros.

City/County Business Tax Number 194 196 3 Enter three-digit number assigned by FTB.

North American Industry
Classification System
(NAICS)
197 202 6 Enter the two- to six-digit NAICS code.

Left Justify. Fill unused field with zeros
(example, 99 will be 990000).

Standard Industrial
Classification (SIC)
203 206 4 Enter the two- to four-digit SIC code. Left
justify. Fill unused fields with zeros
(example, 99 will be 9900).

Total Record Length 206

State of California City of Concord
Franchise Tax Board Agreement #83920

EXHIBIT F
FRANCHISE TAX BOARD RECORD LAYOUT SPECIFICATIONS (FTB 909A) Data Element Name Length Start Position Description
ENTITY TYPE 1 1 “P” – Personal income tax record
“B” – Business entity tax record
SSN or FEIN 9 2 For “P” records, primary taxpayer’s social security number (SSN) For “B” records, federal employer identification number (FEIN) LAST NAME 40 11 For “P” records, primary taxpayer’s last name For “B” records, business name
FIRST NAME 11 51 For “P” records only
MIDDLE INITIAL 1 62 For “P” records only
SPOUSE SSN 9 63 For “P” records filed with a joint return SPOUSE LAST NAME 17 72 For “P” records filed with a joint return SPOUSE FIRST NAME 11 89 For “P” records filed with a joint return SPOUSE MIDDLE INITIAL 1 100 For “P” records filed with a joint return PBA CODE 6 101 For “P” records, principal business activity (PBA) code ADDRESS NUMBER 10 107
PRE-DIRECTIONAL DIRECTOR 2 117 Postal Service term referring to the directional word that is located before the street name and suf-
fix (i.e., N, S, E, W, NE, NW, SE, SW)
STREET NAME 28 119
STREET SUFFIX 4 147 e.g. ST, WAY, HWY, BLVD, etc.

POST-DIRECTIONAL INDICATOR 2 151 Postal Service term referring to the directional word that is located after the street name and suffix
(i.e., N, S, E, W, NE, NW, SE, SW)
STREET SUFFIX 2 4 153
APARTMENT/SUITE NUMBER 10 157 e.g., APT, UNIT, FL, etc.

CITY 13 167
STATE 2 180 Standard state abbreviation
ZIP CODE 5 182 The five-digit ZIP Code assigned by the U.S. Postal Service ZIP CODE SUFFIX 4 187 Provide if known
CCBT MATCH 1 191 “N” – No match per CCBT data. “Y” – Yes: CBT matched to state tax return filed
TOTAL RECORD LENGTH 191

EXHIBIT G
CONFIDENTIALITY STATEMENT (FTB 712)

STATE OF CALIFORNIA
DISCLOSURE OFFICE MS A181

FRANCHISE TAX BOARD
PO BOX 1468
SACRAMENTO CA 95812-1468
City/County Business Tax Program Confidentiality Statement Confidential tax data is protected from disclosure by law, regulation, and policy. Information security is strictly enforced; violators may be subject to disciplinary, civil, and/or criminal action. Protecting confidential tax data is in the best interest of the city, county, and state.

As a city/county employee, you are required to protect all information received from the Franchise Tax Board (FTB). To protect confidential tax data, you must:
• Access or modify tax data solely to perform official duties. • Never access or inspect tax data for curiosity or personal reasons. • Never show or discuss confidential tax data with anyone who does not have a need to know. • Never remove confidential tax data from your worksite without authorization. • Place confidential tax data in approved locations only.

Unauthorized inspection, access, use, or disclosure of confidential tax data is a crime under state laws including, but not limited to, California Revenue and Taxation Code Sections 19542 and 19552 and Penal Code Section 502. Unauthorized access, inspection, use, or disclosure may result in either or both of the following:
• State criminal action
• Taxpayer civil action.

I certify that I have read the confidentiality statement printed above. I further certify and understand that unauthorized access, inspection, use, or disclosure of confidential information may be punishable as a crime and may result in disciplinary and/or civil action against me.

Name (print)
Each city/county employee accessing FTB data must retain a signed copy of this form and provide it to FTB upon request.

FTB 712 (REV 06-2016)
Signatur
e
Dat
Valerie Barone
e e

Staff Report
Date: February 14, 2023
To: City Council
From: Valerie J. Barone, City Manager
Reviewed by: Kevin Marstall, PE, Director of Community Development Carlton Thompson, PE, City Engineer
Bernard Enrile, PE, CIP Manager
Prepared by: Tianjun Cao, PE, Associate Civil Engineer
[email protected]
(925) 671-3243
Subject: Considering:

1. Approval of a Professional Services Agreement for
Construction Management, Inspection, and Materials Testing Services in the amount of $430,000 to Dewberry Engineers Inc. for the Downtown Corridors Bicycle and Pedestrian
Improvement Project (Broadway, Salvio, Oak, and Grant
Streets) [Project No. 2424]; and authorizing the City Manager to execute the agreement in a form acceptable to the City Attorney; and

2. Approval of budget transfers to the Downtown Corridors Bicycle and Pedestrian Improvement Project (Project No. 2424) in the amounts of $100,000 from Citywide Streetlight Upgrade (Project No. 2649) and $195,000 from Citywide Bridge Repair Program (Project No. 2371) to cover costs associated with two additive bids from the construction contract. (Funded by Affordable Housing and Sustainable Communities Grant
Funds, Measure V Lease Revenue Funds)
CEQA: Not a project/exempt pursuant to Public Resources Code Section 21065, Guidelines Sections 15060(c)(2),
15060(c)(3), 15061(b), 15273, and/or 15378.

4.e4.e4.e

City Council Agenda Report
Agenda Item No. 4.e
February 14, 2023
Report in Brief
The Downtown Corridors Bicycle and Pedestrian Improvement Project (Project No. 2424) will construct pedestrian and bicycle related improvements within the Downtown area. The streets included in the project are Broadway, Salvio, Grant, and Oak Streets.

See attached location map (Attachment 1).

The construction contract was awarded on January 10, 2023, and construction is expected to begin in March 2023 and be completed by October 2023, weather permitting. The construction contract was awarded with two additive bids that were meant to address Public Works lighting maintenance. The award of this Professional Services Agreement results in the current construction budget being exceeded, and will require budget transfers to cover the two additive bids.

Construction management, inspection, and materials testing services are needed to ensure work during construction by the contractor is performed and completed in a manner satisfactory to the project contract documents and the City.

Recommended Action
Considering:

1. Approval of a Professional Services Agreement for Construction Management, Inspection, and Materials Testing Services in the amount of $430,000 to Dewberry Engineers Inc. for the Downtown Corridors Bicycle and Pedestrian Improvement Project (Broadway, Salvio, Oak, and Grant Streets) (Project No. 2424); and authorize the City Manager to execute the contract in a form acceptable to the City Attorney, and make the CEQA determinations as provided in this staff report.

2. Approval of budget transfers in the amount of $100,000 from Citywide Streetlight Upgrade (Project No. 2649) and $195,000 from Citywide Bridge Repair Program (Project No. 2371) to cover costs associated with two additive bids from the construction contract.

Background
On February 10, 2020, the City’s Transportation Division collaborated with Resources for Community Development (RCD) and submitted the Affordable Housing and Sustainable Communities (AHSC) grant application in the amount of $3,800,000 for the Downtown Corridors Bicycle and Pedestrian Improvements Project. On June 15, 2020, California Strategic Growth Council (SGC) advised staff that the City’s AHSC grant application had been approved. Project design was at 35% completion at the time of grant application approval. Due to various steps needed to be completed by the AHSC board and RCD, the City did not receive official documentation of grant funding approval until 2022. Project design was paused at the draft 100% stage since February 2022 because final design could not be completed until the City was able to receive the AHSC grant funds. City Council accepted the grant funding at the September 27, 2022, meeting. After the acceptance of grant funds, design was completed in October 2022.

City Council Agenda Report
Agenda Item No. 4.e
February 14, 2023
Analysis
This project is consistent with the Downtown Corridors Specific Plan that was adopted in 2015 and the City’s Bicycle, Pedestrian, and Safe Routes to Transit Plan that was also adopted in 2016. The project was reviewed by the City’s Bicycle and Pedestrian Advisory Committee (BPAC) twice, in October 2019 for the 35% conceptual design and in June 2021 for the 65% design. Extensive public outreach has been performed for the project throughout the design process. The project was presented to the Todos Santos Business Association (TSBA) three times, in April 2021, February 2022, and January 2023. Multiple public meetings were held as well. The 35% conceptual design was presented to the public in August 2019 and the 65% design was presented to the public in May 2021.

The construction contract was awarded at the January 10, 2023, City Council meeting.

Procurement Process
Staff issued a Request for Proposal (RFP) to select a consultant to provide construction management, inspection, and materials testing services on November 3, 2022. The RFP was advertised in the local newspaper and on the City’s Procurement Website. Six (6) proposals were received, which were reviewed and ranked by the selection committee.

Based on the analysis of the proposals, interviews, and references, Dewberry Engineers Inc. (Dewberry) of Manteca, CA was selected as the most qualified firm to provide construction management, inspection, and materials testing services for the Downtown Corridors Bicycle and Pedestrian Improvement Project (Project No. 2424).

City Staff and Dewberry negotiated the scope of work and cost for the services and agreed upon $430,000 as a fair and reasonable compensation for the services needed to complete the construction phase of this project.

On September 13, 2016, the City Council approved a Citywide Project Stabilization Agreement with the Contra Costa Building & Trades Council for City projects with a construction contract valued at over $750,000. Project No. 2424 will be subject to the requirements of the Project Stabilization Agreement as the construction costs exceeds $750,000. Dewberry and their material testing sub-consultant, Ninyo & Moore, have agreed to be bound to the Citywide Project Stabilization Agreement for materials testing services.

Financial Impact
The total construction budget is $4,200,000 and is funded by $3,800,000 in Affordable Housing and Sustainable Communities Grant funds (Fund 402), and $400,000 in Measure V (Fund 407).

Budget transfers in the total amount of $295,000 are needed to fully fund the project.

The budget transfers are as follows: (1) $100,000 from the Citywide Streetlight

City Council Agenda Report
Agenda Item No. 4.e
February 14, 2023
Upgrade, Project 2649 (Fund 407) because the project is incorporating streetlight maintenance and upgrade work into its scope; (2) $195,000 from the Citywide Bridge Repair Program, Project 2371 (Fund 407)—this project’s warranty period is complete and these remaining funds are available. The revised total construction budget would be $4,495,000.

Environmental Determination
Pursuant to Public Resources Code Section 21065, CEQA Guidelines Sections 15060(c)(2), 15060(c)(3), 15061(b)(2), 15061(b)(3), 15273, and/or 15378, award of this agreement is not subject to environmental review under the California Environmental Quality Act (CEQA) of 1970, as amended, as it does not constitute a “project”, does not commit the City to a definite course of action, does not constitute discretionary approval of a specific project, and will not result in a direct or reasonably foreseeable indirect physical change in the environment, and in the alternative is exempt from CEQA. No unusual circumstances exist and none of the exceptions under CEQA Guidelines Section 15300.2 applies. This determination reflects the City’s independent judgement and analysis.

The construction contract for Project No. 2424 was awarded at the January 10, 2023, City Council meeting and determined to be not a project/exempt per CEQA Guidelines Sections 15060 (c), 15061 (b)(3), 15273, 15378, 15301, 15302, 15304, and/or Public Resources Code Section 21065. A notice of determination was filed on October 1, 2019
Public Contact
The City Council Agenda was posted.

Attachments

1. Location Map

2. Professional Services Agreement

Attachment 1
Location Map
Downtown Corridors Bicycle and Pedestrian Improvement Project (Project 2424)

AGREEMENT FOR PROFESSIONAL SERVICES

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28 THIS AGREEMENT (“Agreement”) is entered into on February 14, 2023 between the City of Concord (“CITY”) and Dewberry Engineers , Inc., 903 W Center Street , Suite 1 , Manteca, C A 95337 (“CONSULTANT”).

THE PARTIES ENTER THIS AGREEMENT based upon the following facts, understandings, and intentions:

The CITY desires to contract with CONSULTANT to provide the professiona l services described in Section 2 of this Agreement, upon the terms and conditions hereinafter set forth.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and promises of the parties herein contained, the parties hereto agree as follows:

1. TER M. This Agreement shall commence on February 14, 2023, and expire on June 30, 2024.

2. SCOPE OF SERVICES . Subject to such policy direction and approvals provided by the CITY's Authorized Representative, CONSULTANT shall provide consulting services for Downtown Corridors Bicycle and Pedestrian Improvement Project, City Project No. 2424 described in detail in Exhibit A, a proposal from Dewberry Engineers dated January 17, 2023, attached hereto and made a part hereof. CITY retains all rights of approval and discretion with respect to the projects and undertakings contemplated by this Agreement.

3. PAYMENT. The compensation to be paid to CONSULTANT including payment for professional services and reimbursable expenses, shall be at the rate and schedules in detail in Exhibit A. However, in no event shall the amount CITY pays CONSULTANT e xceed four-hundred thirty thousand dollars ($430,000) for the term of this Agreement. Any Amendment to this Agreement that includes an increase to this compensation amount shall be made in accordance with Section 5 below.

CONSULTANT may submit monthly statements for services rendered; all statements shall i
nclude adequate documentation demonstrating work performed during the billing period. It is intended that CITY review such statement and pay CONSULTANT for services rend ered within 30 days of receipt of a statement that meets all requirements of this Agreement. Payment by CITY shall not be deemed a waiver of unsatisfactory work, even if such defects were known to the CITY at the time of payment.

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28 4. AUTHORIZED REPRESENTATIVES . Authorized representatives shall represent CITY and CONSULTANT in all matters pertaining to the services to be ordered by CITY or rendered by CONSULTANT under this Agreement except where approval for the CITY is specifically required by the City Council. The CITY’s authorized representative is Carlton Thompson, City Engineer of the Community Development Department. The CONSULTANT ’s authorized representative is Howard Zabell, Associate Vice President.

5. AM
ENDMENT TO AGREEMENT . This Agreement may be amended in writing, subject to approval by both parties. If additional services are requested by CITY other than as described in the above Scope of Services, this Agreement may be amended, modified, or changed by the parties subject to mutual consent and in accordance with the CITY’s Municipal Code by execution of an Amendment by authorized representatives of both parties setting forth the additional scope of services to be performed, the performance time schedule, and the compensation for such services.

A. A
mendment for Additional Compensation. CITY’s Authorized Representative is authorized to execute amendments to the Agreement on behalf of CITY, including amendments providing for additional compensation to CONSULTANT not to exceed the Minimum Threshold, including the base contract amount, throughout the term of this Agreement. “Minimum Threshold” means the dollar amount over which Council approval is required during each fiscal year as set forth in Concord City Council Resolution 21- 43 pursuant to Concord Municipal Code Section

3.10.040(a). The Minimum Threshold for Fiscal Year 2022-23 is $80,000 and increases by $5,000 each subsequent fiscal year such that by Fiscal Year 2026- 27 the Minimum Threshold is $100,000. Any additional compensation to CONSULTANT that is greater than the Minimum Threshold, including the base contract amount, must be approved by City Council. CONSULTANT’s f ailure to secure CITY’s written authorization for additional compensation or changes to the Scope of Work shall c onstitute a waiver of any and all right to adjustment in the price or time due, whether by way of compensation, restitution, quantum merit, or similar relief.

6. INDEPENDENT CONTRACTOR. Both parties understand and acknowledge that CONSULTANT, its agents, employers and subcontractors are and shall at all times remain as to the

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28 CITY wholly independent contractors. Neither the CITY nor any of its officers or employees shall have any control over the manner by which the CONSULTANT performs this Agreement and shall only dictate the results of the performance. CONSULTANT shall not represent that CONSULTANT or its agents, employees or subcontractors are agents or employees of the CITY, and CONSULTANT shall have no authority, express or implied, to act on behalf of the CITY in any capacity whatsoever as an agent, and shall have no authority, express or implied, to bind the CITY to any obligation whatsoever, unless otherwise provided in this Agreement.

