Agenda — Farmersville City Council, July 20, 2026

Mayor
FARMERSVILLE CITY COUNCIL Tina Hernandez

CITY OF
Mayor Pro Tem
Araceli Ochoa
FARMERSVILLE SPECIAL MEETING AGENDA Council Members
Gregorio Gomez
July 20, 2026 at 6:00 p.m. Paul Boyer
City Hall, 909 W. Visalia Rd. Danny Valdavinos
Farmersville, California 93223
Notice is hereby given that the Farmersville City Council will hold a Regular Meeting on Monday, July 20, 2026, at 6:00 p.m. in person at City Hall located at 909 W. Visalia Rd. in Farmersville California, 93223.

Staff Reports related to items on the agenda are available on the City's website at https://www.cityoffarmersville-ca.gov/ and available for viewing at City Hall.

A. ROLL CALL
B. CALL TO ORDER SESSION SPECIAL COUNCIL MEETING
C. INVOCATION
Presented by Mayor Hernandez
D. PLEDGE OF ALLEGIANCE
Led by Mayor Hernandez
E. APPROVAL OF AGENDA
F. PUBLIC COMMENTS
The public is invited to comment on any subject under the jurisdiction of the Farmersville City Council. Please note that speakers that wish to comment on a Regular Item or Public Hearing on tonight's agenda will have an opportunity to speak when public comment for that item is requested by the Mayor. Comments shall be limited to two (2) minutes per person, with twenty (20) minutes for the total comment period, unless otherwise indicated by the Mayor.

The public may also choose to submit a comment before the meeting via email. Public comments received via email will be distributed to the Council prior to the start of the meeting and incorporated into the official minutes; however, they will not be read aloud.

Under state law, matters presented under public comment cannot be acted upon by the Council at this time.

G. SPECIAL PRESENTATIONS
None
H. CONSENT CALENDAR
tems listed under the Consent Calendar are considered routine and will be enacted by one motion. There will be no separate discussion of these matters unless a request is made and then the item will be removed from the Consent Calendar to be discussed and voted upon by a separate motion.

None
I. ACTION ITEMS
Comments related to Action and Public Hearing Items are limited to two (2) minutes per speaker, for a maximum of 20 minutes per item. The Mayor may reasonably limit or extend the public comment period to preserve the Council's interest in conducting efficient, orderly meetings.

1. Approving Professional Service Agreement between City of Farmersville and 4Creeks for Planning Services.

2. Approving Professional Service Agreement between City of Farmersville and 4Creeks for Engineer Services.

3. Discussion and Possible Action Regarding the Reorganization of the Offices of Mayor and Mayor Pro Tempore, Including the Appointment of a Mayor and Mayor Pro Tempore J. PUBLIC HEARINGS
None
K. DISCUSSION ITEMS
None
L. COUNCIL REPORTS
M. CITY MANAGER/DEPARTMENT COMMUNICATIONS
N. GENERAL BUSINESS
Council members may raise issues, request future agenda items, or provide comments regarding City business.

O. FUTURE AGENDA ITEMS
Description Responsible Party [Agenda Date
Sewer DIF City Manager TBD
Sign Ordinance Fire Chief July 2026
Potential Solar Project City Manager TBD
Potential Al Solutions City Manager TBD
City Representation on Committees - City Manager TBD
Water Blueprint for the San Joaquin
Valley and San Joaquin Valley
Collaborative Action Program
Incentives for Commercial Development 4Creeks- Traci July 2026 Study Session Myers
Cannabis Revenue City Manager 5-26-2026
Downtown Specific Plan City Planner TBD
C-Train Ordinance City Manager TBD
ADU Workshop City Planner TBD
MOU for positive PR with Visalia Talks City Manager TBD Strategic Planning Meeting 4 Creeks July 2026
P. EXECUTIVE (CLOSED) SESSION
None
Q. REGULAR MEETING ADJOURNMENT
State of California
County of Tulare
City of Farmersville )
I declare under penalty of perjury that I am employed by the City of Farmersville, in the City Manager's Office; and that I posted this Agenda on the bulletin board outside of City Hall, 909 W. Visalia Rd. Farmersville, CA 93223 on July 17, 2026 and online on the City of Farmersville website: https://www.cityoffarmersville-ca.gov/.

Rochelle Giovani, City Clerk
In compliance with the Americans with Disabilities Act, and the California Ralph M. Brown Act, if you need special assistance to participate in this meeting, or to be able to access this agenda and documents in the agenda packet, please contact the City Clerk (559)747- 0458. Notification prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting and/or provision of an appropriate alternative format of the agenda and documents in the agenda packet. (28 CFR 35.102-

35. 104 ADA Title II).

Materials related to an item on this Agenda submitted to the legislative body after distribution of the agenda packet are available for public inspection at Farmersville City Hall, 909 W. Visalia Rd., Farmersville CA 93223 during normal business hours.

CITY OF Item #: 1

STAFF REPORT
Action Items
FARMERSVILLE TO: Farmersville City Council
MEETING DATE: July 20, 2026
DEPARTMENT: Planning
FROM: Traci Myers, Executive Director
AGENDA TITLE: Council Consideration for the approval of the Professional Services Agreement between the City of Farmersville and 4Creeks, Inc. for the provision of current planning and long-range planning, and authorize the City Manager to execute the amendment.

ACTION & RECOMMENDATION
Staff recommends that the City Council consider approve the Professional Services Agreement between the City of Farmersville and 4Creeks, Inc. for current planning and long-range planning services and authorize the City Manager to execute the Agreement subject to any minor amendments.

BACKGROUND | ANALYSIS
Collins & Schoettler (C&S") served as the City of Farmersville City Planner since approximately 2015. That contract has been renewed over the course of the past 10 years, up to and including July 2023 through June 30, 2026.

In May 2024, C&S was acquired by 4Creeks, Inc. but continued to operate independently under Collins and Schoettler, LLC with all existing municipal clients. On or about May 2026, City of Farmersville requested an assignment of the C&S contract over to 4Creeks, Inc. Said Assignment was executed on May 26, 2026, which included the expiration date of June 30, 2026.
4Creeks staff presented a First Amendment to the existing Assignment of Professional Services Agreement to City Council at the regularly scheduled meeting on June 16, 2026. The item was pulled from the Consent Calendar due to a question by Mayor Pro Tem Ochoa regarding proposed economic development services contained in the First Amendment. Ms. Ochoa requested time to speak to the Tulare County Economic Development Corporation about its existing contract with the City of Farmersville and what services are currently being offered. Staff would like to note that economic development services were offered only as an optional service due to knowledge and experience of the 4Creeks, Inc. planning staff to be assigned to assist the City. These services were offered only as an enhancement to the proposed Agreement based upon several conversations with the Mayor and Mayor Pro Tem about their interest in economic growth.

Since the meeting of June 16, 2026,4Creeks, Inc. has continued to provide day-to-day planning services to the City of Farmersville, at risk, because there is not a current signed contract.

During the regular City Council meeting on July 13, 2026, Council member Boyer requested a special meeting be held at such time City Council would consider the approval of a new Professional Services Agreement between the City of Farmersville and 4Creeks, Inc. for planning services.

Due to the fact there is no existing Agreement in place between either C&S or 4Creeks, Inc., 4Creeks staff prepared a new Professional Services Agreement for City Council's consideration. A draft copy is attached hereto. The primary differences between the Agreement presented on June 16, 2026, and the draft version attached hereto is the following:

1. Fees:

First Amendment Agreement of June 16, 2026 - Short-term planning ("day-to-day') tasks were proposed to be billed at a flat rate of $130.00/hr. This rate was agreed upon between C&S and the City of Farmersville in 2023. Said agreement has since expired.

Proposed Professional Services Agreement: Short-term planning ("day-to-day") work is billed using a classification-based fee schedule (Exhibit B) with rates depending on role (e.g., Assistant Planner $108, Planner $149, Senior Planner $180, Principal Planner $216). Long-range planning work requires a separate negotiated Task Order process (draft Task Order, Cost Estimate, 10-day turnaround, City-signed authorization before any work/spending).

Il. Services:

There are no optional economic development services proposed in the Draft Professional Services Agreement attached hereto. 4Creeks staff is open to adding such services should the majority of the Council desire.

ENVIRONMENTAL REVIEW
The proposed action is not a project under the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15378 because it involves administrative and organizational activities that will not result in a direct or indirect physical change in the environment. Alternatively, if deemed a project, the action is exempt pursuant to CEQA Guidelines Section 15061(b)(3), the common-sense exemption.

FISCAL IMPACT
Funding for services will be provided through existing departmental budgets and project-specific funding sources as approved by the City Council through the annual budget process.

ATTACHMENTS

1. Professional Services Agreement between 4Creeks, Inc. and City of Farmersville 4CREEKS

AGREEMENT FOR SERVICES
City Planning Services
This Agreement is entered into this day of 2026 between the City of FARMERSVILLE ("CITY") and 4 CREEKS, INC., a California Corporation ("'CONSULTANT"').