As an independent contractor, CONSULTANT shall not be eligible for any benefits, which the City may provide to its employees and all persons, if any, hired by CONSULTANT shall be employees or subcontractors of CONSULTANT and shall not be construed as employees or agents of the CITY in any respect. CONSULTANT shall receive no premium or enhanced pay for work normally understood as overtime, i.e., hours that exceed forty (40) hours per work week, or work performed during non- standard business hours, such as in the evenings or on weekends. CONSULTANT shall not receive a premium or enhanced pay for work performed on a recognized holiday. CONSULTANT shall not receive paid time off for days not worked, whether it be in the form of sick leave, administrative leave, or for any other form of absence. CONSULTANT shall pay all taxes, assessments and premiums under the federal Social Security Act, any applicable unemployment insurance contributions, Workers Compensation insurance premiums, sales taxes, use taxes, personal property taxes, or other taxes or assessments now or hereafter in effect and payable by reason of or in connection with the services to be performed by CONSULTANT.

7. S
TANDARD OF PERFORMANCE . CONSULTANT represents and warrants to CITY that CONSULTANT is skilled and able to provide such services described in the Scope of Work and that such services shall be performed in an expeditious manner, and with the degree of skill and care that is required by current, good, and sound procedures and practices. CONSULTANT further agrees that the services shall be in conformance with generally accepted professional standards prevailing at the time work is performed.

8. PERFORMANCE BY CONSULTANT .

CONSULTANT shall not employ other

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28 consultants, subconsultants, experts, or contractors without the prior written approval of the CITY.

Notwithstanding the foregoing, CITY shall not be obligated or liable for payment hereunder to any party other than the CONSULTANT . CONSULTANT hereby designates the CONSULTANT’S representative as the person primarily responsible for the day-to-day performance of CONSULTANT'S work under this Agreement. CONSULTANT shall not change the CONSULTANT’S representative without the prior written consent of the CITY. Unless otherwise expressly agreed by the CITY, CONSULTANT'S representative shall remain responsible for the quality and timeliness of performance of the services, notwithstanding any permitted or approved delegation hereunder.

9. O
WNERSHIP AND MAINTENANCE OF DOCUMENTS . All documents furnished by CONSULTANT pursuant to this Agreement are instruments of CONSULTANT’s services in respect to this project. They are not intended nor are represented to be suitable for reuse by others except CITY on extensions of this project or on any other project. Any reuse without specific written verification and adoption by CONSULTANT for the specific purposes intended will be at user’s sole risk and without liability or legal exposure and expenses to CONSULTANT, including attorney’s fees arising out of such unauthorized reuse.

C
ONSULTANT’s records, documents, ca lculations, and all other instruments of service pertaining to actual project shall be given to CITY at the completion of the project. The CITY reserves the right to specify the file format that electronic document deliverables are presented to the CITY.

Title to all plans, specifications, maps, estimates, reports, manuscripts, drawings, descriptions and other final work products compiled by the CONSULTANT under the Agreement shall be vested in the CITY, none of which shall be used in any manner whatsoever, by any person, firm, corporation, or agency without the expressed written consent of the CITY. Basic survey notes and sketches, charts, computations, and other data prepared or obtained under the Agreement shall be made available, upon request, to the CITY without restriction or limitations on their use. CONSULTANT may retain copies of the above -described information but agrees not to disclose or discuss any information gathered, discussed or generated in any way through this Agreement without the written permission of CITY during the term of this Agreement, unless required by law.

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28 10. INDEMNIFICATION.

A. For Design Professional Services Only . Pursuant to California Civil Code Section 2782.8, CONSULTANT agrees to indemnify the CITY (including its officers, agents, employees and volunteers) against liability for claims against the CITY that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT in the performance of this Agreement. The CONSULTANT will reimburse the CITY for any expenditures, including reasonable attorney fees, incurred by the CITY in defending against claims ultimately determined to arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT.

B. F
or All Other Services. CONSULTANT agrees to defend, indemnify and hold harmless the CITY (including its officers, officials, employees, agents and volunteers) from and against all claims, demands, actions, losses, damages, injuries, and liability (including all attorney’s fees and other litigation expenses) arising out of the CONSULTANT’s performance under the terms of this Agreement. This indemnification obligation on CONSULTANT’s part shall not apply to the demands, actions, losses, damages, injuries, and liability arising out of the sole negligence or willful misconduct on the part of the CITY.

11. INSURANCE.

CONSULTANT shall, at its own expense, procure and maintain in full force at all times during the term of this Agreement the following insurance:

A. Co mmercial General Liability Coverage . CONSULTANT shall maintain commercial general liability insurance with limits of no less than one million dollars ($1,000,000) combined single limit per occurrence or two million dollars ($2,000,000) aggregate limit for bodily injury, personal injury, and property damage.

B. Au
tomobile Liability Coverage . CONSULTANT shall maintain automobile liability insurance covering all vehicles used in the performance of this Agreement providing a one million dollar ($1,000,000) combined single limit per occurrence for bodily injury, personal injury, and property damage.

C. Pr
ofessional Liability Coverage (Errors and Omissions) . CONSULTANT

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28 shall maintain professional liability insurance with coverage for all negligent errors, acts or omissions committed by CONSULTANT, its agents and employees in the performance of this Agreement. The amount of this insurance shall be not less than one million dollars ($1,000,000) on a claims made annual aggregate basis or a combined single limit per occurrence basis.

D. C
ompliance with State Workers' Compensation Requirements .

CONSULTANT covenants that it will insure itself against liability for Workers' Compensation pursuant to the provisions of California Labor Code §3700, et seq. CONSULTANT shall, at all times, upon demand of the City, furnish proof that Workers' Compensation Insurance is being maintained by it in force and effect in accordance with the California Labor Code. The insurer shall also agree to waive all rights of subrogation against the CITY, its officers, officials, employees and volunteers for losses arising from work performed by CONSULTANT for CITY. This provision shall not apply upon written verification by CONSULTANT that CONSULTANT has no employees.

E. Ot
her Insurance Provisions . The policies are to contain, or be endorsed to contain the following provisions:
(1
) Additional Insured. CITY, its officers, agents, employees, and volunteers are to be covered as an additional insured as respects: Liability arising out of activities performed by or on behalf of CONSULTANT and operations of CONSULTANT, premises owned, occupied, or used by CONSULTANT. The coverage shall contain no special limitations on the scope or protection afforded to CITY, its officers, officials, employees, or volunteers.

Except for worker's compensation and professional liability insurance, the policies mentioned in this subsection shall name CITY as an additional insured and provide for notice of cancellation to CITY. CONSULTANT shall also provide timely and prompt notice to CITY if CONSULTANT receives any notice of cancellation or nonrenewal from its insurer. (2) Primary Coverage. CONSULTANT'S insurance coverage shall be primary insurance with respect to CITY, its officers, officials, employees, and volunteers. Any insurance, risk pooling arrangement, or self -insurance maintained by CITY, its officers, officials, employees, or volunteers shall be in excess of CONSULTANT'S insurance and shall not contribute

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28 with it.
(3) Reporting Provisions. Any failure to comply with the reporting provisions of the policy shall not affect the coverage provided to the CITY, its off icers, officials, employees, or volunteers.
(4) Verification of Coverage. CONSULTANT shall furnish CITY with certificates of insurance and the original endorsements effecting coverage required by this Agreement.

The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The aforementioned policies shall be issued by an insurance carrier having a rating of Best A -7 or better which is satisfactory to the City Attorney and shall be delivered to CITY at the time of the execution of this Agree ment or before work commences. Such policies and certificates shall be in a form approved by the City Attorney. CITY reserves the right to require complete certified copies of all required insurance policies at any time.

12. T
IME OF PERFORMANCE . The time of performance of the services under this Agreement is of the essence, and all time deadlines identified in this Agreement or Scope of Services shall be strictly construed.

13. SUSPENSION OF WORK. C
ITY may, at any time, by ten (10) days’ written notice, suspend further performance by CONSULTANT. All suspensions shall extend the time schedule for performance in a mutually satisfactory manner, and CONSULTANT shall be paid for services performed and reimbursable expenses incurred prior to the suspension date. During the period of suspension, CONSULTANT shall not receive any payment for services, or expenses, except for reasonable administration expenses, incurred by CONSULTANT by reason of such suspension.

14. TERMINATION. CITY may terminate this Agr e
ement for any reason upon ten (10)
days written notice to the other party. CITY may terminate the Agreement upon five (5) days written notice if CONSULTANT breaches this Agreement. In the event of any termination, CONSULTANT shall promptly deliver to the CITY any and all finished and unfinished reports or other written, recorded, photographic, or visual materials, documents, data, and other deliverables (“Work Materials”) prepared for the CITY prior to the effective date of such termination, all of which shall become CITY’s sole

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28 property. After receipt of the Work Materials, CITY will pay CONSULTANT for the services performed as of the effective date of the termination.

15. CO MPLIANCE WITH CIVIL RIGHTS . During the performance of this contract, CONSULTANT agrees as follows:

A. E qual Employment Opportunity. In connection with the execution of this Agreement, CONSULTANT shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, or national origin. Such actions shall include, but not be limited to, the following: employment, promotion, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rate of pay or other forms of compensation; and selection for training including apprenticeship.

B. Nondiscrimination Civil Rights Act of 1964. CONSULTANT will comply with all federal regulations relative to nondiscrimination in federally assisted programs.

C. Solicitations for Subcontractors including Procureme nt of Materials and Equipment. In all solicitation, either by competitive bidding or negotiations, made by CONSULTANT for work to be performed under a subcontract including procurement of materials or leases of equipment, each potential subcontractor, supplier or lessor shall be notified by CONSULTANT of CONSULTANT’S obligation under this Agreement and the regulations relative to nondiscrimination on the grounds of race, religion, color, sex, or national origin.

16. CO
NFLICT OF INTEREST .

A. CONSULTANT c ovenants and represents that neither it, nor any officer or principal of its firm, has, or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of CITY or which would in any way hinder CONSULTANT’s performance of services under this Agreement. CONSULTANT further covenants that in the performance of the Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the CITY. CONSULTANT agrees to at all times avoid conflicts of interest, or the appearance of any conflicts of interest, with the interests of the CITY in the performance of this Agreement.

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28 B. CONSULTANT is not a designated employee within the meaning of the Political Reform Act because CONSULTANT:
(1) Will conduct research and arrive at conclusions with respect to its rendition of information, advice, recommendation or counsel independent of the control and direction of the CITY or of any CITY official, other than normal contract monitoring; and (2) Possesses no authority with respect to any CITY decision beyond the rendition of information, advice, recommendation or counsel. (2 Cal. Code Regs. § 18700(a)(2).)

17. CO
MPLIANCE WITH LAWS . CONSULTANT shall comply with all applicable Federal, State of California, and local laws, rules, and regulations and shall obtain all applicable licenses, including a business license with the City of Concord, and permits for the conduct of its business and the performance of the services. CONSULTANT shall ensure that all of its officers, employees, agents, and subcontractors who: (i) enter CITY premises in connection with the services to be performed by CONSULTANT hereunder, and/or (ii) have in-person contact with CITY officers, officials, employees, subcontractors, agents, and volunteers, and/or members of the public, in connection with the services to be performed by CONSULTANT hereunder, comply with all applicable Federal, State of California, Contra Costa County, and local laws, rules, and regulations, whichever is the most restrictive, regarding COVID -19 or similar public health matters, including regarding vaccinations, testing, reporting, social distancing, social gathering, mask wearing , and associated requirements.

18. CHOICE OF LAW.

This Agreement shall be construed and interpreted in accordance with the laws of the State of California, excluding any choice of law rules which may direct the application of the laws of another jurisdiction. In the event that suit shall be brought by either party hereunder, the parties agree that trial of such action shall be held exclusively in a state court in the County of Contra Costa, California.

19. NON-W
AIVER. The waiver by either party of any breach of any term, covenant, or condition contained in the Agreement, or any default in their performance of any obligations under the Agreement shall not be deemed to be a waiver of any other breach or default of the same or any other

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28 term, covenant, condition, or obligation, nor shall any waiver of any incident of breach of default constitute a continuing waiver of same.

20. EN FORCEABILITY; INTERPRETATION . In the event that any of the provisions or portions of application of any of the provisions of the Agreement are held to be illegal or invalid by a court of competent jurisdiction, CITY and CONSULTANT shall negotiate an equitable adjustment in the provisions of the Agreement with a view toward affecting the purpose of the Agreement. The illegality or invalidity of any of the provisions or portions of application of any of the provisions of the Agreement shall not affect the legality or enforceability of the remaining provisions or portions of application of any of the provisions of the Agreement. This Agreement shall be interpreted as though it was a product of a joint drafting effort and no provisions shall be interpreted against a party on the ground that said party was solely or primarily responsible for drafting the language to be interpreted.

21. INTEGRATION. All exhibits identified in this Agreement are attached hereto and incorporated herein by reference. The Agreement contains the entire agreement and understanding between the parties as to the subject matter of this Agreement. It merges and supersedes all prior or contemporaneous agreements, commitments, representation, writings, and discussions between CONSULTANT and CITY, whether oral or written.

22. SUCCESSORS AND ASSIGNS: NO THIRD PARTY BENEFICIARIES; NO JOINT VENTURE . CITY and CONSULTANT respectively, bind themselves, their successors, assigns, and legal representatives to the terms and obligations of this Agreement. CONSULTANT shall not assign or transfer any interest in the Agreement without the CITY's prior written consent, which consent shall be in the CITY’s sole discretion. Any attempted assignment or transfer in breach of this provision shall be void. This Agreement is not intended and shall not be construed to create any third party benefit. This Agreement is not intended and shall not be construed to create a joint venture or partnership between the parties. CONSULTANT, its officers, employees and agents shall not have any power to bind or commit the CITY to any decision.

23. FINANCIAL RECORDS.

Records of CONSULTANT’s direct labor costs, payroll
costs, and reimbursable expenses pertaining to this project covered by this Agreement will be kept on a

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28 generally recognized accounting basis and made available to CITY if and when required.

24. NO TICES . All notices required hereunder shall be in writing and mailed postage prepaid by certified or registered mail, return receipt requested, or by personal delivery to the CITY's address as shown below, or such other places as CITY or CONSULTANT may, from time to time, respectively, designate in a written notice given to the other. Notice shall be deemed received three (3) days after the date of the mailing thereof or upon personal delivery.

To
CITY: Carlton Thompson, City Engineer
Community Development Department
City of Concord
1950 Parkside Drive
Concord, CA 94519-2578
Phone: (925) 671-3182
Fax: (925) 798-8692

To CONSULTANT: Howard Zabell
Dewberry Engineers, Inc.
903 W Center Street, Suite 1
Manteca, CA 95337
Phone: (209) 707-3330

25. NO N- LIABILITY. No member of the CITY and no other officer, employee or agent of the CITY shall be personally liable to CONSULTANT or otherwise in the event of any default or breach of the CITY, or for any amount which may become due to CONSULTANT or any successor in interest, or for any obligations directly or indirectly incurred under the terms of this Agreement.

26. E
XECUTION. Ea ch individual or entity executing this Agreement on behalf of CONSULTANT represents and warrants that he or she or it is duly authorized to execute and deliver this Agreement on behalf of CONSULTANT and that such execution is binding upon CONSULTANT.

This A
greement may be executed in several counterparts, each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy hereof shall have been signed by both parties hereto. In approving this Agreement, it shall not be necessary to produce or account for more than one such counterpart.

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28 IN WITNESS WHEREOF, the parties have executed this Agreement in one (1) or more copies as of the date and year first written above.