RECITALS
CITY has determined that it requires the following professional services from a CONSULTANT:

A. CONSULTANT represents that it is fully qualified to perform such professional services by virtue of its experience and the training, education and expertise of its principals and employees. CONSULTANT further represents that it is willing to accept responsibility for performing such services in accordance with the terms and conditions of this Agreement.

NOW THEREFORE, in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:

ARTICLE I - INTRODUCTION

1. DEFINITIONS
A. "Scope of Services": Such professional services as are set forth on Exhibit "A" of the Request for Qualifications attached hereto and incorporated herein by this reference.

B. "Approved Fee Schedule": Such compensation rates as are set forth in the fee schedule attached hereto as Exhibit "B" and incorporated herein by this reference.

C. "Commencement Date": July 1, 2026
D. "Expiration Date": June 30, 2027
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ARTICLE II - STATEMENT OF WORK

1. CONSULTANT'S SERVICES
A. Scope of Services. Subject to the terms and conditions set forth in this Agreement, CONSULTANT shall perform the services identified in Exhibit''" - Scope of Services. The CITY shall have the right to request, in writing, changes in the scope of work or the services to be performed. Any changes mutually agreed upon by the parties, and any increase or decrease in compensation, shall be incorporated by written amendments to this Agreement.

B. Time for Performance. This Agreement shall go into effect on July 1, 2026, contingent upon approval by CITY, and CONSULTANT shall commence work after notification to proceed by CITY'S Contract Administrator. The Agreement shall end on June 30, 2027, unless extended by Agreement amendment. CONSULTANT is advised that any recommendation for Agreement award is not binding on CITY until the Agreement is fully executed and approved by CITY.

C. Standard of Performance. CONSULTANT shall perform all work in accordance with the degree of skill and care ordinarily exercised by qualified professionals performing similar services under similar circumstances at the same time and in the same locality and in a manner reasonably satisfactory to CITY. CONSULTANT shall comply with all applicable federal, state and local laws, ordinances, codes and regulations.

2. REPRESENTATIVES
A. City Representative. For the purposes of this Agreement, the Contract Administrator and CITY's representative shall be the City Manager (hereinafter the "City Representative"). It shall be CONSULTANT's responsibility to assure that the City Representative is kept informed of the progress of the performance of the services, and CONSULTANT shall refer any decisions which must be made by CITY to the City Representative. Unless otherwise specified herein, any approval of CITY required hereunder shall mean the approval of the City Representative.

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B. CONSULTANT Representative. For the purposes of this Agreement, Traci Myers, Planning Group Director, is hereby designated as the principal and representative of CONSULTANT authorized to act on its behalf with respect to the services specified herein and make all decisions in connection therewith (the "Responsible Principal").

The Responsible Principal may not be changed by CONSULTANT without the prior written approval of CITY.

3. CONSULTANT'S PERSONNEL
A. CONSULTANT represents that it has, or will secure at its own expense, all personnel required to perform the services required under this Agreement. All such services will be performed by CONSULTANT or under its supervision, and all personnel engaged in the work shall possess the qualifications, permits and licenses required by applicable law to perform such services.

B. CONSULTANT shall be solely responsible for the satisfactory work performance of all personnel engaged in performing services required by this Agreement, and compliance with all reasonable performance standards established by CITY.

C. CONSULTANT may utilize the services of subconsultants to undertake specific work tasks. Fees for services provided by subconsultants shall be compensated as set forth in the attached 2025 Fee Schedule or with a standard 15% mark-up on actual costs spent.

D. In the event that the CITY, at any time during the term of this Agreement, desires the removal of any person or persons assigned by CONSULTANT to perform services pursuant to this Agreement for reasonable cause, CONSULTANT shall remove any such person after receiving written notice from CITY specifying the reason for the requested removal. CONSULTANT shall promptly propose a qualified replacement for CITY's approval, which shall not be unreasonably withheld.

E. CONSULTANT shall be responsible for payment of all employees' and subconsultants' wages and benefits and shall comply with all requirements pertaining to employer's liability, workers' compensation, unemployment insurance, and Social Security.

F. Permits and Licenses. CONSULTANT shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a City of Farmersville business license.

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

B. CONSULTANT'S Project Manager shall meet with City's Contract Administrator, as needed, to discuss progress on the Agreement.

ARTICLE IV - PERFORMANCE PERIOD
A. This Agreement shall go into effect on July 1, 2026, contingent upon approval by CITY, and CONSULTANT shall commence work after notification to proceed by CITY'S Contract Administrator. The Agreement shall end on June 30, 2027, unless extended by Agreement amendment.

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

ARTICLE V - ALLOWABLE COSTS AND PAYMENTS
CONSULTANT will be reimbursed for hours worked at the hourly rate specified in CONSULTANT's Approved Fee Schedule. (Exhibit "B") for any short-term ("day-to- day") planning services. The specified hourly rates shall include direct salary costs, employee benefits, overhead, and fee.

When a long range planning project such as a General Plan Update, Master Plan, Specific Plan or any project deemed "long range" under this Agreement is identified by the CITY, the CITY shall prepare a draft Task Order. A draft Task Order will identify the scope of services, expected results, project deliverables, period of performance, project schedule and will designate a CITY Project Coordinator. The draft Task Order will be delivered to CONSULTANT for review. CONSULTANT shall return the draft Task Order within ten (10) calendar days along with a Cost Estimate, including a written estimate of the number of hours and hourly rates per Staff person, any anticipated reimbursable expenses, overhead, fee if any, and total dollar amount. After agreement City of Farmersville / 4Crecks. Ine. —- Agreement lor Services Page 4 ol 28 4CREEKS
has been reached on the negotiable items and total cost, the finalized Task Order shall be signed by both the CITY and CONSULTANT.

E. Task Orders may be negotiated for a lump sum (Firm Fixed Price) or for specific rates of compensation, both of which must be based on the labor and other rates set forth in CONSULTANT's Cost Proposal.

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

G. When a milestone cost estimate is included in the approved Cost Proposal, CONSULTANT shall use commercially reasonable efforts to obtain prior written approval for a revised milestone cost estimate from the Contract Administrator before exceeding such an estimate. Failure to obtain prior written approval shall not relieve CITY of its obligation to pay for services actually and reasonably performed, provided CONSULTANT promptly notifies the Contract Administrator upon becoming aware that the estimate may be exceeded.

H. Progress payments for each Task Order will be made monthly in arrears based on services provided and actual costs incurred. If any undisputed payment remains outstanding for more than fifteen (15) calendar days beyond its due date, CONSULTANT may, upon ten (10) calendar days' prior written notice to CITY, suspend further performance under the applicable Task Order until all past-due amounts are paid in full, without liability for any resulting delay.

1. CONSULTANT shall not commence performance of work or services until this Agreement has been approved by the CITY, and notification to proceed has been issued by the CITY's Contract Administrator. No payment will be made prior to approval or for any work performed prior to approval of this Agreement, except for work performed at the express written direction of the CITY's Contract Administrator.

J. A Task Order is of no force or effect until returned to CITY and signed by an authorized representative of CITY. No expenditures are authorized on a project and work shall not commence until a Task Order for that project has been executed by CITY.

K.CONSULTANT will be reimbursed within thirty (30) calendar days of receipt by CITY's Contract Administrator of itemized invoices in triplicate. Separate invoices, itemizing all costs, are required for all work performed under each Task Order.

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Invoices shall be submitted no later than 45 calendar days after the performance of work for which CONSULTANT is billing, or upon completion of the Task Order. Invoices shall detail the work performed on each milestone, on each project as applicable.

Invoices shall follow the format stipulated for the approved Cost Proposal and shall reference this Agreement number, project title and Task Order number. CITY shall notify CONSULTANT in writing within fifteen (15) calendar days of receipt of any invoice of any disputed items, specifying the basis for the dispute; undisputed portions of any invoice shall be paid within the thirty (30) day period regardless of any dispute. Any undisputed amounts not paid within such thirty (30) day period shall bear interest at the rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by law, whichever is less, from the date due until paid.

Invoices shall be submitted to the CITY's Contract Administrator at the following address:

City of Farmersville
City Manager
909 W. Visalia Rd., Farmersville, CA 93223
559-747-0458
Attn: Rochelle Giovanni [email protected] L. The period of performance for Task Orders shall be in accordance with dates specified in the Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement; provided, however, that any Task Order issued prior to the expiration date shall remain in effect in accordance with its terms until completed, and CONSULTANT shall be entitled to full payment for services performed under such Task Order.

M. The total amount payable by the CITY for an individual Task Order shall not exceed the amount agreed to in the Task Order, unless authorized by a written amendment to the Task Order executed by both parties, or by Agreement amendment.

N. If the CONSULTANT fails to satisfactorily complete a deliverable according to the schedule set forth in a Task Order, CITY may withhold payment for the specific incomplete deliverable only, provided CITY provides CONSULTANT with written notice specifying the deficiency and a reasonable opportunity to cure, not to exceed fifteen City of Farmersville / Creeks, Inc. — Agreement for Services Page 6 of 28 4CREEKS
(15) calendar days; payment for all other completed work shall not be withheld.