CONSULTANT CITY OF CONCORD, a Municipal
Corporation

By:_________________________________ By:______________________________ Name: Howard Zabell Name: Valerie Barone
Title: Associate Vice President Title City Manager
Address: 903 W Center Street, Suite 1 Address: 1950 Parkside Drive Manteca, CA 95337 Concord, CA 94519
Telephone: (209) 707-3330 Telephone: (925) 671-3150
Email: [email protected]
APPROVED AS TO FORM: ATTEST:

Susanne Brown Joelle Fockler, MMC
City Attorney City Clerk
Date: _____________________________, 2023

FINANCE DIRECTOR'S CERTIFICATION:

Concord, California
Date: _____________________________, 2023

I HEREBY CERTIFY THAT ADEQUATE FUNDS EXIST OR WILL BE RECEIVED DURING THE CURRENT FISCAL YEAR 2022/23 TO PAY THE ANTICIPATED EXPENSES TO BE INCURRED PURSUANT TO THIS CONTRACT.

THE SUM OF $430,000.

Account Code: 4029500C999-74500 / 4022424313-74500 ($216,687.77) 4079500C999-74500 / 4072424113-74500 ($213,312.23)

Finance Director's Signature

FEE PROPOSAL - Revision No. 2
01/17/2023

CITY OF CONCORD

COMMUNITY DEVELOPMENT DEPARTMENT

CONSTRUCTION MANAGEMENT &

MATERIAL TESTING SERVICES
FOR

DOWNTOWN CORRIDORS BICYCLE AND

PEDESTRIAN IMPROVEMENT PROJECT
CITY PROJECT NO. 2424
ATTN: TIANJUN CAO, PE
1950 PARKSIDE DRIVE MS/40
CONCORD, CA 94519
Exhibit A

Downtown Corridors Bicycle & Pedestrian Improvement Project City of Concord
City Project No. 2424
DBE Utilization

HOURS COST HOURS COST HOURS COST

1.0 52 $11,201 52 $11,201

2.0 1,807 $363,401 1807 $363,401

3.0 45 $10,680 45 $10,680

4.0 82 $16,687 82 $16,687
1,986 $401,969 1986 $401,969
1,986 $401,969 1,986 $401,969
Revision No. 2
Task # Task Name
$28,031
TOTAL PROJECT COST $401,969 $28,031 $430,000
$28,031

ANTICIPATED SALARY INCREASE

TOTAL DIRECT LABOR HOURS

TOTAL OTHER DIRECT COST
Construction Management & Materials Testing Services
Pre-Construction Services
Materials Testing & Quality Assurance
Post Construction
Construction Management Services
Total
Dewberry Engineers
Inc. Ninyo & Moore TOTAL
1/17/2023

Revision No. 2 Downtown Corridors Bicycle & Pedestrian Improvement Project City of Concord
City Project No. 2424
.
.

Principal In Charge,
Howard Zabell
Project
Manager/RE,
Robert Shackelford
Construction
Inspector**, Erick
Mendoza
(Straight)**
Construction
Inspector**, Erick
Mendoza (1.5 OT)**
Construction
Inspector**, Erick
Mendoza (2.0 OT)**
Construction
Inspector**, Erick
Mendoza (2nd
Shift)**
Construction
Inspector**, Erick
Mendoza (2nd Shift

1.5 OT)**
Construction
Inspector**, Erick
Mendoza (2nd Shift

2.0 OT)**
Construction
Inspector**,
Timothy Johnson
(Straight)**
Construction
Inspector**,
Timothy Johnson
(1.5 OT)**
Construction
Inspector**,
Timothy Johnson
(2.0 OT)**
Construction
Inspector**,
Timothy Johnson
(2nd Shift)**
Construction
Inspector**,
Timothy Johnson
(2nd Shift 1.5 OT)**
Construction
Inspector**,
Timothy Johnson
(2nd Shift 2.0 OT)**
Office Engineer,
Kirsten Newton
TASK
HOURS
Labor Cost
without
Escalation

ESCALATION TASK COSTS
. Loaded Rate: $311.04 $277.97 $181.13 $201.31 $230.74 $197.11 $225.28 $253.44 $195.29 $218.21 $241.13 $211.27 $242.18 $273.09 $140.21

1.0 24 10 18 52 $10,952 $250 $11,201

2.0 10 410 983 64 340 1807 $355,300 $8,101 $363,401

3.0 30 15 45 $10,442 $238 $10,680

4.0 32 10 40 82 $16,315 $372 $16,687
10 496 1003 64 413 1986 $393,009 $8,961 $401,969
. 10 496 1003 64 413 1986 $393,009 $8,961 $401,969
1/17/2023
Task Name

TOTAL DIRECT LABOR HOURS
$401,969
ANTICIPATED SALARY INCREASE (see attached sheet)

TOTAL PROJECT COST
OTHER DIRECT COSTS (see attached sheet)
Dewberry Engineers Inc.

Prime
Post Construction
Pre-Construction Services
Total
Construction Management & Materials Testing Services
Construction Management Services
Materials Testing & Quality Assurance
Task #

Downtown Corridors Bicycle & Pedestrian Improvement Project City of Concord
Escalation Per Year = 4.00% Revision No. 2
City Project No. 2424
Percentage Complete Each Year
2022 2023 2024 2025 2026

0.43% 0.57%

1.0 43% 57% 100.00% $10,952 $250 $11,201

2.0 43% 57% 100.00% $355,300 $8,101 $363,401

3.0 43% 57% 100.00% $10,442 $238 $10,680

4.0 43% 57% 100.00% $16,315 $372 $16,687
$8,961 $401,969
$401,969
1/17/2023

TOTAL PROJECT COST WITH ESCALATION
Pre-Escalation
Task Cost Escalation Escalated Cost
(based on % complete)

TOTAL ESCALATION
Task Costs with Escalation
Pre-Construction Services
Construction Management Services
Materials Testing & Quality Assurance
Post Construction
Construction Management & Materials Testing Services
Total
(Must =
100%)

Ninyo & Moore Geotechnical & Environmental Sciences Consultants 12/05/20222424
Mileage Costs Mile $ 0.59 $ 0.00
Equipment/Nuclear Gauge 132.00 hours $ 12.00 $ 1,584.00 Field Vehicle 132.00 hours $ 15.00 $ 1,980.00
Plan Sheets $ 0.00
Test - Breakdown of lab test cost is attached. 25.00 test $ 86.40 $ 2,160.00 $ 28,031.00

Ransom Hennefer, Principal Engineer
[email protected]
2149 O'Toole Avenue, Suite 30, San Jose, CA 95131
Materials Testing and Inspection Services

Proctor Density Test Subgrade and Aggregate Base Material 3 tests @ 340.00$ /test 1,020.00 $ Hveem Stability and Unit Weight For Asphalt Concrete 2 tests @ 220.00$ /test 440.00 $ Compression Tests 5 Concrete Cylinders / 150 Cubic Yards (4"x 8" Cylinders) 20 tests @ 35.00$ /test 700.00 $ Subtotal 2,160.00$
TOTAL ESTIMATED FEE 2,160.00$
Table 1 - Breakdown of Estimated Fee for Laboraotry Tests Ninyo & Moore 1

LAPM 10-H2 FORMS

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 =
=
= 161.23%
= 136.74%
FEE % = 10%
Straight OT(1.5x) OT(2x) From To $311.04 $311.04 $311.04 7/1/2021 6/30/2022 $119.44 0.00% NA NA NA NA $323.48 $323.48 $323.48 7/1/2022 6/30/2023 $124.22 4.00% NA NA NA NA $336.42 $336.42 $336.42 7/1/2023 6/30/2024 $129.19 4.00% NA NA NA NA $349.88 $349.88 $349.88 7/1/2024 6/30/2025 $134.35 4.00% NA NA NA NA $363.87 $363.87 $363.87 7/1/2025 6/30/2026 $139.73 4.00% NA NA NA NA $277.97 $277.97 $277.97 7/1/2021 6/30/2022 $106.74 0.00% NA NA NA NA $289.08 $289.08 $289.08 7/1/2022 6/30/2023 $111.01 4.00% NA NA NA NA $300.65 $300.65 $300.65 7/1/2023 6/30/2024 $115.45 4.00% NA NA NA NA $312.67 $312.67 $312.67 7/1/2024 6/30/2025 $120.07 4.00% NA NA NA NA $325.18 $325.18 $325.18 7/1/2025 6/30/2026 $124.87 4.00% NA NA NA NA $181.13 $181.13 $181.13 7/1/2021 6/30/2022 $69.56 0.00% NA NA NA NA $188.38 $188.38 $188.38 7/1/2022 6/30/2023 $72.34 4.00% NA NA NA NA $195.92 $195.92 $195.92 7/1/2023 6/30/2024 $75.23 4.00% NA NA NA NA $203.75 $203.75 $203.75 7/1/2024 6/30/2025 $78.24 4.00% NA NA NA NA $211.90 $211.90 $211.90 7/1/2025 6/30/2026 $81.37 4.00% NA NA NA NA $201.31 $201.31 $201.31 7/1/2021 6/30/2022 $77.30 0.00% NA NA NA NA $209.36 $209.36 $209.36 7/1/2022 6/30/2023 $80.39 4.00% NA NA NA NA $217.73 $217.73 $217.73 7/1/2023 6/30/2024 $83.61 4.00% NA NA NA NA $226.44 $226.44 $226.44 7/1/2024 6/30/2025 $86.96 4.00% NA NA NA NA $235.50 $235.50 $235.50 7/1/2025 6/30/2026 $90.43 4.00% NA NA NA NA Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) For Combined Rate
Fringe Benefit % + General & Administrative% + Overhead Combined ICR % OR
For Home Office
Fringe Benefit % + General & Administrative% + Overhead Home Office ICR % (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Facilites Capital Cost of Money Combined ICR %
Howard Zabell*

CONSTRUCTION PROFESSIONAL VII
For Field Office
Fringe Benefit % + General & Administrative% + Overhead Field Office ICR %

BILLING INFORMATION CALCULATION INFORMATION
Name/Job Title/Classification1 Hourly Billing Rates2 Effective date of hourly rate % or $ increase
Actual or Avg.

Hourly Rate 4
Hourly Range- for
Classification Only
Billing Rate Range for
Classification Only
Project Manager/RE
Erick Mendoza (Straight)***
INSPECTOR VI **
Principal In Charge
Robert Shackelford*

CONSTRUCTION PROFESSIONAL VII
Construction Inspector**
Construction Inspector**
Erick Mendoza (1.5 OT)***
INSPECTOR VI **
Xx
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$230.74 $230.74 $230.74 7/1/2021 6/30/2022 $88.60 0.00% NA NA NA NA $239.97 $239.97 $239.97 7/1/2022 6/30/2023 $92.15 4.00% NA NA NA NA $249.57 $249.57 $249.57 7/1/2023 6/30/2024 $95.83 4.00% NA NA NA NA $259.55 $259.55 $259.55 7/1/2024 6/30/2025 $99.67 4.00% NA NA NA NA $269.93 $269.93 $269.93 7/1/2025 6/30/2026 $103.65 4.00% NA NA NA NA $197.11 $197.11 $197.11 7/1/2021 6/30/2022 $75.69 0.00% NA NA NA NA $205.00 $205.00 $205.00 7/1/2022 6/30/2023 $78.72 4.00% NA NA NA NA $213.20 $213.20 $213.20 7/1/2023 6/30/2024 $81.87 4.00% NA NA NA NA $221.73 $221.73 $221.73 7/1/2024 6/30/2025 $85.14 4.00% NA NA NA NA $230.60 $230.60 $230.60 7/1/2025 6/30/2026 $88.55 4.00% NA NA NA NA $225.28 $225.28 $225.28 7/1/2021 6/30/2022 $86.51 0.00% NA NA NA NA $234.29 $234.29 $234.29 7/1/2022 6/30/2023 $89.97 4.00% NA NA NA NA $243.66 $243.66 $243.66 7/1/2023 6/30/2024 $93.57 4.00% NA NA NA NA $253.41 $253.41 $253.41 7/1/2024 6/30/2025 $97.31 4.00% NA NA NA NA $263.54 $263.54 $263.54 7/1/2025 6/30/2026 $101.20 4.00% NA NA NA NA $253.44 $253.44 $253.44 7/1/2021 6/30/2022 $97.32 0.00% NA NA NA NA $263.58 $263.58 $263.58 7/1/2022 6/30/2023 $101.21 4.00% NA NA NA NA $274.12 $274.12 $274.12 7/1/2023 6/30/2024 $105.26 4.00% NA NA NA NA $285.09 $285.09 $285.09 7/1/2024 6/30/2025 $109.47 4.00% NA NA NA NA $296.49 $296.49 $296.49 7/1/2025 6/30/2026 $113.85 4.00% NA NA NA NA $195.29 $195.29 $195.29 7/1/2021 6/30/2022 $74.99 0.00% NA NA NA NA $203.10 $203.10 $203.10 7/1/2022 6/30/2023 $77.99 4.00% NA NA NA NA $211.22 $211.22 $211.22 7/1/2023 6/30/2024 $81.11 4.00% NA NA NA NA $219.67 $219.67 $219.67 7/1/2024 6/30/2025 $84.35 4.00% NA NA NA NA $228.46 $228.46 $228.46 7/1/2025 6/30/2026 $87.73 4.00% NA NA NA NA $218.21 $218.21 $218.21 7/1/2021 6/30/2022 $83.79 0.00% NA NA NA NA $226.94 $226.94 $226.94 7/1/2022 6/30/2023 $87.14 4.00% NA NA NA NA $236.01 $236.01 $236.01 7/1/2023 6/30/2024 $90.63 4.00% NA NA NA NA $245.45 $245.45 $245.45 7/1/2024 6/30/2025 $94.26 4.00% NA NA NA NA $255.27 $255.27 $255.27 7/1/2025 6/30/2026 $98.03 4.00% NA NA NA NA Erick Mendoza (2.0 OT)***
INSPECTOR VI **
Construction Inspector**
Erick Mendoza (2nd Shift 1.5 OT)***
INSPECTOR V **
Construction Inspector**
Erick Mendoza (2nd Shift)***
INSPECTOR V **
Construction Inspector**
Timothy Johnson (Straight)***
INSPECTOR VI **
Construction Inspector**
Erick Mendoza (2nd Shift 2.0 OT)***
INSPECTOR V **
Construction Inspector**
Construction Inspector**
Timothy Johnson (1.5 OT)***
INSPECTOR VI **
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$241.13 $241.13 $241.13 7/1/2021 6/30/2022 $92.59 0.00% NA NA NA NA $250.77 $250.77 $250.77 7/1/2022 6/30/2023 $96.30 4.00% NA NA NA NA $260.81 $260.81 $260.81 7/1/2023 6/30/2024 $100.15 4.00% NA NA NA NA $271.24 $271.24 $271.24 7/1/2024 6/30/2025 $104.16 4.00% NA NA NA NA $282.09 $282.09 $282.09 7/1/2025 6/30/2026 $108.32 4.00% NA NA NA NA $211.27 $211.27 $211.27 7/1/2021 6/30/2022 $81.13 0.00% NA NA NA NA $219.72 $219.72 $219.72 7/1/2022 6/30/2023 $84.37 4.00% NA NA NA NA $228.51 $228.51 $228.51 7/1/2023 6/30/2024 $87.75 4.00% NA NA NA NA $237.65 $237.65 $237.65 7/1/2024 6/30/2025 $91.26 4.00% NA NA NA NA $247.15 $247.15 $247.15 7/1/2025 6/30/2026 $94.91 4.00% NA NA NA NA $242.18 $242.18 $242.18 7/1/2021 6/30/2022 $93.00 0.00% NA NA NA NA $251.87 $251.87 $251.87 7/1/2022 6/30/2023 $96.72 4.00% NA NA NA NA $261.94 $261.94 $261.94 7/1/2023 6/30/2024 $100.59 4.00% NA NA NA NA $272.42 $272.42 $272.42 7/1/2024 6/30/2025 $104.61 4.00% NA NA NA NA $283.31 $283.31 $283.31 7/1/2025 6/30/2026 $108.79 4.00% NA NA NA NA $273.09 $273.09 $273.09 7/1/2021 6/30/2022 $104.87 0.00% NA NA NA NA $284.01 $284.01 $284.01 7/1/2022 6/30/2023 $109.06 4.00% NA NA NA NA $295.37 $295.37 $295.37 7/1/2023 6/30/2024 $113.42 4.00% NA NA NA NA $307.19 $307.19 $307.19 7/1/2024 6/30/2025 $117.96 4.00% NA NA NA NA $319.48 $319.48 $319.48 7/1/2025 6/30/2026 $122.68 4.00% NA NA NA NA $140.21 $140.21 $140.21 7/1/2021 6/30/2022 $53.84 0.00% NA NA NA NA $145.82 $145.82 $145.82 7/1/2022 6/30/2023 $55.99 4.00% NA NA NA NA $151.65 $151.65 $151.65 7/1/2023 6/30/2024 $58.23 4.00% NA NA NA NA $157.71 $157.71 $157.71 7/1/2024 6/30/2025 $60.56 4.00% NA NA NA NA $164.02 $164.02 $164.02 7/1/2025 6/30/2026 $62.99 4.00% NA NA NA NA $353.57 $353.57 $353.57 7/1/2021 6/30/2022 $123.04 0.00% $111.08 $135.00 $319.20 $387.93 $367.71 $367.71 $367.71 7/1/2022 6/30/2023 $127.96 4.00% $115.53 $140.40 $331.97 $403.44
$382.42 $382.42 $382.42 7/1/2023 6/30/2024 $133.08 4.00% $120.15 $146.02 $345.25 $419.58 $397.71 $397.71 $397.71 7/1/2024 6/30/2025 $138.41 4.00% $124.96 $151.86 $359.06 $436.36 $413.62 $413.62 $413.62 7/1/2025 6/30/2026 $143.94 4.00% $129.95 $157.93 $373.42 $453.82 $300.29 $300.29 $300.29 7/1/2021 6/30/2022 $104.50 0.00% $97.00 $112.00 $278.74 $321.84 $312.30 $312.30 $312.30 7/1/2022 6/30/2023 $108.68 4.00% $100.88 $116.48 $289.89 $334.71 $324.79 $324.79 $324.79 7/1/2023 6/30/2024 $113.03 4.00% $104.92 $121.14 $301.49 $348.10 $337.78 $337.78 $337.78 7/1/2024 6/30/2025 $117.55 4.00% $109.12 $125.98 $313.55 $362.02 $351.30 $351.30 $351.30 7/1/2025 6/30/2026 $122.25 4.00% $113.48 $131.02 $326.09 $376.50 Timothy Johnson (2.0 OT)***
INSPECTOR VI **
Construction Inspector**
Timothy Johnson (2nd Shift 1.5 OT)***
INSPECTOR VI **
Construction Inspector**
Timothy Johnson (2nd Shift)***
INSPECTOR VI **
Construction Inspector**
Kirsten Newton*

ADMIN PROFESSIONAL IV
Construction Inspector**
Timothy Johnson (2nd Shift 2.0 OT)***
INSPECTOR VI **
Office Engineer
To Be Determined

PRINCIPAL
Exempt/Hourly
Exempt/Hourly
To Be Determined

ENGINEER IX
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$271.23 $271.23 $271.23 7/1/2021 6/30/2022 $94.39 0.00% $87.78 $101.00 $252.23 $290.23 $282.08 $282.08 $282.08 7/1/2022 6/30/2023 $98.16 4.00% $91.29 $105.04 $262.32 $301.84 $293.36 $293.36 $293.36 7/1/2023 6/30/2024 $102.09 4.00% $94.94 $109.24 $272.81 $313.91 $305.10 $305.10 $305.10 7/1/2024 6/30/2025 $106.17 4.00% $98.74 $113.61 $283.72 $326.47 $317.30 $317.30 $317.30 7/1/2025 6/30/2026 $110.42 4.00% $102.69 $118.16 $295.07 $339.52 $256.70 $256.70 $256.70 7/1/2021 6/30/2022 $89.33 0.00% $84.66 $94.00 $243.28 $270.11 $266.97 $266.97 $266.97 7/1/2022 6/30/2023 $92.91 4.00% $88.05 $97.76 $253.02 $280.92 $277.64 $277.64 $277.64 7/1/2023 6/30/2024 $96.62 4.00% $91.57 $101.67 $263.14 $292.15 $288.75 $288.75 $288.75 7/1/2024 6/30/2025 $100.49 4.00% $95.24 $105.74 $273.66 $303.84 $300.30 $300.30 $300.30 7/1/2025 6/30/2026 $104.51 4.00% $99.05 $109.97 $284.61 $315.99 $227.64 $227.64 $227.64 7/1/2021 6/30/2022 $79.22 0.00% $73.44 $85.00 $211.03 $244.25 $236.74 $236.74 $236.74 7/1/2022 6/30/2023 $82.39 4.00% $76.38 $88.40 $219.47 $254.02 $246.21 $246.21 $246.21 7/1/2023 6/30/2024 $85.68 4.00% $79.43 $91.94 $228.25 $264.18 $256.06 $256.06 $256.06 7/1/2024 6/30/2025 $89.11 4.00% $82.61 $95.61 $237.38 $274.75 $266.30 $266.30 $266.30 7/1/2025 6/30/2026 $92.68 4.00% $85.91 $99.44 $246.87 $285.74 $198.58 $198.58 $198.58 7/1/2021 6/30/2022 $69.11 0.00% $64.21 $74.00 $184.51 $212.64 $206.52 $206.52 $206.52 7/1/2022 6/30/2023 $71.87 4.00% $66.78 $76.96 $191.90 $221.15 $214.78 $214.78 $214.78 7/1/2023 6/30/2024 $74.74 4.00% $69.45 $80.04 $199.57 $229.99 $223.37 $223.37 $223.37 7/1/2024 6/30/2025 $77.73 4.00% $72.23 $83.24 $207.55 $239.19 $232.31 $232.31 $232.31 7/1/2025 6/30/2026 $80.84 4.00% $75.12 $86.57 $215.86 $248.76 $174.36 $174.36 $174.36 7/1/2021 6/30/2022 $60.68 0.00% $56.36 $65.00 $161.94 $186.78 $181.34 $181.34 $181.34 7/1/2022 6/30/2023 $63.11 4.00% $58.61 $67.60 $168.42 $194.25 $188.59 $188.59 $188.59 7/1/2023 6/30/2024 $65.63 4.00% $60.96 $70.30 $175.16 $202.02 $196.13 $196.13 $196.13 7/1/2024 6/30/2025 $68.25 4.00% $63.39 $73.12 $182.16 $210.10 $203.98 $203.98 $203.98 7/1/2025 6/30/2026 $70.99 4.00% $65.93 $76.04 $189.45 $218.51 $159.83 $159.83 $159.83 7/1/2021 6/30/2022 $55.62 0.00% $52.24 $59.00 $150.12 $169.54 $166.22 $166.22 $166.22 7/1/2022 6/30/2023 $57.85 4.00% $54.33 $61.36 $156.13 $176.32
$172.87 $172.87 $172.87 7/1/2023 6/30/2024 $60.16 4.00% $56.51 $63.81 $162.37 $183.37 $179.79 $179.79 $179.79 7/1/2024 6/30/2025 $62.57 4.00% $58.77 $66.37 $168.87 $190.71 $186.98 $186.98 $186.98 7/1/2025 6/30/2026 $65.07 4.00% $61.12 $69.02 $175.62 $198.34 $140.46 $140.46 $140.46 7/1/2021 6/30/2022 $48.88 0.00% $42.76 $55.00 $122.87 $158.04 $146.08 $146.08 $146.08 7/1/2022 6/30/2023 $50.84 4.00% $44.47 $57.20 $127.79 $164.37 $151.92 $151.92 $151.92 7/1/2023 6/30/2024 $52.87 4.00% $46.25 $59.49 $132.90 $170.94 $158.00 $158.00 $158.00 7/1/2024 6/30/2025 $54.98 4.00% $48.10 $61.87 $138.21 $177.78 $164.32 $164.32 $164.32 7/1/2025 6/30/2026 $57.18 4.00% $50.02 $64.34 $143.74 $184.89 To Be Determined

ENGINEER VII
Exempt/Hourly
Exempt/Hourly
Exempt/Hourly
To Be Determined

ENGINEER II
To Be Determined

ENGINEER VIII
Exempt/Hourly
To Be Determined

ENGINEER VI
Exempt/Hourly

ENGINEER IV
Exempt/Hourly
To Be Determined

ENGINEER III
To Be Determined

ENGINEER V
Exempt/Hourly
To Be Determined
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$121.08 $121.08 $121.08 7/1/2021 6/30/2022 $42.14 0.00% $38.28 $46.00 $109.99 $132.18 $125.93 $125.93 $125.93 7/1/2022 6/30/2023 $43.82 4.00% $39.81 $47.84 $114.39 $137.47 $130.96 $130.96 $130.96 7/1/2023 6/30/2024 $45.58 4.00% $41.40 $49.75 $118.96 $142.97 $136.20 $136.20 $136.20 7/1/2024 6/30/2025 $47.40 4.00% $43.05 $51.74 $123.72 $148.69 $141.65 $141.65 $141.65 7/1/2025 6/30/2026 $49.30 4.00% $44.78 $53.81 $128.67 $154.63 $174.36 $174.36 $174.36 7/1/2021 6/30/2022 $60.68 0.00% $51.36 $70.00 $147.58 $201.15 $181.34 $181.34 $181.34 7/1/2022 6/30/2023 $63.11 4.00% $53.41 $72.80 $153.48 $209.19 $188.59 $188.59 $188.59 7/1/2023 6/30/2024 $65.63 4.00% $55.55 $75.71 $159.62 $217.56 $196.13 $196.13 $196.13 7/1/2024 6/30/2025 $68.25 4.00% $57.77 $78.74 $166.00 $226.26 $203.98 $203.98 $203.98 7/1/2025 6/30/2026 $70.99 4.00% $60.08 $81.89 $172.64 $235.31 $154.99 $154.99 $154.99 7/1/2021 6/30/2022 $53.94 0.00% $49.87 $58.00 $143.31 $166.66 $161.19 $161.19 $161.19 7/1/2022 6/30/2023 $56.09 4.00% $51.87 $60.32 $149.04 $173.33 $167.63 $167.63 $167.63 7/1/2023 6/30/2024 $58.34 4.00% $53.94 $62.73 $155.00 $180.26 $174.34 $174.34 $174.34 7/1/2024 6/30/2025 $60.67 4.00% $56.10 $65.24 $161.20 $187.48 $181.31 $181.31 $181.31 7/1/2025 6/30/2026 $63.10 4.00% $58.34 $67.85 $167.65 $194.97 $140.46 $140.46 $140.46 7/1/2021 6/30/2022 $48.88 0.00% $44.76 $53.00 $128.62 $152.30 $146.08 $146.08 $146.08 7/1/2022 6/30/2023 $50.84 4.00% $46.55 $55.12 $133.76 $158.39 $151.92 $151.92 $151.92 7/1/2023 6/30/2024 $52.87 4.00% $48.41 $57.32 $139.11 $164.72 $158.00 $158.00 $158.00 7/1/2024 6/30/2025 $54.98 4.00% $50.35 $59.62 $144.68 $171.31 $164.32 $164.32 $164.32 7/1/2025 6/30/2026 $57.18 4.00% $52.36 $62.00 $150.46 $178.17 $125.93 $125.93 $125.93 7/1/2021 6/30/2022 $43.82 0.00% $40.65 $47.00 $116.80 $135.06 $130.96 $130.96 $130.96 7/1/2022 6/30/2023 $45.58 4.00% $42.27 $48.88 $121.47 $140.46 $136.20 $136.20 $136.20 7/1/2023 6/30/2024 $47.40 4.00% $43.96 $50.84 $126.33 $146.08 $141.65 $141.65 $141.65 7/1/2024 6/30/2025 $49.30 4.00% $45.72 $52.87 $131.38 $151.92 $147.32 $147.32 $147.32 7/1/2025 6/30/2026 $51.27 4.00% $47.55 $54.98 $136.64 $158.00 $106.55 $106.55 $106.55 7/1/2021 6/30/2022 $37.08 0.00% $34.16 $40.00 $98.17 $114.94 $110.82 $110.82 $110.82 7/1/2022 6/30/2023 $38.56 4.00% $35.53 $41.60 $102.09 $119.54
$115.25 $115.25 $115.25 7/1/2023 6/30/2024 $40.11 4.00% $36.95 $43.26 $106.18 $124.32 $119.86 $119.86 $119.86 7/1/2024 6/30/2025 $41.71 4.00% $38.43 $44.99 $110.42 $129.29 $124.65 $124.65 $124.65 7/1/2025 6/30/2026 $43.38 4.00% $39.97 $46.79 $114.84 $134.46 $92.02 $92.02 $92.02 7/1/2021 6/30/2022 $32.02 0.00% $28.05 $36.00 $80.60 $103.45 $95.70 $95.70 $95.70 7/1/2022 6/30/2023 $33.31 4.00% $29.17 $37.44 $83.82 $107.58 $99.53 $99.53 $99.53 7/1/2023 6/30/2024 $34.64 4.00% $30.34 $38.94 $87.18 $111.89 $103.51 $103.51 $103.51 7/1/2024 6/30/2025 $36.02 4.00% $31.55 $40.50 $90.66 $116.36 $107.65 $107.65 $107.65 7/1/2025 6/30/2026 $37.46 4.00% $32.81 $42.11 $94.29 $121.02 To Be Determined