Payment shall not be unreasonably withheld.

O. Task Orders may not be used to amend this Agreement and may not exceed the scope of work under this Agreement.

ARTICLE VI - TERMINATION
A. CITY reserves the right to terminate this Agreement upon thirty (30) calendar days written notice to CONSULTANT with the reasons for termination stated in the notice. In the event of such termination, CITY shall pay CONSULTANT for all services satisfactorily performed and all reasonable costs incurred, including non-cancelable commitments, up to the effective date of termination.

If CITY terminates this Agreement with CONSULTANT, CITY shall pay CONSULTANT the sum due to CONSULTANT under this Agreement prior to termination, unless the cost of completion to CITY exceeds the funds remaining in the Agreement, in which case the overage shall be deducted from any sum due CONSULTANT under this Agreement and the balance, if any, shall be paid to CONSULTANT upon demand.

ARTICLE VII - RETENTION OF RECORDS/AUDIT
For the purpose of determining compliance with Public Contract Code 10115, et seq. and Title 21, California Code of Regulations, Chapter 21, Section 2500 et seq., when applicable, and other matters connected with the performance of the Agreement pursuant to Government Code 8546.7, CONSULTANT, subconsultants, and CITY shall maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of the Agreement, including but not limited to the costs of administering the Agreement. All parties shall make such materials available at their respective offices at all reasonable times during the Agreement period and for three years from the date of final payment under the Agreement. The state, State Auditor, CITY, FHWA, City of Farmersville / 4Creeks. Inc. — Agreement for Services Page 7 of 28 4CREEKS
or any duly authorized representative of the Federal Government shall have access to any books, records, and documents of CONSULTANT and its certified public accountants (CPA) work papers that are pertinent to the Agreement and indirect cost rates (ICR) for audit, examinations, excerpts, and transactions, and copies thereof shall be furnished if requested.

ARTICLE VIII - [RESERVED]

ARTICLE IX - AUDIT REVIEW PROCEDURES
A. Any dispute concerning a question of fact arising under an interim or post audit of this Agreement that is not disposed of by agreement, shall be reviewed by CITY'S Chief Financial Officer.

B. Not later than 30 days after the issuance of the final audit report, CONSULTANT may request a review by CITY'S Chief Financial Officer of unresolved audit issues. The request for review will be submitted in writing.

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

D. CONSULTANT and subconsultant contracts, including cost proposals and ICR, are subject to audits or reviews such as, but not limited to, a contract audit, an incurred cost audit, an ICR Audit, or a CPA ICR audit work paper review. If selected for audit or review, the Agreement, cost proposal and ICR and related work papers, if applicable, will be reviewed to verify compliance with 48 CFR, Part 31 and other related laws and regulations. In the instance of a CPA ICR audit work paper review, it is CONSULTANT's responsibility to ensure federal, State, or local government officials are allowed full access to the CPA's work papers, including making copies as necessary. The Agreement, cost proposal, and ICR shall be adjusted by CONSULTANT and approved by LOCAL AGENCY contract manager to conform to the audit or review recommendations. CONSULTANT agrees that individual terms of costs identified in the audit report shall be incorporated into the Agreement by this reference if directed by LOCAL AGENCY at its sole discretion. Refusal by CONSULTANT to incorporate audit or review recommendations, or to ensure that federal, state or local governments have access to CPA work papers, will be considered a breach of Agreement terms and cause for termination of the Agreement and disallowance of prior reimbursed costs.

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ARTICLE X - [RESERVED]
ARTICLE XI - [RESERVED]
ARTICLE XII - [RESERVED]

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

B. CONSULTANT hereby certifies that it does not now have, nor shall it acquire, any financial or business interest that would conflict with the performance of services under this Agreement.

C. CONSULTANT hereby certifies that neither CONSULTANT, nor any firm affiliated with CONSULTANT, will bid on any construction contract resulting from this Agreement. An affiliated firm is one which is subject to the control of the same persons through joint ownership, or otherwise.

D. Except for subconsultants whose services are limited to providing surveying or materials testing information, no subconsultant who has provided design services in connection with this Agreement shall be eligible to bid on any construction contract resulting from this Agreement.

For breach or violation of this warranty, CITY shall have the right, in its discretion, to terminate the Agreement without liability; to pay only for the value of the work actually performed; or to deduct from the Agreement price, or otherwise recover, the full amount of such rebate, kickback or other unlawful consideration.

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ARTICLE XV - PROHIBITION OF EXPENDING LOCAL AGENCY, STATE OR FEDERAL FUNDS FOR

LOBBYING
A. CONSULTANT certifies to the best of his or her knowledge and belief that:

1. No state, federal or local agency appropriated funds have been paid, or will be paid by or on behalf of CONSULTANT to any person for influencing or attempting to influence an officer or employee of any state or federal agency; a Member of the State Legislature or United States Congress; an officer or employee of the Legislature or Congress; or any employee of a Member of the Legislature or Congress, in connection with the awarding of any state or federal contract; the making of any state or federal grant; the making of any state or federal loan; the entering into of any cooperative agreement; and the extension, continuation, renewal, amendment, or modification of any state or federal contract, grant, loan, or cooperative agreement.

2. If any funds other than federally appropriated funds have been paid, or will be paid, to any person for influencing or attempting to influence an officer or employee of any federal agency; a Member of Congress; an officer or employee of Congress, or an employee of a Member of Congress; in connection with this federal contract, grant, loan, or cooperative agreement, CONSULTANT shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying", in accordance with its instructions.

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

C. CONSULTANT also agrees, by signing this document, that he or she shall require that the language of this certification be included in all lower-tier subcontracts which exceed $100,000, and that all such sub-recipients shall certify and disclose accordingly.

ARTICLE XVI - STATEMENT OF COMPLIANCE
A. CONSULTANT's signature affixed herein, and dated, shall constitute a certification under penalty of perjury under the laws of the State of California that CONSULTANT City of Farmersville / 4Creeks. Inc. - Agreement for Services Page 10 ol28 4CREEKS
has, unless exempt, complied with the nondiscrimination program requirements of Government Code Section 12990 and Title 2, California Administrative Code, Section 8103.

B. During the performance of this Agreement, CONSULTANT and its subconsultants shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over 40), marital status, and denial of family care leave.

CONSULTANT and subconsultants shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. CONSULTANT and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 (a-f) et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. CONSULTANT and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.

ARTICLE XVII - DEBARMENT AND SUSPENSION CERTIFICATION
A. CONSULTANT's signature affixed herein shall constitute a certification under penalty of perjury under the laws of the State of California that CONSULTANT has complied with Title 2 CFR, Part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Non-procurement)", which certifies that he/she, or any person associated therewith in the capacity of owner, partner, director, officer, or manager, is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; has not been suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within the past three (3) years; does not have a proposed debarment pending; and has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years. Any exceptions to this certification must be disclosed to CITY.

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

C. Exceptions to the Federal Government Excluded Parties List System maintained by the General Services Administration are to be determined by the Federal Highway Administration.

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

B. This Agreement is valid and enforceable only if sufficient funds are made available to the City for the purpose of this Agreement; provided, however, that CITY shall remain obligated to compensate CONSULTANT for services satisfactorily performed priorto the date on which CITY provides notice that sufficient funds are no longer available. In addition, this Agreement is subject to any additional restrictions, limitations, conditions, or any statute enacted by the Congress, State Legislature, or City's governing board that may affect the provisions, terms, or funding of this Agreement in any manner.

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

City has the option to void the Agreement under the 30-day termination clause pursuant to Article VI, or by mutual agreement to amend the Agreement to reflect any reduction of funds.

ARTICLE XIX - CHANGE IN TERMS
This Agreement may be amended or modified only by mutual written agreement of the parties.

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

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

ARTICLE XX - [RESERVED]

ARTICLE XXI - CONTINGENT FEE
CONSULTANT warrants, by execution of this Agreement, that no person or selling agency has been employed, or retained, to solicit or secure this contract upon an agreement or understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees, or bona fide established commercial or selling agencies maintained by CONSULTANT for the purpose of securing business. For breach or violation of this warranty, City has the right to annul this Agreement without liability; pay only for the value of the work actually performed; or, in its discretion, to deduct from the contract price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

Not later than 30 days after completion of all work under the Agreement, CONSULTANT may request review by City's Governing Board of unresolved claims or disputes, other than audit. The request for review will be submitted in writing.

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

ARTICLE XXIII - [RESERVED]
City of Farmersville / Creeks, inc. — Agreement for Services Page 13 of 28 4CREEKS
ARTICLE XXIV - [RESERVED]

ARTICLE XXV - INSURANCE
A. CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:

B. Commercial General Liability Insurance with coverage at least as broad as Insurance Services Office form CG 0001 and minimum limits of Two Million Dollars ($2,000,000) per occurrence, Four Million Dollars ($4,000,000) annual general aggregate and Two Million Dollars ($2,000,000) products-completed operations aggregate for any personal injury, death, loss, or damage. The general aggregate limit shall apply separately to projects covered by this Agreement, or the general aggregate limit shall be twice the required per-occurrence limit. The coverage shall state that CONSULTANT'S insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

C. Automobile Liability Insurance, on an Insurance Services Office Business Auto Coverage form CA 00 01 (or equivalent), for any owned, non-owned or hired vehicle used in connection with the performance of this Agreement, with minimum limits of Two Million Dollars ($2,000,000) per accident for bodily injury and property damage.

D. Workers' Compensation insurance as required by the State of California and Employer's Liability with minimum limits of One Million Dollars ($1,000,000) each accident, One Million Dollars ($1,000,000) by disease-policy limit, and One Million Dollars ($1,000,000) by disease-each employee. The policy shall include a waiver of subrogation endorsement in favor of the CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns. Proof of Workers' Compensation insurance is not required if party provides written verification to the CITY that they have no employees.

Professional Liability Insurance that insures against professional errors and omissions that may be made in performing services in connection with this Agreement, with a minimum limit of Two Million Dollars ($2,000,000) per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement, and CONSULTANT agrees to maintain continuous coverage City of Farmersville / 4Creeks, Inc. — Agreement for Services Page 14 ol'28 4CREEKS
through a period no less than three years after completion of the services required by this Agreement.

CONSULTANT shall require each of its subconsultants or subcontractors to maintain insurance coverage that meets all of the requirements of this Agreement.

G. The policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least A:VIl in the latest edition of Best's Insurance Guide.

H. CONSULTANT agrees that if it does not maintain the insurance required in this Agreement in full force and effect, CITY shall provide CONSULTANT with written notice of the deficiency and CONSULTANT shall have ten (10) calendar days to cure. If CONSULTANT fails to cure within such period, CITY may either immediately terminate the Agreement or, if insurance is available at a reasonable cost, CITY may purchase the required insurance and pay the premium. Any such premium payments shall be deducted from any fees payable to CONSULTANT, or CONSULTANT shall reimburse CITY for any premium payments upon request.

1. Prior to commencement of work under this Agreement, CONSULTANT shall file with CITY's Risk Manager a certificate or certificates of insurance, including copies of all additional insured endorsements and waiver of subrogation endorsements, evidencing compliance with the insurance requirements in this Article. CONSULTANT agrees to provide complete, certified copies of any or all required insurance policies if requested by the CITY.

J. CONSULTANT shall provide proof that policies of insurance expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverage.

K. The general liability and automobile policies of insurance shall contain an endorsement naming CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns as additional insured. CONSULTANT'S general liability policy(s) shall be primary and shall not seek contribution from the CITY'S coverage, and be endorsed using Insurance Services Office form CG 20 10 (or equivalent). For construction projects, an endorsement providing completed operations coverage for the additional insureds on Insurance Services Office form CG City of Farmersville / #Creeks. Inc: — Agreement for Services Page 15 of 28 4CREEKS
20 37 (or equivalent) is also required. The policies shall contain an endorsement providing that the policies cannot be canceled or reduced except on thirty (30) days' prior written notice, except that ten (10) days' prior written notice shall apply in the event of cancellation for non-payment of premium. CONSULTANT agrees to require its insurer to modify the certificates of insurance to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions.

L. The insurance provided by CONSULTANT shall be primary to any other coverage available to CITY. Any insurance or self-insurance maintained by CITY, its officers, employees, agents or volunteers, shall be in excess of CONSULTANT's insurance and shall not contribute with it.

M. All insurance coverage provided pursuant to this Agreement shall not prohibit CONSULTANT, and CONSULTANT's employees, agents, subconsultants, subcontractors, or volunteers, from waiving the right of subrogation prior to a loss.

CONSULTANT hereby waives all rights of subrogation against CITY.

N. Any deductibles or self-insured retentions must be approved by the CITY. At the option of CITY, CONSULTANT shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONSULTANT shall procure a bond guaranteeing payment of losses and expenses.

O. If CONSULTANT is a Limited Liability Company, general liability coverage must be amended so that the Limited Liability Company and its managers, affiliates, employees, agents, and other persons necessary or incidental to its operation are insureds.

P. Procurement of insurance by CONSULTANT shall not be construed as a limitation of CONSULTANT's liability or as full performance of CONSULTANT's duties to indemnify, hold harmless and defend under Section 14 of this Agreement.

Furthermore, the requirements for coverage and limits shall be the minimum coverage and limits specified in this Agreement. No representation is made that the minimum City of Farmersville / 4Creeks, Inc — Agreement for Services Page 16 of 28 4CREEKS
insurance requirements of this Agreement are sufficient to cover the obligations of the CONSULTANT under this Agreement.

ARTICLE XXVI - OWNERSHIP OF DATA
A. Upon completion of all work under this Agreement and receipt by CONSULTANT of all payments due hereunder, ownership and title to all reports, documents, plans, specifications, and estimates produced as part of this Agreement will automatically be vested in CITY, and no further agreement will be necessary to transfer ownership to CITY. CONSULTANT shall retain a perpetual, irrevocable, non-exclusive, royalty-free license to use such work product for its own internal, portfolio, marketing, professional development, and similar project purposes. Notwithstanding the foregoing, CONSULTANT's pre-existing intellectual property, proprietary tools, and methodologies, and any improvements, modifications, or derivatives thereof, shall remain the property of CONSULTANT. CONSULTANT shall furnish the CITY with all necessary copies of data needed to complete the review and approval process.

It is understood and agreed that all calculations, drawings and specifications, whether in hard copy or machine-readable form, are intended for use in the construction of the project for which this Agreement has been entered into.

C. CONSULTANT is not liable for claims, liabilities, or losses arising out of, or connected with, the modification or misuse by CITY of the information, data, and work product:
provided by CONSULTANT under this Agreement, whether in hard copy or machine- readable form; further, CONSULTANT is not liable for claims, liabilities, or losses arising out of, or connected with, any use by CITY of the project documentation on other projects, for additions to this project, or for the completion of this project by others, except only such use as may be authorized in writing by CONSULTANT. CITY shall indemnify and hold harmless CONSULTANT from any claims, liabilities, or losses arising from CITY's modification, misuse, or unauthorized reuse of such work product.

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

E. CITY may permit copyright of reports or other agreement products. If copyrights are permitted, the agreement shall provide that the FHWA shall have the royalty-free, City of Farmersville / 4Creeks, Ine — Agreement for Services Page 17 ol 28 4CREEKS
nonexclusive and irrevocable right to reproduce, publish, or otherwise use, and to authorize others to use, the work for government purposes; provided, however, that such rights shall not extend to CONSULTANT's pre-existing intellectual property, proprietary tools, or methodologies.

ARTICLE XXVII - [RESERVED]

ARTICLE XXVIII - CONFIDENTIALITY OF DATA
A. All financial, statistical, personal, technical, or other data and information relative to CITY's operations, which are designated confidential by CITY and made available to CONSULTANT in order to carry out this Agreement, shall be protected by CONSULTANT from unauthorized use and disclosure.

B. Permission to disclose information on one occasion, or at a public hearing held by CITY relating to the Agreement, shall not authorize CONSULTANT to further disclose such information, or disseminate the same on any other occasion.

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

D. CONSULTANT shall not issue any news release or public relations item of any nature whatsoever, regarding work performed or to be performed under this Agreement, without prior review of the contents thereof by CITY, and receipt of CITY's written permission.

E. Any subcontract entered into as a result of this Agreement shall contain all of the provisions of this Article.

All information related to the construction estimate is confidential and shall not be disclosed by CONSULTANT to any entity other than CITY.

ARTICLE XXIX - [RESERVED]
ARTICLE XXX - [RESERVED]
City of Farmersville / 4Creeks, Inc — Agreement for Services • Page 18 ol28 4CREEKS

ARTICLE XXXI - RETENTION OF FUNDS
A. Any subcontract entered into as a result of this Agreement shall contain all of the provisions of this section.

B. No retainage will be withheld by the Agency from progress payments due the prime CONSULTANT. Retainage by the prime CONSULTANT or subconsultants is prohibited, and no retainage will be held by the prime CONSULTANT from progress payments due subconsultants. Any violation of this provision shall subject the violating prime CONSULTANT or subconsultants to the penalties, sanctions, and other remedies specified in Section 7108.5 of the California Business and Professions Code. This requirement shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to the prime CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by the prime CONSULTANT or deficient subconsultant performance, or non-compliance by a subconsultant. This provision applies to both DBE and non-DBE prime CONSULTANTS and subconsultants.