ENGINEER I
To Be Determined

TECHNICAL V
Exempt/Hourly
To Be Determined
Exempt/Hourly
To Be Determined

TECHNICAL VI
Exempt/Hourly
Exempt/Hourly
To Be Determined

TECHNICAL II

TECHNICAL IV
Non-Exempt/Hourly
To Be Determined

TECHNICAL III
Non-Exempt/Hourly
Non-Exempt/Hourly
To Be Determined

TECHNICAL I
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$174.36 $174.36 $174.36 7/1/2021 6/30/2022 $60.68 0.00% $51.36 $70.00 $147.58 $201.15 $181.34 $181.34 $181.34 7/1/2022 6/30/2023 $63.11 4.00% $53.41 $72.80 $153.48 $209.19 $188.59 $188.59 $188.59 7/1/2023 6/30/2024 $65.63 4.00% $55.55 $75.71 $159.62 $217.56 $196.13 $196.13 $196.13 7/1/2024 6/30/2025 $68.25 4.00% $57.77 $78.74 $166.00 $226.26 $203.98 $203.98 $203.98 7/1/2025 6/30/2026 $70.99 4.00% $60.08 $81.89 $172.64 $235.31 $145.30 $145.30 $145.30 7/1/2021 6/30/2022 $50.57 0.00% $47.13 $54.00 $135.43 $155.17 $151.11 $151.11 $151.11 7/1/2022 6/30/2023 $52.59 4.00% $49.02 $56.16 $140.85 $161.38 $157.16 $157.16 $157.16 7/1/2023 6/30/2024 $54.69 4.00% $50.98 $58.41 $146.48 $167.83 $163.44 $163.44 $163.44 7/1/2024 6/30/2025 $56.88 4.00% $53.02 $60.74 $152.34 $174.55 $169.98 $169.98 $169.98 7/1/2025 6/30/2026 $59.15 4.00% $55.14 $63.17 $158.44 $181.53 $125.93 $125.93 $125.93 7/1/2021 6/30/2022 $43.82 0.00% $40.65 $47.00 $116.80 $135.06 $130.96 $130.96 $130.96 7/1/2022 6/30/2023 $45.58 4.00% $42.27 $48.88 $121.47 $140.46 $136.20 $136.20 $136.20 7/1/2023 6/30/2024 $47.40 4.00% $43.96 $50.84 $126.33 $146.08 $141.65 $141.65 $141.65 7/1/2024 6/30/2025 $49.30 4.00% $45.72 $52.87 $131.38 $151.92 $147.32 $147.32 $147.32 7/1/2025 6/30/2026 $51.27 4.00% $47.55 $54.98 $136.64 $158.00 $106.55 $106.55 $106.55 7/1/2021 6/30/2022 $37.08 0.00% $33.16 $41.00 $95.29 $117.81 $110.82 $110.82 $110.82 7/1/2022 6/30/2023 $38.56 4.00% $34.49 $42.64 $99.11 $122.53 $115.25 $115.25 $115.25 7/1/2023 6/30/2024 $40.11 4.00% $35.87 $44.35 $103.07 $127.43 $119.86 $119.86 $119.86 7/1/2024 6/30/2025 $41.71 4.00% $37.30 $46.12 $107.19 $132.53 $124.65 $124.65 $124.65 7/1/2025 6/30/2026 $43.38 4.00% $38.80 $47.96 $111.48 $137.83 $87.18 $87.18 $87.18 7/1/2021 6/30/2022 $30.34 0.00% $26.68 $34.00 $76.66 $97.70 $90.67 $90.67 $90.67 7/1/2022 6/30/2023 $31.55 4.00% $27.75 $35.36 $79.73 $101.61 $94.29 $94.29 $94.29 7/1/2023 6/30/2024 $32.81 4.00% $28.86 $36.77 $82.92 $105.67 $98.07 $98.07 $98.07 7/1/2024 6/30/2025 $34.13 4.00% $30.01 $38.25 $86.23 $109.90 $101.99 $101.99 $101.99 7/1/2025 6/30/2026 $35.49 4.00% $31.21 $39.78 $89.68 $114.30 $222.79 $222.79 $222.79 7/1/2021 6/30/2022 $77.53 0.00% $73.07 $82.00 $209.96 $235.63 $231.71 $231.71 $231.71 7/1/2022 6/30/2023 $80.63 4.00% $75.99 $85.28 $218.36 $245.05
$240.97 $240.97 $240.97 7/1/2023 6/30/2024 $83.86 4.00% $79.03 $88.69 $227.09 $254.86 $250.61 $250.61 $250.61 7/1/2024 6/30/2025 $87.21 4.00% $82.19 $92.24 $236.18 $265.05 $260.64 $260.64 $260.64 7/1/2025 6/30/2026 $90.70 4.00% $85.48 $95.93 $245.62 $275.65 $203.42 $203.42 $203.42 7/1/2021 6/30/2022 $70.79 0.00% $67.58 $74.00 $194.20 $212.64 $211.56 $211.56 $211.56 7/1/2022 6/30/2023 $73.62 4.00% $70.29 $76.96 $201.97 $221.15 $220.02 $220.02 $220.02 7/1/2023 6/30/2024 $76.57 4.00% $73.10 $80.04 $210.05 $229.99 $228.82 $228.82 $228.82 7/1/2024 6/30/2025 $79.63 4.00% $76.02 $83.24 $218.45 $239.19 $237.97 $237.97 $237.97 7/1/2025 6/30/2026 $82.82 4.00% $79.06 $86.57 $227.19 $248.76 To Be Determined

CADD TECHNICIAN V
Non-Exempt/Hourly

CADD TECHNICIAN III
Non-Exempt/Hourly
To Be Determined

CADD TECHNICIAN II
To Be Determined

CADD TECHNICIAN IV
Non-Exempt/Hourly
To Be Determined
Non-Exempt/Hourly
To Be Determined

DESIGNER VI
Non-Exempt/Hourly
To Be Determined

CADD TECHNICIAN I
Exempt/Hourly
To Be Determined

DESIGNER V
Exempt/Hourly
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$179.20 $179.20 $179.20 7/1/2021 6/30/2022 $62.36 0.00% $55.73 $69.00 $160.14 $198.27 $186.37 $186.37 $186.37 7/1/2022 6/30/2023 $64.86 4.00% $57.96 $71.76 $166.54 $206.20 $193.83 $193.83 $193.83 7/1/2023 6/30/2024 $67.45 4.00% $60.28 $74.63 $173.20 $214.45 $201.58 $201.58 $201.58 7/1/2024 6/30/2025 $70.15 4.00% $62.69 $77.62 $180.13 $223.03 $209.64 $209.64 $209.64 7/1/2025 6/30/2026 $72.96 4.00% $65.19 $80.72 $187.34 $231.95 $159.83 $159.83 $159.83 7/1/2021 6/30/2022 $55.62 0.00% $52.24 $59.00 $150.12 $169.54 $166.22 $166.22 $166.22 7/1/2022 6/30/2023 $57.85 4.00% $54.33 $61.36 $156.13 $176.32 $172.87 $172.87 $172.87 7/1/2023 6/30/2024 $60.16 4.00% $56.51 $63.81 $162.37 $183.37 $179.79 $179.79 $179.79 7/1/2024 6/30/2025 $62.57 4.00% $58.77 $66.37 $168.87 $190.71 $186.98 $186.98 $186.98 7/1/2025 6/30/2026 $65.07 4.00% $61.12 $69.02 $175.62 $198.34 $140.46 $140.46 $140.46 7/1/2021 6/30/2022 $48.88 0.00% $44.76 $53.00 $128.62 $152.30 $146.08 $146.08 $146.08 7/1/2022 6/30/2023 $50.84 4.00% $46.55 $55.12 $133.76 $158.39 $151.92 $151.92 $151.92 7/1/2023 6/30/2024 $52.87 4.00% $48.41 $57.32 $139.11 $164.72 $158.00 $158.00 $158.00 7/1/2024 6/30/2025 $54.98 4.00% $50.35 $59.62 $144.68 $171.31 $164.32 $164.32 $164.32 7/1/2025 6/30/2026 $57.18 4.00% $52.36 $62.00 $150.46 $178.17 $116.24 $116.24 $116.24 7/1/2021 6/30/2022 $40.45 0.00% $35.90 $45.00 $103.17 $129.31 $120.89 $120.89 $120.89 7/1/2022 6/30/2023 $42.07 4.00% $37.34 $46.80 $107.30 $134.48 $125.73 $125.73 $125.73 7/1/2023 6/30/2024 $43.75 4.00% $38.83 $48.67 $111.59 $139.86 $130.76 $130.76 $130.76 7/1/2024 6/30/2025 $45.50 4.00% $40.39 $50.62 $116.06 $145.45 $135.99 $135.99 $135.99 7/1/2025 6/30/2026 $47.32 4.00% $42.00 $52.64 $120.70 $151.27 $280.92 $280.92 $280.92 7/1/2021 6/30/2022 $97.76 0.00% $90.52 $105.00 $260.11 $301.72 $292.15 $292.15 $292.15 7/1/2022 6/30/2023 $101.67 4.00% $94.14 $109.20 $270.51 $313.79 $303.84 $303.84 $303.84 7/1/2023 6/30/2024 $105.74 4.00% $97.91 $113.57 $281.33 $326.34 $315.99 $315.99 $315.99 7/1/2024 6/30/2025 $109.97 4.00% $101.82 $118.11 $292.59 $339.39 $328.63 $328.63 $328.63 7/1/2025 6/30/2026 $114.36 4.00% $105.89 $122.84 $304.29 $352.97 $256.70 $256.70 $256.70 7/1/2021 6/30/2022 $89.33 0.00% $84.66 $94.00 $243.28 $270.11 $266.97 $266.97 $266.97 7/1/2022 6/30/2023 $92.91 4.00% $88.05 $97.76 $253.02 $280.92
$277.64 $277.64 $277.64 7/1/2023 6/30/2024 $96.62 4.00% $91.57 $101.67 $263.14 $292.15 $288.75 $288.75 $288.75 7/1/2024 6/30/2025 $100.49 4.00% $95.24 $105.74 $273.66 $303.84 $300.30 $300.30 $300.30 7/1/2025 6/30/2026 $104.51 4.00% $99.05 $109.97 $284.61 $315.99 $227.64 $227.64 $227.64 7/1/2021 6/30/2022 $79.22 0.00% $73.44 $85.00 $211.03 $244.25 $236.74 $236.74 $236.74 7/1/2022 6/30/2023 $82.39 4.00% $76.38 $88.40 $219.47 $254.02 $246.21 $246.21 $246.21 7/1/2023 6/30/2024 $85.68 4.00% $79.43 $91.94 $228.25 $264.18 $256.06 $256.06 $256.06 7/1/2024 6/30/2025 $89.11 4.00% $82.61 $95.61 $237.38 $274.75 $266.30 $266.30 $266.30 7/1/2025 6/30/2026 $92.68 4.00% $85.91 $99.44 $246.87 $285.74 To Be Determined

DESIGNER III
To Be Determined

DESIGNER IV
Exempt/Hourly
To Be Determined
Exempt/Hourly
Exempt/Hourly
To Be Determined

PROFESSIONAL IX

DESIGNER II
Exempt/Hourly
To Be Determined

DESIGNER I
Exempt/Hourly
To Be Determined

PROFESSIONAL VII
Exempt/Hourly
Exempt/Hourly
To Be Determined

PROFESSIONAL VIII
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$208.26 $208.26 $208.26 7/1/2021 6/30/2022 $72.48 0.00% $69.95 $75.00 $201.01 $215.51 $216.60 $216.60 $216.60 7/1/2022 6/30/2023 $75.38 4.00% $72.75 $78.00 $209.06 $224.14 $225.26 $225.26 $225.26 7/1/2023 6/30/2024 $78.39 4.00% $75.66 $81.12 $217.42 $233.10 $234.27 $234.27 $234.27 7/1/2024 6/30/2025 $81.53 4.00% $78.69 $84.36 $226.11 $242.42 $243.64 $243.64 $243.64 7/1/2025 6/30/2026 $84.79 4.00% $81.84 $87.74 $235.16 $252.12 $193.73 $193.73 $193.73 7/1/2021 6/30/2022 $67.42 0.00% $63.84 $71.00 $183.45 $204.02 $201.48 $201.48 $201.48 7/1/2022 6/30/2023 $70.12 4.00% $66.39 $73.84 $190.79 $212.18 $209.54 $209.54 $209.54 7/1/2023 6/30/2024 $72.92 4.00% $69.05 $76.79 $198.42 $220.67 $217.93 $217.93 $217.93 7/1/2024 6/30/2025 $75.84 4.00% $71.81 $79.87 $206.35 $229.50 $226.64 $226.64 $226.64 7/1/2025 6/30/2026 $78.87 4.00% $74.68 $83.06 $214.61 $238.68 $174.36 $174.36 $174.36 7/1/2021 6/30/2022 $60.68 0.00% $57.36 $64.00 $164.82 $183.91 $181.34 $181.34 $181.34 7/1/2022 6/30/2023 $63.11 4.00% $59.65 $66.56 $171.41 $191.26 $188.59 $188.59 $188.59 7/1/2023 6/30/2024 $65.63 4.00% $62.04 $69.22 $178.27 $198.91 $196.13 $196.13 $196.13 7/1/2024 6/30/2025 $68.25 4.00% $64.52 $71.99 $185.40 $206.87 $203.98 $203.98 $203.98 7/1/2025 6/30/2026 $70.99 4.00% $67.10 $74.87 $192.81 $215.14 $150.14 $150.14 $150.14 7/1/2021 6/30/2022 $52.25 0.00% $46.50 $58.00 $133.62 $166.66 $156.15 $156.15 $156.15 7/1/2022 6/30/2023 $54.34 4.00% $48.36 $60.32 $138.97 $173.33 $162.40 $162.40 $162.40 7/1/2023 6/30/2024 $56.51 4.00% $50.30 $62.73 $144.53 $180.26 $168.89 $168.89 $168.89 7/1/2024 6/30/2025 $58.78 4.00% $52.31 $65.24 $150.31 $187.48 $175.65 $175.65 $175.65 7/1/2025 6/30/2026 $61.13 4.00% $54.40 $67.85 $156.32 $194.97 $125.93 $125.93 $125.93 7/1/2021 6/30/2022 $43.82 0.00% $40.65 $47.00 $116.80 $135.06 $130.96 $130.96 $130.96 7/1/2022 6/30/2023 $45.58 4.00% $42.27 $48.88 $121.47 $140.46 $136.20 $136.20 $136.20 7/1/2023 6/30/2024 $47.40 4.00% $43.96 $50.84 $126.33 $146.08 $141.65 $141.65 $141.65 7/1/2024 6/30/2025 $49.30 4.00% $45.72 $52.87 $131.38 $151.92 $147.32 $147.32 $147.32 7/1/2025 6/30/2026 $51.27 4.00% $47.55 $54.98 $136.64 $158.00 $106.55 $106.55 $106.55 7/1/2021 6/30/2022 $37.08 0.00% $33.16 $41.00 $95.29 $117.81 $110.82 $110.82 $110.82 7/1/2022 6/30/2023 $38.56 4.00% $34.49 $42.64 $99.11 $122.53
$115.25 $115.25 $115.25 7/1/2023 6/30/2024 $40.11 4.00% $35.87 $44.35 $103.07 $127.43 $119.86 $119.86 $119.86 7/1/2024 6/30/2025 $41.71 4.00% $37.30 $46.12 $107.19 $132.53 $124.65 $124.65 $124.65 7/1/2025 6/30/2026 $43.38 4.00% $38.80 $47.96 $111.48 $137.83 $318.87 $318.87 $318.87 7/1/2021 6/30/2022 $122.45 0.00% $114.89 $130.00 $299.20 $338.54 $331.62 $331.62 $331.62 7/1/2022 6/30/2023 $127.35 4.00% $119.49 $135.20 $311.17 $352.08 $344.89 $344.89 $344.89 7/1/2023 6/30/2024 $132.44 4.00% $124.27 $140.61 $323.62 $366.16 $358.68 $358.68 $358.68 7/1/2024 6/30/2025 $137.74 4.00% $129.24 $146.23 $336.56 $380.81 $373.03 $373.03 $373.03 7/1/2025 6/30/2026 $143.25 4.00% $134.41 $152.08 $350.02 $396.04

PROFESSIONAL V
Exempt/Hourly
To Be Determined

PROFESSIONAL IV
To Be Determined

PROFESSIONAL VI
Exempt/Hourly
To Be Determined
Exempt/Hourly
To Be Determined

PROFESSIONAL II
Exempt/Hourly
To Be Determined

PROFESSIONAL III
To Be Determined

CONSTRUCTION PROFESSIONAL VII
(Field Rate)
Exempt/Hourly
Exempt/Hourly
To Be Determined