C. No retainage will be held by the Agency from progress payments due the prime CONSULTANT. Any retainage held by the prime CONSULTANT or subconsultants from progress payments due subconsultants shall be promptly paid in full to subconsultants within 30 days after the subconsultant's work is satisfactorily completed. Federal law (49 CFR 26.29) requires that any delay or postponement of payment over the 30 days may take place only for good cause and with the Agency's prior written approval. Any violation of this provision shall subject the violating prime CONSULTANT or subconsultant to the penalties, sanctions and other remedies specified in Section 7108.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies which are otherwise available to the prime CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by the prime CONSULTANT, deficient subconsultant performance, or noncompliance by a subconsultant. This provision applies to both DBE and non-DBE prime CONSULTANTS and subconsultants.

D. The Agency shall not hold retainage from the prime CONSULTANT, consistent with Section B of this Article, and shall make prompt and regular incremental acceptances City of Farmersville / 4Crecks. Inc. - Agreement for Services Page 19 of 28 4CREEKS
of portions, as determined by the Agency, of the contract work. The prime CONSULTANT, or subconsultant, shall return all monies withheld in retention from a subconsultant within thirty (30) days after receiving payment for work satisfactorily completed and accepted, including incremental acceptance of portions of the contract work by the agency. Federal law (49 CFR 26.29) requires that any delay or postponement of payment over thirty (30) days may take place only for good cause and with the agency's prior written approval. Any violation of this provision shall subject the violating prime CONSULTANT or subconsultant to the penalties, sanctions and other remedies specified in Section 7108.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to the prime CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by the prime CONSULTANT, deficient subconsultant performance, or noncompliance by a subconsultant. This provision applies to both DBE and non-DBE prime CONSULTANTS and subconsultants.

ARTICLE XXXII - INDEPENDENT CONTRACTOR
CONSULTANT will act hereunder as an independent contractor. This Agreement shall not, and is not intended to, constitute CONSULTANT as an agent, servant, or employee of CITY, and shall not, and is not intended to, create the relationship of partnership, joint venture or association between CITY and CONSULTANT.

ARTICLE XXXIII - INDEMNIFICATION
A. To the full extent permitted by law, CONSULTANT shall indemnify and hold harmless CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns from and against any claims, demands, causes of action, liability, losses, costs or expenses for any damage due to death or injury to any person and injury to any property to the extent arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of CONSULTANT or any of its officers, employees, servants, agents, subconsultants, subcontractors, volunteers or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement; provided, however, that CONSULTANT's total aggregate liability under this Agreement shall not exceed the total fees paid to CONSULTANT hereunder.

City of Farmersville / 4Creeks, Inc - Agreement for Services Page 20 of 28 4CREEKS
CONSULTANT shall reimburse CITY for reasonable attorneys' fees and costs of defense, to the extent caused by CONSULTANT's negligence, recklessness, or willful misconduct.

The parties understand and agree that this indemnity provision is subject to and shall be interpreted consistent with Civil Code Section 2782.8.

CONSULTANT's obligations under this or any other provision of this Agreement will not be limited by the provisions of any workers' compensation act or similar act.

CONSULTANT expressly waives its statutory immunity under such statutes of laws as to CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns, but only to the extent covered by CONSULTANT's insurance required under this Agreement.

C. CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those in this Section from each and every subconsultant, subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations for the benefit of CITY, CONSULTANT agrees to be fully responsible and indemnify and hold harmless CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property to the extent arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of CONSULTANT or any. of its officers, employees, servants, agents, subcontractors, volunteers or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys' fees.

D. CITY does not, and shall not, waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense. CONSULTANT agrees that CONSULTANT'S covenant under this Section shall survive the termination of this Agreement.

E. CONSULTANT agrees to pay all required taxes on amounts paid to CONSULTANT under this Agreement, and to indemnify and hold CITY harmless from any and all taxes, City of Farmersville / 4Creeks, Inc. — Agreement for Services Page 21 of 28 4crEEKS
assessments, penalties, and interest asserted against CITY by reason of the independent contractor relationship created by this Agreement. CONSULTANT shall fully comply with the workers' compensation laws regarding CONSULTANT and CONSULTANT's employees. CONSULTANT further agrees to indemnify and hold CITY harmless from any failure of CONSULTANT to comply with applicable workers' compensation laws. CITY shall have the right to offset against the amount of any fees due to CONSULTANT under this Agreement any undisputed amount due to CITY from CONSULTANT as a result of CONSULTANT's failure to promptly pay to CITY any reimbursement or indemnification arising under this Section, provided CITY gives CONSULTANT at least fifteen (15) calendar days' prior written notice specifying the amount and basis for such offset.

ARTICLE XXXIV - MUTUAL COOPERATION
A. CITY shall provide CONSULTANT with all pertinent data, documents and other requested information as is reasonably available for the proper performance of CONSULTANT's services.

B. In the event any claim or action is brought against CITY relating to CONSULTANT's performance in connection with this Agreement, CONSULTANT shall render any reasonable assistance that CITY may require. CONSULTANT shall be compensated for such assistance at the rates set forth in its most recent fee schedule.

ARTICLE XXXV - FORCE MAJEURE
CONSULTANT shall not be liable for any failure to perform if CONSULTANT presents acceptable evidence, in CITY's reasonable judgment, that such failure was due to causes beyond the control, and without the fault or negligence, of CONSULTANT.

ARTICLE XXXVI - NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on: (a) the day of delivery if delivered by hand or overnight courier service during CONSULTANT's and CITY's regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses set forth below, or to such other addresses as the parties may, from time to time, designate in writing.

City of Farmersville / 4Crecks, Inc. — Agreement for Services Page 22 o1'28 4CREEKS
If to CITY: If to CONSULTANT:

Attn: City Manager Attn: Traci Myers, Director
909 W. Visalia Rd. 324 S. Santa Fe Street
Farmersville, CA 93223 Visalia, CA 93292
Telephone: (559) 747-0458 Telephone: (559) 802-3052

ARTICLE XXXVII - PROHIBITION AGAINST ASSIGNMENT
CONSULTANT shall not delegate, transfer, subcontract or assign its duties or rights hereunder, either in whole or in part, without CITY's prior written consent, and any attempt to do so shall be void and of no effect. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.

ARTICLE XXXVIII - ATTORNEY'S FEES
In the event that the CITY or CONSULTANT commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to recover its costs of suit, including reasonable attorney's fees.

ARTICLE XXXIX - ENTIRE AGREEMENT
All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and provisions of any document incorporated by reference, the provisions of this Agreement shall prevail. This instrument contains the entire Agreement between CITY and CONSULTANT with respect to the subject matter herein. No other prior oral or written agreements are binding on the parties. Any modification of this Agreement will be effective only if it is in writing and executed by CITY and CONSULTANT.

ARTICLE XL - GOVERNING LAW; JURISDICTION
This Agreement shall be governed by and construed in accordance with the laws of the State of California. In the event of litigation between the parties, venue in State trial courts shall lie exclusively in Tulare County. In the event of litigation in a United States District Court, exclusive venue shall lie in the Central District of California.

City of Farmersville / 4Crecks. Ine — Agreement for Services Page 23 of 28 4CREEKS

ARTICLE XLI - SEVERABILITY
Wherever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law. If any provision of this Agreement is determined by a of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect.

ARTICLE XLII - CAPTIONS
The captions used in this Agreement are solely for reference and the convenience of the parties. The captions are not a part of the Agreement, in no way bind, limit, or describe the scope or intent of any provision, and shall have no effect upon the construction or interpretation of any provision herein.

ARTICLE XLIII — EXECUTION
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument.

TO EFFECTUATE THIS. AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement on the dates set forth below. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

CITY OF FARMERSVILLE: CONSULTANT: 4 CREEKS, INC.
----
--- .--
Jay Brock Traci Myers
City Manager Planning Director
Molly Muirhead
Chief Executive Officer
City of Farmersville / Creeks. Inc. - Agreement for Services Page 24 of 28 4CREEKS
ATTEST BY:

Rochelle Giovanni
City Clerk
APPROVED AS TO FORM:

Mike Farley
City Attorney
City of Farmersville / 4Crecks. Ine — Agreement for Services Page 25 of 28 4CREEKS
EXHIBIT "A" - SCOPE OF SERVICES
A. Short-Term Planning Services
4Creeks, Inc. ("CONSULTANT") shall provide short-term planning services to the City of Farmersville ("City") on an as-needed basis, including but not limited to:

1. Current planning and entitlement processing support (e.g., review of development applications, conditional use permits, variances, tentative maps, and site plan reviews)

2. Zoning code interpretation and administration support

3. Preparation of staff reports and recommendations for Planning Commission and City Council items

4. General plan consistency analysis for individual project applications

5. Environmental review support (CEQA compliance, initial studies, and exemption determinations) on a project-by-project basis

6. Public counter and customer service support for planning-related inquiries

7. Attendance at public hearings, staff meetings, and pre-application conferences as requested by the City

8. Other short-term or on-call planning tasks assigned by the City that do not constitute a discrete long-range planning project
Short-term planning services shall be billed on a time-and-materials basis at the hourly rates set forth in 4Creeks' current fee schedule in effect at the time services are rendered, attached hereto as Exhibit B. The City shall not be charged in excess of these hourly rates without prior written authorization. 4Creeks shall submit monthly invoices detailing the personnel, hours, and tasks performed.

B. Long-Range Planning Services
Long-range planning services - including, but not limited to, general plan updates or amendments, specific plans, zoning code updates, housing element updates, and other comprehensive or multi-phase planning efforts - are not included within the scope of short-term planning services described above. Such services shall be authorized and performed under a separate task order, with scope, schedule, and budget to be mutually agreed upon in writing by the City and 4Creeks prior to commencement of work.

City of Farmersville / 4Crecks. Inc. - Agreement for Services Page 26 of 28 4CREEKS
EXHIBIT "B" - SCHEDULE OF FEES
Effective June 1, 2025
4Creeks, Inc. Fee Schedule - Professional
Fees are based on the median hourly pay rate for employees in each classification, plus, indirect costs, overhead, and profit. These rates are effective for one year from the contract execution date. esign
Charges Charges
Classification Classification
Per Per
Hour Hour
Architectural Services Planning Services
Associate Architect $160 Assistant Planner $108
Architect $185 Associate Planner $129
Senior Architect $221 Planner $149
Principal Architect $252 Senior Planner $180
Principal Planner $216
Civil Engineering Services
Assistant Engineer $149 Project Manager
Associate Engineer $165 Associate Project Manager $124
Engineer $180 Associate Project Manager - Design $149
Senior Engineer $215 Project Manager $149
Principal Engineer $252 Project Manager - Design $175
Senior Project Manager $196
Principal PM $275
GiS Services Public Outreach Coordination
GiS Technician $108 Associate Outreach Coordinator $108 GIS Anaiyst/Developer $124 Outreach Coordinator $129
GIS Manager $149
Drone Pilot $180 Software Engineering Services
Assistant Software Engineer $93
Expert Witness Associate Software Engineer $113
Expert Witness $309 Software Engineer $139
Senior Software Engineer $170
Land Surveying Services Structural Engineering Services Assistant Surveyor $124 Associate Structural Engineer $149 Associate Surveyor $155 Structural Engineer $170
Land Surveyor $175 Senior Structural Engineer $196
Senior Surveyor $200 Principal Structural Engineer $221 Principal Land Surveyor $235
Senior Survey Manager $165 Technical Services
1-Man, Survey Crew• $185 Project Technician I $98
2-Man, Survey Crew * $268 Project Technician I! $113
3-Man, Survey Crew• $361 Project Technician I $129
City of Farmersville / 4Crecks, Inc. — Agreement for Services Page 27 of 28 4CREEKS
Project Technician IV $144
$245
Man, Survey Crew - Kern/kin $245 Utility Design Services Associate Utiity Designer $129
-Man, Survey Crew $400 Utility Designer $160
resno/Tulare/Tuolumn
2-Man, Survey Crew -Kern/Kings $400 Senior Utility Designer $201 2-Man, Survey Crew - Stanislaus $400
Water Consulting Services
3-Man, Survey Crew- $585 Associate Water Consultant $118 Fresno/Tulare/Tuolumne
3-Man, Survey Crew - Kern/kings $585 Water Consultant $144 Senior Water Consultant $175
Principal Water Consultant $215
Direct Charges
At cost plus fifteen percent (15%):
• Transportation and per-diem expenses (auto mileage @ current IRS rate, off-road charges $50.00/day) • Printing and reproduction: $0.03 per b/w copy, $0.12 per color copy, $0.80 per sq. ft. large printing • Equipment rentals, subcontractors, laboratory analyses *Prevailing wage rates are subject to change based on the DIR updates. 1 of 1
City of Farmersville / 4Creeks. Ine. — Agreement for Services d Page 28 or 28

CITY OF
STAFF REPORT Item #: 2
Action Items
FARMERSVILLE TO: Farmersville City Council
MEETING DATE: July 20, 2026
DEPARTMENT: Engineering
FROM: Jason Watts, City Engineer
AGENDA TITLE: One-year extension of the Professional Services Agreement with 4Creeks, Inc. for City Engineering and Surveying Services.

ACTION & RECOMMENDATION
Staff recommend that the City Council approve a one-year extension of the Professional Services Agreement between the City of Farmersville and 4 Creeks, Inc. for City Engineering and Surveying Services, for the term from July 1, 2026 through June 30, 2027, and authorize the City Manager to execute the Agreement subject to any minor amendments.

BACKGROUND | ANALYSIS
In February 2025, the City Council awarded a contract for City Engineering and Surveying Services to 4Creeks, Inc. following a competitive Request for Proposals process in which three firms submitted proposals (Staff Report 9A, February 10, 2025). Creeks was selected based on its qualifications, experience, and most competitive cost proposal, and the City Manager was authorized to execute the agreement.

The current agreement term is coming to an end, and 4Creeks has continued to provide City Engineering and Survey Services to the satisfaction of staff. Staff recommend the Council approve a one-year extension of the agreement, effective July 1, 2026 through June 30, 2027. The extension includes 4 Creeks current fee schedule with the scope of services remaining consistent with the original agreement.

FISCAL IMPACT
The agreement includes the current 4Creeks fee schedule. The not-to-exceed contract amount remains the same as the original agreement, which is nine hundred ninety-nine thousand, nine hundred ninety-nine dollars ($999,999). Funding for services will be provided through existing departmental budgets and project-specific funding sources as approved by the City Council through the annual budget process.

ATTACHMENTS

1. Professional Services Agreement between the City of Farmersville and 4Creeks, Inc.

AGREEMENT FOR SERVICES
City Engineering & Surveying Services
This Agreement is entered into this _day of _ 2026 between the City of FARMERSVILLE ("CITY") and 4 CREEKS, INC., a California Corporation ("CONSULTANT").

RECITALS
CITY has determined that it requires the following professional services from a consultant:

NOW THEREFORE, in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:

ARTICLE I - INTRODUCTION

1. DEFINITIONS
A. "Scope of Services": Such professional services as are set forth in Exhibit A (Scope of Services), attached hereto and incorporated herein by this reference.

B. "Approved Fee Schedule": Such compensation rates as are set forth in the fee schedule attached hereto as Exhibit B and incorporated herein by this reference.

C. "Commencement Date":

D. "Expiration Date": June 30, 2027

ARTICLE II - STATEMENT OF WORK

1. CONSULTANT'S SERVICES
A. Scope of Services. Subject to the terms and conditions set forth in this Agreement, CONSULTANT shall perform the services identified in the Scope of Services. The CITY shall have the right to request, in writing, changes in the scope of work or the services to be performed. Any changes mutually agreed upon by the parties, and any increase or decrease in compensation, shall be incorporated by written amendments to this Agreement.

City of Farmersville / 4Crecks, Ine —- Agreemem for Services Page 1of21 CONSULTANT is advised that any recommendation for Agreement award is not binding on CITY until the Agreement is fully executed and approved by CITY.

C. Standard of Performance. CONSULTANT shall perform all work in accordance with the degree of skill and care ordinarily exercised by qualified professionals performing similar services under similar circumstances at the same time and in the same locality, and in a manner reasonably satisfactory to CITY. CONSULTANT shall comply with all applicable federal, state and local laws, ordinances, codes and regulations.

B. Consultant Representative. For the purposes of this Agreement, Matthew Ainley, PE, is hereby designated as the principal and representative of CONSULTANT authorized to act on its behalf with respect to the services specified herein and make all decisions in connection therewith (the "Responsible Principal"). The Responsible Principal may not be changed by CONSULTANT without the prior written approval of CITY.

CONSULTANT may utilize the services of sub-consultants to undertake specific work tasks. Fees for services provided by sub-consultants shall be compensated as set forth in Exhibit B or with a standard 15% mark-up on actual costs spent.

E. CONSULTANT shall be responsible for payment of all employees' and sub-consultants' wages and benefits and shall comply with all requirements pertaining to employer's liability, workers' compensation, unemployment insurance, and Social Security.

City of Farmersville / 4Creeks. Ine. — Agreement for Services Page 2 o121

B. CONSULTANT'S Project Manager shall meet with City's Contract Administrator, as needed, to discuss progress on the Agreement.

The Agreement shall end on June 30, 2027, unless extended by Agreement amendment.

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

ARTICLE V - ALLOWABLE COSTS AND PAYMENTS
A. CONSULTANT will be reimbursed for hours worked at the hourly rate specified in CONSULTANT's Fee Schedule (Exhibit B).

B. In addition, CONSULTANT will be reimbursed for incurred (actual) direct costs other than salary costs that are in the Fee Schedule and identified in the Fee Schedule and in the executed Task Order.

C. Specific projects will be assigned to CONSULTANT through issuance of Task Orders.

D. After a project to be performed under this Agreement is identified by the CITY, the CITY will prepare a Iratt Task Order. A draft Task Order will identify the scope of services, expected results, projec leliverables, period of performance, project schedule and will designate a CITY Project Coordinator. The draft Task Order will be delivered to CONSULTANT for review. CONSULTANT shall return the draft Task Order within ten (10) calendar days along with a cost estimate, including a written estimate of the number of hours and hourly rates per staff person, any anticipated reimbursable expenses, overhead, fee if any, and total dollar amount. After agreement has been reached on the negotiable items and total cost, the finalized Task Order shall be signed by both the CITY and CONSULTANT.