PROFESSIONAL I
Non-Exempt/Hourly
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$280.22 $280.22 $280.22 7/1/2021 6/30/2022 $107.61 0.00% $100.21 $115.00 $260.96 $299.48 $291.43 $291.43 $291.43 7/1/2022 6/30/2023 $111.91 4.00% $104.22 $119.60 $271.40 $311.46 $303.08 $303.08 $303.08 7/1/2023 6/30/2024 $116.39 4.00% $108.39 $124.38 $282.26 $323.91 $315.21 $315.21 $315.21 7/1/2024 6/30/2025 $121.04 4.00% $112.72 $129.36 $293.55 $336.87 $327.82 $327.82 $327.82 7/1/2025 6/30/2026 $125.88 4.00% $117.23 $134.53 $305.29 $350.34 $246.40 $246.40 $246.40 7/1/2021 6/30/2022 $94.62 0.00% $87.24 $102.00 $227.18 $265.62 $256.26 $256.26 $256.26 7/1/2022 6/30/2023 $98.40 4.00% $90.73 $106.08 $236.26 $276.25 $266.51 $266.51 $266.51 7/1/2023 6/30/2024 $102.34 4.00% $94.36 $110.32 $245.71 $287.30 $277.17 $277.17 $277.17 7/1/2024 6/30/2025 $106.43 4.00% $98.13 $114.74 $255.54 $298.79 $288.25 $288.25 $288.25 7/1/2025 6/30/2026 $110.69 4.00% $102.05 $119.33 $265.76 $310.74 $212.58 $212.58 $212.58 7/1/2021 6/30/2022 $81.63 0.00% $75.26 $88.00 $196.00 $229.16 $221.08 $221.08 $221.08 7/1/2022 6/30/2023 $84.90 4.00% $78.27 $91.52 $203.84 $238.33 $229.93 $229.93 $229.93 7/1/2023 6/30/2024 $88.29 4.00% $81.40 $95.18 $211.99 $247.86 $239.12 $239.12 $239.12 7/1/2024 6/30/2025 $91.82 4.00% $84.66 $98.99 $220.47 $257.78 $248.69 $248.69 $248.69 7/1/2025 6/30/2026 $95.50 4.00% $88.05 $102.95 $229.29 $268.09 $193.25 $193.25 $193.25 7/1/2021 6/30/2022 $74.21 0.00% $69.42 $79.00 $180.78 $205.73 $200.98 $200.98 $200.98 7/1/2022 6/30/2023 $77.18 4.00% $72.20 $82.16 $188.01 $213.96 $209.02 $209.02 $209.02 7/1/2023 6/30/2024 $80.27 4.00% $75.09 $85.45 $195.53 $222.51 $217.38 $217.38 $217.38 7/1/2024 6/30/2025 $83.48 4.00% $78.09 $88.86 $203.35 $231.41 $226.08 $226.08 $226.08 7/1/2025 6/30/2026 $86.82 4.00% $81.21 $92.42 $211.49 $240.67 $159.43 $159.43 $159.43 7/1/2021 6/30/2022 $61.22 0.00% $52.45 $70.00 $136.58 $182.29 $165.81 $165.81 $165.81 7/1/2022 6/30/2023 $63.67 4.00% $54.55 $72.80 $142.04 $189.58 $172.44 $172.44 $172.44 7/1/2023 6/30/2024 $66.22 4.00% $56.73 $75.71 $147.72 $197.16 $179.34 $179.34 $179.34 7/1/2024 6/30/2025 $68.87 4.00% $59.00 $78.74 $153.63 $205.05 $186.52 $186.52 $186.52 7/1/2025 6/30/2026 $71.62 4.00% $61.36 $81.89 $159.78 $213.25 $135.28 $135.28 $135.28 7/1/2021 6/30/2022 $51.95 0.00% $47.89 $56.00 $124.72 $145.83 $140.69 $140.69 $140.69 7/1/2022 6/30/2023 $54.03 4.00% $49.81 $58.24 $129.71 $151.67
$146.32 $146.32 $146.32 7/1/2023 6/30/2024 $56.19 4.00% $51.80 $60.57 $134.90 $157.73 $152.17 $152.17 $152.17 7/1/2024 6/30/2025 $58.43 4.00% $53.87 $62.99 $140.30 $164.04 $158.26 $158.26 $158.26 7/1/2025 6/30/2026 $60.77 4.00% $56.03 $65.51 $145.91 $170.60 $231.91 $280.88 $329.86 7/1/2021 6/30/2022 $89.05 0.00% $84.11 $94.00 $219.02 $244.79 $241.18 $292.12 $343.06 7/1/2022 6/30/2023 $92.61 4.00% $87.47 $97.76 $227.78 $254.58 $250.83 $303.80 $356.78 7/1/2023 6/30/2024 $96.32 4.00% $90.97 $101.67 $236.89 $264.76 $260.86 $315.96 $371.05 7/1/2024 6/30/2025 $100.17 4.00% $94.61 $105.74 $246.37 $275.35 $271.30 $328.59 $385.89 7/1/2025 6/30/2026 $104.18 4.00% $98.39 $109.97 $256.22 $286.37 Prevailing Wage Rates at the time of work *** To Be Determined

CONSTRUCTION PROFESSIONAL I
(Field Rate)
Exempt/Hourly
To Be Determined
INSPECTOR VII **
(Field Rate)
*** Rates to be charged in accordance with
(Field Rate)
Exempt/Hourly
To Be Determined
(Field Rate)
Exempt/Hourly

CONSTRUCTION PROFESSIONAL VI
(Field Rate)
Exempt/Hourly
To Be Determined

CONSTRUCTION PROFESSIONAL V
To Be Determined

CONSTRUCTION PROFESSIONAL IV
(Field Rate)
Exempt/Hourly
To Be Determined

CONSTRUCTION PROFESSIONAL III
(Field Rate)
Exempt/Hourly
To Be Determined

CONSTRUCTION PROFESSIONAL II
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$202.92 $245.77 $288.63 7/1/2021 6/30/2022 $77.92 0.00% $70.84 $85.00 $184.48 $221.35 $211.03 $255.60 $300.18 7/1/2022 6/30/2023 $81.04 4.00% $73.68 $88.40 $191.86 $230.21 $219.48 $265.83 $312.18 7/1/2023 6/30/2024 $84.28 4.00% $76.62 $91.94 $199.54 $239.41 $228.25 $276.46 $324.67 7/1/2024 6/30/2025 $87.65 4.00% $79.69 $95.61 $207.52 $248.99 $237.38 $287.52 $337.66 7/1/2025 6/30/2026 $91.16 4.00% $82.87 $99.44 $215.82 $258.95 $173.93 $210.66 $247.40 7/1/2021 6/30/2022 $66.79 0.00% $62.58 $71.00 $162.96 $184.89 $180.89 $219.09 $257.29 7/1/2022 6/30/2023 $69.46 4.00% $65.08 $73.84 $169.48 $192.29 $188.12 $227.85 $267.58 7/1/2023 6/30/2024 $72.24 4.00% $67.69 $76.79 $176.26 $199.98 $195.65 $236.97 $278.29 7/1/2024 6/30/2025 $75.13 4.00% $70.39 $79.87 $183.31 $207.98 $203.47 $246.45 $289.42 7/1/2025 6/30/2026 $78.13 4.00% $73.21 $83.06 $190.64 $216.30 $159.43 $193.11 $226.78 7/1/2021 6/30/2022 $61.22 0.00% $57.45 $65.00 $149.60 $169.27 $165.81 $200.83 $235.85 7/1/2022 6/30/2023 $63.67 4.00% $59.75 $67.60 $155.58 $176.04 $172.44 $208.87 $245.29 7/1/2023 6/30/2024 $66.22 4.00% $62.13 $70.30 $161.81 $183.08 $179.34 $217.22 $255.10 7/1/2024 6/30/2025 $68.87 4.00% $64.62 $73.12 $168.28 $190.40 $186.52 $225.91 $265.30 7/1/2025 6/30/2026 $71.62 4.00% $67.21 $76.04 $175.01 $198.02 $140.11 $169.70 $199.29 7/1/2021 6/30/2022 $53.80 0.00% $49.61 $58.00 $129.18 $151.04 $145.71 $176.49 $207.26 7/1/2022 6/30/2023 $55.95 4.00% $51.59 $60.32 $134.35 $157.08 $151.54 $183.55 $215.55 7/1/2023 6/30/2024 $58.19 4.00% $53.65 $62.73 $139.72 $163.36 $157.60 $190.89 $224.18 7/1/2024 6/30/2025 $60.52 4.00% $55.80 $65.24 $145.31 $169.90 $163.91 $198.53 $233.14 7/1/2025 6/30/2026 $62.94 4.00% $58.03 $67.85 $151.12 $176.70 $115.95 $140.44 $164.93 7/1/2021 6/30/2022 $44.53 0.00% $39.05 $50.00 $101.70 $130.21 $120.59 $146.06 $171.53 7/1/2022 6/30/2023 $46.31 4.00% $40.61 $52.00 $105.77 $135.42 $125.41 $151.90 $178.39 7/1/2023 6/30/2024 $48.16 4.00% $42.24 $54.08 $110.00 $140.83 $130.43 $157.98 $185.53 7/1/2024 6/30/2025 $50.09 4.00% $43.93 $56.24 $114.40 $146.47 $135.65 $164.30 $192.95 7/1/2025 6/30/2026 $52.09 4.00% $45.69 $58.49 $118.97 $152.32 $91.80 $111.18 $130.57 7/1/2021 6/30/2022 $35.25 0.00% $30.50 $40.00 $79.43 $104.17 $95.47 $115.63 $135.79 7/1/2022 6/30/2023 $36.66 4.00%
$31.72 $41.60 $82.60 $108.33
$99.29 $120.26 $141.23 7/1/2023 6/30/2024 $38.13 4.00% $32.99 $43.26 $85.91 $112.67 $103.26 $125.07 $146.87 7/1/2024 6/30/2025 $39.65 4.00% $34.31 $44.99 $89.34 $117.17 $107.39 $130.07 $152.75 7/1/2025 6/30/2026 $41.24 4.00% $35.68 $46.79 $92.92 $121.86 $169.52 $169.52 $169.52 7/1/2021 6/30/2022 $58.99 0.00% $54.99 $63.00 $158.00 $181.03 $176.30 $176.30 $176.30 7/1/2022 6/30/2023 $61.35 4.00% $57.19 $65.52 $164.32 $188.27 $183.35 $183.35 $183.35 7/1/2023 6/30/2024 $63.81 4.00% $59.47 $68.14 $170.90 $195.80 $190.68 $190.68 $190.68 7/1/2024 6/30/2025 $66.36 4.00% $61.85 $70.87 $177.73 $203.64 $198.31 $198.31 $198.31 7/1/2025 6/30/2026 $69.01 4.00% $64.33 $73.70 $184.84 $211.78 To Be Determined
INSPECTOR VI **
(Field Rate)
*** Rates to be charged in accordance with
Prevailing Wage Rates at the time of work ***
Prevailing Wage Rates at the time of work ***
To Be Determined
INSPECTOR V **
(Field Rate)
*** Rates to be charged in accordance with
Prevailing Wage Rates at the time of work ***
To Be Determined
INSPECTOR IV **
(Field Rate)
*** Rates to be charged in accordance with
To Be Determined
INSPECTOR III **
(Field Rate)
Prevailing Wage Rates at the time of work ***
To Be Determined
INSPECTOR I **
(Field Rate)
*** Rates to be charged in accordance with
Prevailing Wage Rates at the time of work ***
*** Rates to be charged in accordance with
Prevailing Wage Rates at the time of work ***
To Be Determined
INSPECTOR II **
(Field Rate)
*** Rates to be charged in accordance with
To Be Determined

ADMIN PROFESSIONAL V
Exempt/Hourly
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$154.99 $154.99 $154.99 7/1/2021 6/30/2022 $53.94 0.00% $49.87 $58.00 $143.31 $166.66 $161.19 $161.19 $161.19 7/1/2022 6/30/2023 $56.09 4.00% $51.87 $60.32 $149.04 $173.33 $167.63 $167.63 $167.63 7/1/2023 6/30/2024 $58.34 4.00% $53.94 $62.73 $155.00 $180.26 $174.34 $174.34 $174.34 7/1/2024 6/30/2025 $60.67 4.00% $56.10 $65.24 $161.20 $187.48 $181.31 $181.31 $181.31 7/1/2025 6/30/2026 $63.10 4.00% $58.34 $67.85 $167.65 $194.97 $121.08 $121.08 $121.08 7/1/2021 6/30/2022 $42.14 0.00% $36.28 $48.00 $104.24 $137.93 $125.93 $125.93 $125.93 7/1/2022 6/30/2023 $43.82 4.00% $37.73 $49.92 $108.41 $143.45 $130.96 $130.96 $130.96 7/1/2023 6/30/2024 $45.58 4.00% $39.24 $51.92 $112.74 $149.18 $136.20 $136.20 $136.20 7/1/2024 6/30/2025 $47.40 4.00% $40.81 $53.99 $117.25 $155.15 $141.65 $141.65 $141.65 7/1/2025 6/30/2026 $49.30 4.00% $42.44 $56.15 $121.94 $161.36 $96.87 $96.87 $96.87 7/1/2021 6/30/2022 $33.71 0.00% $29.42 $38.00 $84.54 $109.19 $100.74 $100.74 $100.74 7/1/2022 6/30/2023 $35.06 4.00% $30.60 $39.52 $87.92 $113.56 $104.77 $104.77 $104.77 7/1/2023 6/30/2024 $36.46 4.00% $31.82 $41.10 $91.44 $118.10 $108.96 $108.96 $108.96 7/1/2024 6/30/2025 $37.92 4.00% $33.09 $42.74 $95.10 $122.83 $113.32 $113.32 $113.32 7/1/2025 6/30/2026 $39.44 4.00% $34.42 $44.45 $98.90 $127.74 $82.34 $82.34 $82.34 7/1/2021 6/30/2022 $28.65 0.00% $25.31 $32.00 $72.72 $91.95 $85.63 $85.63 $85.63 7/1/2022 6/30/2023 $29.80 4.00% $26.32 $33.28 $75.63 $95.63 $89.06 $89.06 $89.06 7/1/2023 6/30/2024 $30.99 4.00% $27.37 $34.61 $78.66 $99.46 $92.62 $92.62 $92.62 7/1/2024 6/30/2025 $32.23 4.00% $28.47 $36.00 $81.80 $103.43 $96.32 $96.32 $96.32 7/1/2025 6/30/2026 $33.52 4.00% $29.61 $37.44 $85.07 $107.57 $285.76 $285.76 $285.76 7/1/2021 6/30/2022 $99.45 0.00% $94.89 $104.00 $272.67 $298.85 $297.19 $297.19 $297.19 7/1/2022 6/30/2023 $103.42 4.00% $98.69 $108.16 $283.58 $310.80 $309.08 $309.08 $309.08 7/1/2023 6/30/2024 $107.56 4.00% $102.63 $112.49 $294.92 $323.23 $321.44 $321.44 $321.44 7/1/2024 6/30/2025 $111.86 4.00% $106.74 $116.99 $306.72 $336.16 $334.30 $334.30 $334.30 7/1/2025 6/30/2026 $116.34 4.00% $111.01 $121.67 $318.99 $349.61 $247.01 $247.01 $247.01 7/1/2021 6/30/2022 $85.96 0.00% $76.92 $95.00 $221.04 $272.99 $256.89 $256.89 $256.89 7/1/2022 6/30/2023 $89.40 4.00% $80.00 $98.80 $229.88 $283.90 $267.17 $267.17 $267.17 7/1/2023 6/30/2024 $92.98 4.00% $83.20 $102.75 $239.07 $295.26 $277.85 $277.85 $277.85 7/1/2024 6/30/2025 $96.69 4.00% $86.53 $106.86 $248.64 $307.07 $288.97 $288.97 $288.97 7/1/2025 6/30/2026 $100.56 4.00% $89.99 $111.14 $258.58 $319.35 $188.89 $188.89 $188.89 7/1/2021 6/30/2022 $65.73 0.00% $60.47 $71.00 $173.76 $204.02 $196.45 $196.45 $196.45 7/1/2022 6/30/2023 $68.36 4.00% $62.89 $73.84 $180.71 $212.18 $204.30 $204.30 $204.30 7/1/2023 6/30/2024 $71.10 4.00% $65.40 $76.79 $187.94 $220.67 $212.48 $212.48 $212.48 7/1/2024 6/30/2025 $73.94 4.00% $68.02 $79.87 $195.46 $229.50 $220.98 $220.98 $220.98 7/1/2025 6/30/2026 $76.90 4.00% $70.74 $83.06 $203.28 $238.68 To Be Determined