F. Reimbursement for transportation and subsistence costs shall not exceed the rates as specified in the approved Fee Schedule.

G. When a milestone cost estimate is included in the approved Fee Schedule, CONSULTANT shall use commercially reasonable efforts to obtain prior written approval for a revised milestone cost estimate from the Contract Administrator before exceeding such an estimate. Failure to obtain prior written approval shall not relieve CITY of its obligation to pay for services actually and reasonably performed, provided Cily of Farmersville / 4Creeks. Inc. — Agreement for Services Page 3 of 21 CONSULTANT promptly notifies the Contract Administrator upon becoming aware that the estimate may be exceeded.

I. CONSULTANT shall not commence performance of work or services until this Agreement has been approved by the CITY, and notification to proceed has been issued by the CITY's Contract Administrator.

No payment will be made prior to approval or for any work performed prior to approval of this Agreement, except for work performed at the express written direction of the CITY's Contract Administrator.

J. A Task Order is of no force or effect until returned to CITY and signed by an authorized representative of CITY. No expenditures are authorized on a project, and work shall not commence until a Task Order for that project has been executed by CITY.

K. CONSULTANT will be reimbursed within thirty (30) calendar days of receipt by CITY's Contract Administrator of itemized invoices in triplicate. Separate invoices itemizing all costs are required for all work performed under each Task Order. Invoices shall be submitted no later than 45 calendar days after the performance of work for which CONSULTANT is billing, or upon completion of the Task Order. Invoices shall detail the work performed on each milestone, on each project as applicable. Invoices shall follow the format stipulated for the approved Fee Schedule and shall reference this Agreement number, project title and Task Order number. Credits due to the CITY that include any equipment purchased under the provisions of Article XI, Equipment Purchase, of this Agreement, must be reimbursed by CONSULTANT prior to the expiration or termination of this Agreement. CITY shall notify CONSULTANT in writing within fifteen (15) calendar days of receipt of any invoice of any disputed items, specifying the basis for the dispute; undisputed portions of any invoice shall be paid within the thirty (30) day period regardless of any dispute.

Any undisputed amounts not paid within such thirty (30) day period shall bear interest at the rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by law, whichever is less, from the date due until paid. Invoices shall be mailed to the CITY's Contract Administrator at the following address:

City of Farmersville
City Manager
909 W. Visalia Road, Farmersville, CA 93223
559-747-0458
L. The period of performance for Task Orders shall be in accordance with dates specified in the Task Order.

No Task Order will be written which extends beyond the expiration date of this Agreement; provided, however, that any Task Order issued prior to the expiration date shall remain in effect in accordance with its terms until completed, and CONSULTANT shall be entitled to full payment for services performed under such Task Order.

N. If the CONSULTANT fails to satisfactorily complete a deliverable according to the schedule set forth in a Task Order, CITY may withhold payment for the specific incomplete deliverable only, provided CITY City of Farmersville / 4Crecks, Inc.- Agreement for Services Page 4o1 21 provides CONSULTANT with written notice specifying the deficiency and a reasonable opportunity to cure, not to exceed fifteen (15) calendar days; payment for all other completed work shall not be withheld.

Payment shall not be unreasonably withheld.

O. Task Orders may not be used to amend this Agreement and may not exceed the scope of work under this Agreement.

P. The total amount payable by CITY for all Task Orders resulting from this Agreement shall not exceed nine hundred ninety-nine thousand, nine hundred and ninety-nine dollars ($999,999). It is understood and agreed that there is no guarantee, either expressed or implied, that this dollar amount will be authorized under this Agreement through Task Orders.

ARTICLE VI - TERMINATION
CITY reserves the right to terminate this Agreement upon thirty (30) calendar days written notice to CONSULTANT with the reasons for termination stated in the notice. In the event of such termination, CITY shall pay CONSULTANT for all services satisfactorily performed and all reasonable costs incurred, including non-cancelable commitments, up to the effective date of termination.

B. CITY may terminate this Agreement with CONSULTANT should CONSULTANT fail to perform the covenants herein contained at the time and in the manner herein provided, and such failure continues for fifteen (15) calendar days after CITY provides written notice to CONSULTANT specifying the nature of the default. In the event of such termination, CITY may proceed with the work in any manner deemed proper by CITY. If CITY terminates this Agreement with CONSULTANT, CITY shall pay CONSULTANT the sum due to CONSULTANT under this Agreement prior to termination, unless the cost of completion to CITY exceeds the funds remaining in the Agreement, in which case the overage shall be deducted from any sum due CONSULTANT under this Agreement and the balance, if any, shall be paid to CONSULTANT upon demand.

ARTICLE VII - COST PRINCIPLES AND ADMINISTRATIVE EQUIPMENT A. CONSULTANT agrees that the Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., shall be used to determine the cost allowability of individual items.

B. CONSULTANT also agrees to comply with federal procedures in accordance with 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments.

C. Any costs for which payment has been made to CONSULTANT that are determined by subsequent audit to be unallowable under 49 CFR, Part 18 and 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., are subject to repayment by CONSULTANT to CITY.

ARTICLE VIII - RETENTION OF RECORDS/AUDIT
For the purpose of determining compliance with Public Contract Code 10115, et seq. and Title 21, California Code of Regulations, Chapter 21, Section 2500 et seq., when applicable, and other matters connected with the performance of the Agreement pursuant to Government Code 8546.7, CONSULTANT, sub-consultants, and City of Farmersville / 4Creeks, Ine. — Agreement for Services Page 5 ol 21 CITY shall maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of the Agreement, including but not limited to the costs of administering the Agreement. All parties shall make such materials available at their respective offices at all reasonable times during the Agreement period and for three years from the date of final payment under the Agreement. The state, State Auditor, CITY, FHWA, or any duly authorized representative of the Federal Government shall have access to any books, records, and documents of CONSULTANT and its certified public accountants (CPA) work papers that are pertinent to the Agreement and indirect cost rates (ICR) for audit, examinations, excerpts, and transactions, and copies thereof shall be furnished if requested.

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

ARTICLE X - SUBCONTRACTING
Nothing contained in this Agreement or otherwise shall create any contractual relation between CITY and any sub-consultants), and no subcontract shall relieve CONSULTANT of its responsibilities and obligations hereunder. CONSULTANT agrees to be fully responsible to CITY for the acts and omissions of its sub-consultants) and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by CONSULTANT. CONSULTANT's obligation to pay its subconsultants) is an independent obligation from CITY'S obligation to make payments to the CONSULTANT.

City of Farmersville / 4Crecks. Ine. — Agreement for Services Page 6 o121 B. CONSULTANT shall perform the work contemplated with resources available within its own organization and no portion of the work pertinent to this Agreement shall be subcontracted without written authorization by CITY's Contract Administrator, except that which is expressly identified in the approved Cost Proposal.

C. CONSULTANT shall pay its sub-consultants within ten (10) calendar days from receipt of each payment made to CONSULTANT by CITY.

D. All subcontracts entered into as a result of this Agreement shall contain all the provisions stipulated in this Agreement to be applicable to sub-consultants.

Any substitution of sub-consultants) must be approved in writing by CITY's Contract Administrator prior to the start of work by the sub-consultants).

ARTICLE XI - EQUIPMENT PURCHASE
A. Prior authorization in writing, by CITY's Contract Administrator, shall be required before CONSULTANT enters into any unbudgeted purchase order, or subcontract exceeding $5,000 for supplies, equipment, or CONSULTANT services. CONSULTANT shall provide an evaluation of the necessity or desirability of incurring such costs.

B. For purchase of any item, service or consulting work not covered in CONSULTANT's Cost Proposal and exceeding $5,000, prior authorization by CITY's Contract Administrator is required; three competitive quotations must be submitted with the request, or the absence of bidding must be adequately justified.

C. Any equipment purchased as a result of this Agreement is subject to the following: "CONSULTANT shall maintain an inventory of all nonexpendable property. Nonexpendable property is defined as having a useful life of at least two years and an acquisition cost of $5,000 or more. If the purchased equipment needs replacement and is sold or traded in, CITY shall receive a proper refund or credit at the conclusion of the Agreement, or if the Agreement is terminated, CONSULTANT may either keep the equipment and credit CITY in an amount equal to its fair market value, or sell such equipment at the best price obtainable at a public or private sale, in accordance with established CITY procedures, and credit CITY in an amount equal to the sales price. If CONSULTANT elects to keep the equipment, fair market value shall be determined at CONSULTANT's expense, on the basis of a competent independent appraisal of such equipment.

Appraisals shall be obtained from an appraiser mutually agreeable to CITY and CONSULTANT. If it is determined to sell the equipment, the terms and conditions of such sale must be approved in advance by CITY." 49 CFR, Part 18 requires a credit to Federal funds when participating equipment with a fair market value greater than $5,000 is credited to the project.