GEOGRAPHER/GIS VI
Exempt/Hourly

ADMIN PROFESSIONAL IV
Exempt/Hourly
To Be Determined

ADMIN PROFESSIONAL III
To Be Determined
Exempt/Hourly
Exempt/Hourly
To Be Determined

ADMIN ASSISTANT I
Non-Exempt/Hourly
To Be Determined

ADMIN ASSISTANT II
To Be Determined

GEOGRAPHER/GIS IX
Exempt/Hourly
To Be Determined

GEOGRAPHER/GIS VIII
Exempt/Hourly
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$169.52 $169.52 $169.52 7/1/2021 6/30/2022 $58.99 0.00% $55.99 $62.00 $160.88 $178.16 $176.30 $176.30 $176.30 7/1/2022 6/30/2023 $61.35 4.00% $58.23 $64.48 $167.31 $185.29 $183.35 $183.35 $183.35 7/1/2023 6/30/2024 $63.81 4.00% $60.55 $67.06 $174.00 $192.70 $190.68 $190.68 $190.68 7/1/2024 6/30/2025 $66.36 4.00% $62.98 $69.74 $180.96 $200.40 $198.31 $198.31 $198.31 7/1/2025 6/30/2026 $69.01 4.00% $65.50 $72.53 $188.20 $208.42 $150.14 $150.14 $150.14 7/1/2021 6/30/2022 $52.25 0.00% $48.50 $56.00 $139.37 $160.92 $156.15 $156.15 $156.15 7/1/2022 6/30/2023 $54.34 4.00% $50.44 $58.24 $144.95 $167.35 $162.40 $162.40 $162.40 7/1/2023 6/30/2024 $56.51 4.00% $52.46 $60.57 $150.74 $174.05 $168.89 $168.89 $168.89 7/1/2024 6/30/2025 $58.78 4.00% $54.56 $62.99 $156.77 $181.01 $175.65 $175.65 $175.65 7/1/2025 6/30/2026 $61.13 4.00% $56.74 $65.51 $163.04 $188.25 $125.93 $125.93 $125.93 7/1/2021 6/30/2022 $43.82 0.00% $38.65 $49.00 $111.05 $140.80 $130.96 $130.96 $130.96 7/1/2022 6/30/2023 $45.58 4.00% $40.19 $50.96 $115.49 $146.44 $136.20 $136.20 $136.20 7/1/2023 6/30/2024 $47.40 4.00% $41.80 $53.00 $120.11 $152.29 $141.65 $141.65 $141.65 7/1/2024 6/30/2025 $49.30 4.00% $43.47 $55.12 $124.92 $158.38 $147.32 $147.32 $147.32 7/1/2025 6/30/2026 $51.27 4.00% $45.21 $57.32 $129.92 $164.72 $111.40 $111.40 $111.40 7/1/2021 6/30/2022 $38.77 0.00% $35.53 $42.00 $102.11 $120.69 $115.85 $115.85 $115.85 7/1/2022 6/30/2023 $40.32 4.00% $36.95 $43.68 $106.19 $125.52 $120.49 $120.49 $120.49 7/1/2023 6/30/2024 $41.93 4.00% $38.43 $45.43 $110.44 $130.54 $125.31 $125.31 $125.31 7/1/2024 6/30/2025 $43.61 4.00% $39.97 $47.24 $114.86 $135.76 $130.32 $130.32 $130.32 7/1/2025 6/30/2026 $45.35 4.00% $41.57 $49.13 $119.45 $141.19 $96.87 $96.87 $96.87 7/1/2021 6/30/2022 $33.71 0.00% $31.42 $36.00 $90.29 $103.45 $100.74 $100.74 $100.74 7/1/2022 6/30/2023 $35.06 4.00% $32.68 $37.44 $93.90 $107.58 $104.77 $104.77 $104.77 7/1/2023 6/30/2024 $36.46 4.00% $33.98 $38.94 $97.66 $111.89 $108.96 $108.96 $108.96 7/1/2024 6/30/2025 $37.92 4.00% $35.34 $40.50 $101.56 $116.36 $113.32 $113.32 $113.32 7/1/2025 6/30/2026 $39.44 4.00% $36.76 $42.11 $105.62 $121.02 $247.01 $247.01 $247.01 7/1/2021 6/30/2022 $85.96 0.00% $81.92 $90.00 $235.41 $258.62 $256.89 $256.89 $256.89 7/1/2022 6/30/2023 $89.40 4.00% $85.20 $93.60 $244.82 $268.96 $267.17 $267.17 $267.17 7/1/2023 6/30/2024 $92.98 4.00% $88.61 $97.34 $254.61 $279.72 $277.85 $277.85 $277.85 7/1/2024 6/30/2025 $96.69 4.00% $92.15 $101.24 $264.80 $290.91 $288.97 $288.97 $288.97 7/1/2025 6/30/2026 $100.56 4.00% $95.84 $105.29 $275.39 $302.55 $203.42 $203.42 $203.42 7/1/2021 6/30/2022 $70.79 0.00% $67.58 $74.00 $194.20 $212.64 $211.56 $211.56 $211.56 7/1/2022 6/30/2023 $73.62 4.00% $70.29 $76.96 $201.97 $221.15 $220.02 $220.02 $220.02 7/1/2023 6/30/2024 $76.57 4.00% $73.10 $80.04 $210.05 $229.99 $228.82 $228.82 $228.82 7/1/2024 6/30/2025 $79.63 4.00% $76.02 $83.24 $218.45 $239.19 $237.97 $237.97 $237.97 7/1/2025 6/30/2026 $82.82 4.00% $79.06 $86.57 $227.19 $248.76

ARCHITECT VII
Exempt/Hourly
Exempt/Hourly
To Be Determined

ARCHITECT IX
Exempt/Hourly
To Be Determined
Exempt/Hourly
To Be Determined

GEOGRAPHER/GIS II
Exempt/Hourly
To Be Determined

GEOGRAPHER/GIS I
Exempt/Hourly
To Be Determined

GEOGRAPHER/GIS IV
Exempt/Hourly
To Be Determined

GEOGRAPHER/GIS III
To Be Determined

GEOGRAPHER/GIS V
January 2020

Local Assistance Procedures Manual
Note: Mark-ups are Not Allowed
Consultant Prime Consultant Subconsultant 2nd Tier Subconsultant Project No. Contract No. Participation Amount $ Date 1/16/2023 Exhibit 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Form 1 of 3

SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS) (CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Dewberry Engineers Inc.

City Project No. 2424Downtown Corridors Bicycle & Pedestrian Improvement Project TBD
Xx
$184.05 $184.05 $184.05 7/1/2021 6/30/2022 $64.05 0.00% $61.10 $67.00 $175.57 $192.53 $191.41 $191.41 $191.41 7/1/2022 6/30/2023 $66.61 4.00% $63.54 $69.68 $182.59 $200.23 $199.07 $199.07 $199.07 7/1/2023 6/30/2024 $69.28 4.00% $66.08 $72.47 $189.90 $208.24 $207.03 $207.03 $207.03 7/1/2024 6/30/2025 $72.05 4.00% $68.73 $75.37 $197.49 $216.57 $215.31 $215.31 $215.31 7/1/2025 6/30/2026 $74.93 4.00% $71.48 $78.38 $205.39 $225.23 $164.67 $164.67 $164.67 7/1/2021 6/30/2022 $57.31 0.00% $52.61 $62.00 $151.19 $178.16 $171.26 $171.26 $171.26 7/1/2022 6/30/2023 $59.60 4.00% $54.72 $64.48 $157.24 $185.29 $178.11 $178.11 $178.11 7/1/2023 6/30/2024 $61.98 4.00% $56.91 $67.06 $163.53 $192.70 $185.24 $185.24 $185.24 7/1/2024 6/30/2025 $64.46 4.00% $59.18 $69.74 $170.07 $200.40 $192.65 $192.65 $192.65 7/1/2025 6/30/2026 $67.04 4.00% $61.55 $72.53 $176.87 $208.42 $145.30 $145.30 $145.30 7/1/2021 6/30/2022 $50.57 0.00% $48.13 $53.00 $138.30 $152.30 $151.11 $151.11 $151.11 7/1/2022 6/30/2023 $52.59 4.00% $50.06 $55.12 $143.84 $158.39 $157.16 $157.16 $157.16 7/1/2023 6/30/2024 $54.69 4.00% $52.06 $57.32 $149.59 $164.72 $163.44 $163.44 $163.44 7/1/2024 6/30/2025 $56.88 4.00% $54.14 $59.62 $155.57 $171.31 $169.98 $169.98 $169.98 7/1/2025 6/30/2026 $59.15 4.00% $56.31 $62.00 $161.80 $178.17 Exempt/Hourly To Be Determined

ARCHITECT V
Exempt/Hourly
To Be Determined

ARCHITECT IV
To Be Determined

ARCHITECT VI
Exempt/Hourly
(add pages as necessary)
NOTES:

1. Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (**).All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals.

2. The cost proposal format shall not be amended.

3. Billing rate = (actual hourly rate * (1+ ICR) * (1+ Fee))+(actual hourly rate * FCCM)). Indirect cost rates shall be updated on an annual basis in accordance with the consultant’s annual accounting period and established by a cognizant agency or accepted by Caltrans. All costs must comply with the Federal cost principles for reimbursement.

4. For named employees and key personnel enter the actual hourly rate. For classifications only, enter the Average Hourly Rate for that classification.

January 2020

Staff Report
Date: February 14, 2023
To: City Council
From: Valerie J. Barone, City Manager
Reviewed by: Kevin Marstall, PE, Director of Community Development Mindy Gentry, Planning Manager
Prepared by: Ryan Lenhardt, Senior Planner
[email protected]
(925) 671-3162
Subject: Considering the following actions:
1) Adoption of a Resolution approving an Administrative Permit and Design and Site Review for a cannabis
storefront and delivery retail business (Culture Club
Corporate Enterprise (dba “Culture”) at 1440 Concord
Avenue, Suite B, Assessor’s Parcel Number 126-020-108
(PL20113 – AA, DA, DR), and
2) Introduction of an Ordinance approving and adopting a Development Agreement by and between the City of
Concord and Culture Club Corporate Enterprise (dba
“Culture”) regarding the development of property located at 1440 Concord Avenue, Suite B, Assessor’s Parcel Number
126-020-108 (PL20113 – AA, DA, DR) by reading of the title only and waving further reading.

CEQA: Exempt pursuant to the California Environmental
Quality Act (CEQA) Guidelines Sections 15301, 15302, 15303, 15304, and/or 15305.

Report in Brief
The City Council is requested to consider an Administrative Permit, Design and Site Review, and an Ordinance for a Development Agreement with Culture Club Corporate

5.a5.a5.a5.a5.a5.a5.a5.a5.a5.a5.a

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
Enterprise (dba “Culture”) to establish a cannabis storefront and delivery retail use at 1440 Concord Avenue, Suite B, subject to Conditions of Approval.

Recommended Action
1) Adopt a Resolution (Attachment 1) approving an Administrative Permit and Design and Site Review for a cannabis storefront and delivery retail business Culture Club Corporate Enterprise (dba “Culture”) at 1440 Concord Avenue, Suite B, APN 126-020-108 (PL20113 – AA, DA, DR), and
2) Introduce an Ordinance approving and adopting a Development Agreement by and between the City of Concord and Culture Club Corporate Enterprise (dba “Culture”) regarding the development of property located at 1440 Concord Avenue, Suite B, Assessor’s Parcel Number: 126-020-108 (PL20113 – AA, DA, DR) (Attachment 2) by reading of title only and waving further reading.

Background
Culture Club Corporate Enterprise (“Culture”) is proposing a cannabis storefront and delivery retail use. The company owns and operates six cannabis businesses in southern California with an additional 15 proposed locations in both northern and southern California, all licensed through the State’s Department of Cannabis Control (DCC). Culture was one of six cannabis businesses selected by the City Council through the established competitive selection process that took place on May 25 and 26, 2021.

Cannabis Ordinance and Competitive Selection Process
On May 26, 2020, the City Council adopted an Ordinance amending Concord Municipal Code Chapter 5.80 (Cannabis) and Development Code (Title 18) to allow adult-use City Cannabis Licenses for certain types of cannabis businesses with the following maximum number of licenses allowable in parentheses:
 Manufacturers (limit of five)
 Testing laboratories (no limit)
 Retail storefront (limit of three)1
 Non-storefront retail (limit of three)1
 Type 11 distributors (limit of two)
 Microbusinesses (limit of six, a maximum of two microbusinesses may include a storefront retail component1, and a maximum of two microbusinesses may include a non-storefront retail component), and
1 Can only be applied for after being selected through a competitive selection process. All other available licenses can be applied for and issued through a first-come, first-serve process.

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
 Type 13 distributors (only allowed with another license type).

On July 28, 2020, the City Council approved the procedure, criteria, and scoring for a merit-based competitive selection process for the storefront retail, non-storefront retail and microbusiness with a retail component cannabis businesses, which outlined the process to review and select eligible applicants to be invited to apply for these available City Cannabis Licenses (CCL).

The Request for Proposals (RFP) process approved by Council was designed to evaluate and select commercial cannabis businesses for an invitation to apply for a CCL. The intent of the RFP process was not to overburden applicants at this preliminary stage with the level of specificity and investment required in the CCL, land use, and building permit processes before the businesses received a higher degree of certainty that they would be invited to operate. As a result, an invitation to apply for a CCL through the RFP process did not constitute final approval for commercial cannabis operations in Concord. All successful applicants are required to apply for and receive a CCL, the appropriate land use permits (including an Administrative Permit and Design and Site Review approval), a State cannabis license, a City business license, building permits (including a Certificate of Occupancy), a voluntary Development Agreement to codify community benefit commitments, amongst other things; and other required regulatory approvals before commencing operations. The Administrative Permit and Design and Site Review are typically approved by the Planning Division; however, because only the City Council is authorized to approve a Development Agreement, the review authority for all planning permits processed concurrently is raised to the City Council level.

The RFP was issued on October 5, 2020, and closed on November 19, 2020. A total of 21 proposals were received. The proposals were reviewed through a four-phase process with Phase IV being Interviews and Final Selection by the City Council.

Ultimately, 11 applicants were interviewed by the City Council on April 13, May 25, and May 26, 2021 for six2 available licenses. The selected applicants were invited to apply for the available CCLs and submit their applications for an Administrative Permit, Design and Site Review, and Development Agreement as well as any other required land use approvals. The selected businesses include:
 Storefront Retail (3 licenses available):
o Authentic Concord, LLC (Rank 1)
o Culture Club Corporate Enterprise (Rank 2)
o Coastal Retail Concord, LLC dba Coastal (Rank 3)
2 Although there were three licenses available, only one proposal for non-storefront retail (Medusa) was successful in being invited to interview, and selected, by the Council so there are still two available licenses; per the code a new RFP process would be required to allocate these licenses.

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
 Microbusiness (2 licenses available):
o Kolaboration Concord, LLC dba Coco Farms (Rank 1)
o Infinity Assets Concord, LLC (Rank 2)
 Non-storefront retail (3 licenses available, 1 applicant):
o Medusa (Design and Site Review for the property already approved on February 25, 2021 as part of the first-come first-serve cannabis process) Applicants interviewed, but not selected, were placed on a waitlist in the event that a selected applicant does not obtain the required approvals to operate.

After being selected by the City Council on May 26, 2021, Culture submitted their CCL application on July 19, 2021. The CCL application was deemed complete on October 20, 2021. The City Council is not reviewing the applicant’s CCL application as this is completed administratively by the Chief of Police pursuant to the Concord Municipal Code (CMC).

On December 28, 2021, Culture submitted applications for an Administrative Permit, Design and Site Review, and Development Agreement. On January 4, 2022, the Development Advisory Committee (DAC) conducted a completeness review of the project. The City’s Planning Division provided comments to the applicant regarding design and site review, a transportation assessment, information regarding parking, and building accessibility. The project was deemed incomplete on January 27, 2022.

Between March 10, 2022 and November 4, 2022, the applicant resubmitted plans on five occasions that were deemed incomplete. All requisite application materials were later received and the application was deemed complete on December 22, 2022.

On December 15, 2022, the transportation assessment was finalized and the Development Agreement was completed on January 13, 2023.

On January 19, 2023, the Planning Commission considered a recommendation to the City Council for Administrative Permit, Design and Site Review, and Development Agreement. On a unanimous 4-0 vote, the Planning Commission recommended approval to the City Council of the requested applications.

Development Agreement and Land Use Applications
Pursuant to the Cannabis Ordinance and the Development Code (CMC Section

5.80.030[c]), an Administrative Permit, Design and Site Review, and Development Agreement approvals are required for all cannabis businesses selected through the competitive selection process.

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
Development Code Section 18.405.010 requires all applications associated with a project to be “filed, processed, reviewed, and approved or disapproved concurrently by the highest level of authority required for any one application.” The City Council is the decision-making body on the Development Agreement. Therefore, the Administrative Permit and Design and Site Review applications that would typically require a staff-level decision must be considered concurrently with the Development Agreement by the City Council, subject to a recommendation of the Planning Commission.

Analysis
A. Location
B. Applicant Owner Culture Club Corporate Enterprise Future Diamond of Concord LLC Attn: Devon Julian Attn: Reynolds Brown
1 Corporate Park, Suite 112 1200 Concord Avenue
Irvine CA 92606 Concord CA 94520
(619) 277-2827 (925) 338-8867
C. Project Description
The proposed project consists of an Administrative Permit, Design and Site Review, and a Development Agreement between the City of Concord and Culture, to establish a cannabis storefront retail and delivery business. Culture is proposing to occupy a 4,971 square foot tenant space located at 1440 Concord Avenue, Suite B for the cannabis storefront retail use and an adjacent 3,291 square foot tenant space located at 1440 Concord Avenue, Suite C (currently Five Star Automotive) for employee valet parking. The hours of operation will be from 7:00 a.m. to 10:00 p.m., seven days per week. Delivery hours will be during

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
business hours. The proposal includes interior changes to the floor plan to accommodate their business operation, as well as minor exterior improvements to the building and the site. Proposed improvements include relocating a storefront door and replacing it with a storefront window, replanting empty landscape areas, and changing a portion of the parking lot circulation. A bicycle rack and a roof for the trash enclosure will be added, the ADA path of travel will be brought up to current standards, and the façade will be repainted as necessary.

D. Site Description
The 1.09-acre developed site is located at the southwest intersection of Concord Avenue and Commerce Avenue. A 17,688 square foot, multi-tenant commercial building is located along the west and south property lines, parking for 48 vehicles to the east, and perimeter landscaping along the north and east property lines. The single-story, L-shaped building is divided into four tenant spaces including Big O Tires, Sun Valley Carpets, Five Star Automotive (proposed employee parking), and a vacant tenant space (proposed project site). Vehicular site access is provided via two existing two-way driveways, one located on Commerce Avenue and one located on Concord Avenue. The subject site is zoned WMX (West Concord Mixed Use) and has a General Plan designation of West Concord Mixed Use (WCMU).

Table 1: Surrounding Land Uses
Land Use General Plan
Designation
Zoning
North Commercial
(Concord Honda)
West Concord
Mixed Use
WMX
South Commercial
(vehicle storage)
West Concord
Mixed Use
WMX
East Commercial
(flooring and
interior design)
West Concord
Mixed Use
WMX
West Commercial
(truck
accessories)
West Concord
Mixed Use
WMX
E. General Plan
As described above, the site has a General Plan land use designation of West Concord Mixed Use (WCMU), which allows for a mix of office and commercial development such as new auto dealers, hotels, restaurants, and showroom/warehouses.

The proposed cannabis storefront retail use is consistent with the intent of the WCMU designation and is consistent with the following General Plan policies:

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
1) Support the creation of job and contracting opportunities for Concord residents and businesses through the establishment of local hire preference, apprenticeships, internships, and other programs which support local hiring, training, and skill enhancement. (Policy E-2.1.7).

Culture anticipates hiring between 30 and 40 employees for the business and aims to hire the majority of its employees from Concord and the broader Contra Costa region.
2) Require trees and other landscaping within parking lots (Policy LU-10.1.5) Staff is proposing a condition of approval requiring the applicant to upgrade the existing landscaping by adding two new trees that were previously removed from the existing parking lot tree wells. Staff is also proposing a condition of approval requiring landscaping on either side of the Commerce Avenue driveway and at the intersection of Concord Avenue and Commerce Avenue consistent with the approved landscape plan.
3) Provide sites for employment-generating businesses, technology-based businesses, and light industrial uses wishing to locate in Concord (Policy LU-

6.1.2).

Based on Culture’s proposal, the proposed cannabis storefront retailer would be hiring employees directly from the Concord community and anticipate providing 30 to 40 jobs, which will be paid a living wage. 4) Evaluate the effects of new development on law enforcement service and take public safety issues into account when reviewing land use proposal (Policy S-7.1.1).

The potential effects of the proposed cannabis storefront retail business have been evaluated to ensure appropriate measures will be in place to enhance public safety. The measures include: 1) a security plan reviewed and approved by the Chief of Police that requires, among other things, a commercial burglar alarm monitoring system and video surveillance system, procedures for verifying identification of customers entering and leaving the retail establishment, and on-site security guards; 2) Neighborhood Compatibility Plan and the designation of a Community Relations Officer to respond to any complaints from the public, customers, and businesses with respect to the cannabis operations or property; 3) an Annual Review Report with the City that requires documentation on how complaints from the community were addressed.

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
Given the analysis of the project, staff asserts the project is consistent with the policies contained in the General Plan.

F. Zoning and Development Regulations
The site is zoned West Concord Mixed Use (WMX). The proposed cannabis business is classified as a Storefront Retail Cannabis use, which is allowed within the WMX district, subject to an Administrative Permit. The particular use is only allowable if the business has been selected through a competitive selection process and not located within 250 feet of a “sensitive use3.” No sensitive uses have been identified within 250 feet of the proposed location. There are no changes proposed to the existing footprint or envelope of the building. As a result, there are no impacts related to development standards such as reduced setbacks or increased floor area ratio.

G. Site Design
The current site will mostly be unchanged with only minor site modifications and improvements proposed. The project scope includes striping a path of travel from the proposed storefront to a new accessible parking stall with signage, adding a roof to an existing trash enclosure, adding a new six-inch curb around the trash enclosure, and installing bollards along the storefront for safety. No new landscaping is proposed by the applicant.

H. Traffic, Parking, and Circulation
Development Code Parking Requirements
The existing development was approved in 1983 for automotive and motorcycle repair services. Fifty-two on-site parking spaces were proposed under the approved plan comprised of 24 compact spaces, 27 standard spaces, and one ADA space. Prior to the adoption of the Development Code in 2012, different parking rates/ratios based for the land use classifications were used to determine on-site parking requirements at the time of the 1983 approval. Applying the current Development Code’s parking requirement of one parking space per 250 square feet for Automotive Repair uses would result in 70 required parking spaces for the site, assuming full occupancy of the building by automotive/ motorcycle repair and services. Therefore, if existing site conditions maintained the 52 parking spaces per the approved plan, the site would be considered legal but non-conforming to the Development Code’s requirement for on-site parking, in addition to the Code requirement limiting compact parking to no more than 25% of required parking. Staff was unable to find information explaining how and when the on-site parking supply was reduced to 48 spaces from the 52 spaces originally approved for the site. The large number of compact spaces under the 3 Sensitive uses include schools, child day care facilities, or youth community centers as defined in Chapter 5.80 (Cannabis).

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
original approval was likely the cause of the modification to reduce parking in order to create more standard and usable parking spaces.

The required parking based on the actual existing and proposed uses for the site is provided in Table 2 below. The existing uses and proposed project are classified as Automotive Repair (Big O Tires), Building Materials Sales and Service (Sun Valley Carpets), and Retail (Culture). It is important to note that the space that will be vacated by Five Star Automotive for use as a valet parking garage for Culture will not generate a parking demand and therefore is not included in the parking calculation.

Table 2: Development Code Parking Requirements
Tenant (Use
Classification)
Square Feet Parking Ratio Required
Parking
Big O Tires 5,875 1 space per 250
s.f.
24 Sun Valley Carpets 3,310 1 space per 400
s.f.
8 Culture 4,971 1 space per 250
s.f.
20 Total: 52
As shown in Table 2, the on-site parking requirement is significantly reduced from 70 spaces to 52 spaces as a result of eliminating Five Star Automotive’s parking demand and Sun Valley Carpets’ lower parking demand.

Pursuant to Section 18.160.050(E), “Valet Parking,” the review authority may modify the parking requirements (e.g., to allow tandem parking) in the case of a use proposed to have permanent valet parking. The proposed valet parking garage will add 11 tandem parking spaces to the on-site parking supply, for a total of 59 parking spaces to bring the site into conformance with required parking. The additional seven spaces created beyond what is required by the use of valet parking would provide flexibility for the valet use, particularly with the use of tandem spaces within an existing building with limited access.

Further, these additional spaces are located in the building and not in the parking area, where the typical concerns of excessive parking do not exist because they do not reduce the amount of landscaping or increase the amount of pavement in the existing parking lot and they take into consideration the long term use of the site where land uses could generate different parking demands.

Transportation Assessment
The Transportation Division required a Transportation Assessment (“Assessment”) as part of the formal development application. The Assessment,

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
completed by Fehr & Peers (Attachment D) provides a more project-specific evaluation of trip generation, parking supply and demand, site access and circulation, and valet parking operations. The Assessment findings are summarized below.

Trip Generation
Operating hours for the project are seven days a week from 7:00 a.m. to 10:00 p.m. Trip generation was estimated for the weekday morning (7:00 – 9:00 a.m.) and evening (4:00 – 6:00 p.m.) peak periods, and Saturday peak periods (10:00 a.m. – 2:00 p.m.), when traffic volumes on adjacent streets are typically at their highest and when the project is expected to generate the most traffic. Using locally developed rates for cannabis storefront retail uses and trip generation estimates for the existing automotive repair center, the project is expected to generate a net new 26 morning peak hour trips, 51 evening peak hour trips, and 65 Saturday peak hour trips.

Existing Parking Supply
As discussed above, the on-site parking lot has 48 marked parking stalls serving the existing businesses. However, additional factors affect efficiency and practical capacity4 of the parking lot, including stall dimensions and parking lot circulation.

The existing parking lot layout does not meet current design standards for stall width, depth, and drive aisle widths. Two-way vehicular traffic currently circulates on existing drive aisles that do not provide sufficient width. To meet standards, the parking lot would require a redesign, including converting two of the drive aisles from two-way to one-way operation with 60 degree parking angles. This modification would likely result in a reduction in parking supply of 15 to 20 percent and the City does not have the ability to request this change to the parking lot through this permitting process.

When only a few spaces are available in a parking lot, it can be difficult for patrons to find a parking space, which can result in the perception that a parking lot is full. For commercial lots such as this one, a circulation efficiency factor of 10 percent is typically applied, meaning that a parking lot will be perceived as full when the parking exceeds 90 percent of its supply.

Additionally, given the substandard nature of the parking lot layout, parking lot efficiency is reduced further as larger vehicles potentially park across multiple stalls. Therefore, the Assessment assumed an additional five percent reduction in effective parking supply for this parking lot to 85 percent. This results in a practical capacity, of 40 parking stalls.
4 The amount of parking spaces occupied where the parking lot would be perceived as full, or at capacity.

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
Existing Parking Occupancy
Fehr & Peers conducted on-site parking occupancy counts over three days to adequately sample parking occupancy during times when customer demand for the proposed project is expected to be highest. Parking occupancy counts were conducted on Thursday, June 2, 2022 and Friday, June 3, 2022, from 11:00 a.m. to 2:00 p.m. and from 4:00 p.m. to 7:00 p.m., as well as on Saturday, June 4, 2022, from 11:00 a.m. to 2:00 p.m. Given the substandard conditions of the parking lot, the purpose of the parking occupancy counts were to take a more focused and site-specific approach than the standards within the Development Code to determine if the on-site parking supply is sufficient to serve the existing and proposed land uses. Based on observations and discussion with staff at Five Star Automotive and Sun Valley Carpets, parking occupancy associated with each business was estimated. Sun Valley Carpets and Five Star Automotive are closed on Saturday; therefore, all parking occupancy on Saturday was assumed to be associated with Big O Tires.

Based on the parking counts, the practical capacity of the parking lot is not currently exceeded on weekdays or weekends during peak activity hours. In addition to the parking stalls, Five Star Automotive and Big O Tires stored customer vehicles in the drive aisles and on the sides of the driveway on Concord Avenue. Since these spaces are not formally designated parking spaces nor allowed to be counted to satisfy the Code’s off-street parking requirement, they were not included in the parking supply total; however, they were included in the parking demand.

Parking Demand with Proposed Project
Fehr & Peers performed field observations at an existing cannabis business, CoCo Farms Concord5, located at 2366 Stanwell Drive, Concord, on Saturday November 5, 2022, from 10:00 a.m. to 2:00 p.m., when parking demand is expected to be the highest, and existing parking occupancy is the highest at the project site.

The combined visitor and employee parking lots at CoCo Farms Concord had a peak parking occupancy of 30 vehicles between 1:30 p.m. and 2:00 p.m., which included 17 visitor vehicles and 13 employee vehicles.

Based on data collection and site-specific information, peak visitor parking demand rate for a cannabis storefront retail use was developed using only the square footage of the retail component of CoCo Farms Concord. 5 CoCo Farms Concord is a licensed microbusiness, which includes the following components:
manufacturing, distribution, and storefront retail.

City Council Agenda Report
Agenda Item No. 5.a
February 14, 2023
The project proposes 2,352 square feet of retail, including the reception area.6 Visitor parking demand was calculated using the localized demand rate based on the CoCo Farms Concord location. Based on the localized rate of 2.6 spaces per thousand square feet, the project is estimated to have a peak visitor parking demand of seven spaces.

On peak days, the project could have as many as 15 employees on site at one time, for a total project parking demand of 22 spaces, which is two more spaces than the Development Code standards identified above. However, the project proposes to add 11 valet parking spaces dedicated for employee parking inside the tenant space that would be vacated by Five Star Automotive. The resulting peak parking demand for the onsite lot is expected to be 35 vehicles, which results in an occupancy rate of 73 percent based on the existing parking supply.

These results indicate that the peak parking demand would not exceed the 85 percent threshold where the on-site parking would be perceived as full or over capacity.

Valet Parking Plan Evaluation
Culture proposes to acquire the existing Five Star Automotive repair shop, located in Suite C, and operate tandem valet parking for employees only. The valet operations are described further below and recommendations from the Transportation Assessment have been incorporated into the Conditions of Approval.

The proposed valet parking will allow for 11 parked vehicles using tandem parking and stall dimensions of nine-feet by 18-feet per parking space, or nine- feet by 36 feet for two (tandem) vehicle lengths. The Development Code does not have standards for non-residential tandem spaces. By comparison, the Development Code requires residential tandem parking spaces to be 10 feet wide by 35 feet long for two vehicle lengths. Due to concerns regarding the tandem space parking width the following condition of approval has been included.

Condition of Approval #67: The applicant shall provide at least 11 valet employee parking spaces in the adjacent Suite C tenant space and the width for the tandem valet parking stalls shall be increased to 10 feet.

For valet operations, one valet attendant is proposed to arrive at 7:00 a.m., prior to the arrival of Culture’s employees, to allow for valet parking and operations 6 The retail square footage excludes areas that do not directly serve customers (e.g., storage, security room, manager’s office, etc.). This method provides a more project-specific parking demand compared to the Development Code method of utilizing total or gross floor area to determine required parking.