ARTICLE XII - STATE PREVAILING WAGE RATES
A. CONSULTANT shall comply with the State of California's General Prevailing Wage Rate requirements in accordance with California Labor Code, Section 1770, and all Federal, State, and local laws and ordinances applicable to the work.

B. Any subcontract entered into as a result of this Agreement, if for more than $25,000 for public works construction or more than $15,000 for the alteration, demolition, repair, or maintenance of public works, shall contain all of the provisions of this Article, unless the awarding agency has an approved labor compliance program by the Director of Industrial Relations.

City of Farmersville / 4Creeks, Ine. - Agreement for Services Page 7o1 21 When prevailing wages apply to the services described in the scope of work, transportation and subsistence costs shall be reimbursed at the minimum rates set by the Department of Industrial Relations (DIR) as outlined in the applicable Prevailing Wage Determination. See www.dir.ca.gov.

ARTICLE XIII - CONFLICT OF INTEREST
CONSULTANT shall disclose any financial, business, or other relationship with CITY that may have an impact upon the outcome of this Agreement, or any ensuing CITY construction project. CONSULTANT shall also list current clients who may have a financial interest in the outcome of this Agreement, or any ensuing CITY construction project, which will follow. The current projects that the firm has prior to entering this contract are: Farmersville Water Feasibility Study, Citrus Avenue/Road 168 Roundabout, Farmersville Standard Engineering Specifications, Jennings Park, and Farmersville Municipal Code Updates.

CONSULTANT hereby certifies that it does not now have, nor shall it acquire, any financial or business interest that would conflict with the performance of services under this Agreement.

D. Except for sub-consultants whose services are limited to providing surveying or materials testing information, no sub-consultant who has provided design services in connection with this Agreement shall be eligible to bid on any construction contract resulting from this Agreement.

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

ARTICLE XV - PROHIBITION OF EXPENDING LOCAL AGENCY, STATE OR FEDERAL

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

Cay of Farmersville / 4Creeks, Ine.- Agreement for Services Page 8 ol'21

ARTICLE XVI - STATEMENT OF COMPLIANCE
A. CONSULTANT's signature affixed herein, and dated, shall constitute a certification under penalty of perjury under the laws of the State of California that CONSULTANT has, unless exempt, complied with the nondiscrimination program requirements of Government Code Section 12990 and Title 2, California Administrative Code, Section 8103.

B. During the performance of this Agreement, Consultant and its sub-consultants shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over 40), marital status, and denial of family care leave. Consultant and sub-consultants shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Consultant and sub- consultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 (a-f) et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. Consultant and its sub-consultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.

C. The Consultant shall comply with regulations relative to Title VI (nondiscrimination in federally-assisted programs of the Department of Transportation - Title 49 Code of Federal Regulations, Part 21 - Effectuation of Title VI of the 1964 Civil Rights Act). Title VI provides that recipients of federal assistance will implement and maintain a policy of nondiscrimination in which no person in the state of California shall, on the basis of race, color, national origin, religion, sex, age, or disability, be excluded from participation in, denied the benefits of, or subjected to discrimination under any program or activity by the recipients of federal assistance or their assignees and successors in interest.

D. The Consultant, with regard to the work performed by it during the Agreement, shall act in accordance with Title VI. Specifically, the Consultant shall not discriminate on the basis of race, color, national origin, religion, sex, age, or disability in the selection and retention of sub-consultants, including procurement of City of Farmersville / Creeks. Ine — Agreement for Services • Page 9o121 materials and leases of equipment. The Consultant shall not participate, either directly or indirectly, in the discrimination prohibited by Section 21.5 of the U.S. DOT's Regulations, including employment practices when the Agreement covers a program whose goal is employment.

Any exceptions to this certification must be disclosed to CITY.

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

C. Exceptions to the Federal Government Excluded Parties List System maintained by the General Services Administration are to be determined by the Federal Highway Administration.

B. This Agreement is valid and enforceable only if sufficient funds are made available to the City for the purpose of this Agreement; provided, however, that CITY shall remain obligated to compensate CONSULTANT for services satisfactorily performed prior to the date on which CITY provides notice that sufficient funds are no longer available. In addition, this Agreement is subject to any additional restrictions, limitations, conditions, or any statute enacted by the Congress, State Legislature, or City's governing board that may affect the provisions, terms, or funding of this Agreement in any manner.

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

D. City has the option to void the Agreement under the 30-day termination clause pursuant to Article VI, or by mutual agreement to amend the Agreement to reflect any reduction of funds.

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

City of Farmersville / 4Creeks. Inc. - Agreement for Services Page 10 of 21 CONSULTANT shall only commence work covered by an amendment after the amendment is executed and notification to proceed has been provided by City's Contract Administrator.

C. There shall be no change in CONSULTANT'S Project Manager or members of the project team, as listed in the approved Fee Schedule which is a part of this Agreement, without prior written approval by City's Contract Administrator.

ARTICLE XX - DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION A. This Agreement is subject to 49 CFR, Part 26, entitled "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs". Consultants who obtain DBE participation on this Agreement will assist Caltrans in meeting its federally mandated statewide overall DBE goal.

The goal for DBE participation for this Agreement is 10%. Participation by DBE consultant or sub- consultants shall be in accordance with information contained in the Consultant Proposal DBE Commitment (Exhibit 10-01), or in the Consultant Contract DBE Information (Exhibit 10-02), attached hereto and incorporated as part of the Agreement. If a DBE sub-consultant is unable to perform, CONSULTANT must make a good faith effort to replace him/her with another DBE sub-consultant, if the goal is not otherwise met.

C. DBEs and other small businesses, as defined in 49 CFR, Part 26, are encouraged to participate in the performance of contracts financed in whole or in part with federal funds. CONSULTANT or sub-consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Agreement. CONSULTANT shall carry out applicable requirements of 49 CFR, Part 26 in the award and administration of US DOT-assisted agreements. Failure by CONSULTANT to carry out these requirements is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as City deems appropriate.

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

E. A DBE firm may be terminated only with prior written approval from City and only for the reasons specified in 49 CFR 26.53(f). Prior to requesting City consent for the termination, CONSULTANT must meet the procedural requirements specified in 49 CFR 26.53(f).

F. A DBE performs a Commercially Useful Function (CUF) when it is responsible for execution of the work of the contract and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible with respect to materials and supplies used on the contract, for negotiating price, determining quality and quantity, ordering the material, and installing (where applicable) and paying for the material itself. To determine whether a DBE is performing a CUF, evaluate the amount of work subcontracted, industry practices, whether the amount the firm is to be paid under the contract is commensurate with the work it is actually performing, and other relevant factors.

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

H. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its contract with its own work force, or the DBE subcontracts a greater portion of the work of the contract than City of Farmersville / Creeks, Ine. — Agreement for Services Page 11 o121 would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF.

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

J. Upon completion of the Agreement, a summary of these records shall be prepared and submitted on the form entitled "Final Report - Utilization of Disadvantaged Business Enterprise (DBE), First-Tier Sub- consultants" (CEM-2402F [Exhibit 17-F of the LAPM]), certified correct by CONSULTANT or CONSULTANT's authorized representative, and shall be furnished to the Contract Administrator with the final invoice. Failure to provide the summary of DBE payments with the final invoice will result in twenty- five percent (25%) of the dollar value of the invoice being withheld from payment until the form is submitted. The amount will be returned to CONSULTANT when a satisfactory "Final Report - Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Sub-consultants" is submitted to the Contract Administrator.

K. If a DBE sub-consultant is decertified during the life of the Agreement, the decertified sub-consultant shall notify CONSULTANT in writing with the date of decertification. If a sub-consultant becomes a certified DBE during the life of the Agreement, the sub-consultant shall notify CONSULTANT in writing with the date of certification. Any changes should be reported to City's Contract Administrator within 30 days.

ARTICLE XXII - DISPUTES
A. Any dispute, other than audit, concerning a question of fact arising under this Agreement that is not disposed of by agreement, shall be decided by a committee consisting of City's Contract Administrator and City Manager, who may consider written or verbal information submitted by CONSULTANT. The committee shall render a written decision within thirty (30) calendar days of submission. If CONSULTANT disagrees with the decision, either party may pursue mediation before a mutually agreed-upon mediator prior to initiating litigation.

B. Not later than 30 days after completion of all work under the Agreement, CONSULTANT may request review by City's Governing Board of unresolved claims or disputes, other than audit. The request for review will be submitted in writing.

City of Farmersville / 4Creeks, Ine. — Agreement for Services Page 12 o1 21 C. Neither the pendency of a dispute, nor its consideration by the committee, will excuse CONSULTANT from full and timely performance in accordance with the terms of this Agreement, provided that CITY continues to make timely payment for undisputed amounts in accordance with the terms of this Agreement.

ARTICLE XXIII - INSPECTION OF WORK
CONSULTANT and any sub-consultant shall permit City, the state, and the FHWA, if federal participating funds are used in this Agreement, to review and inspect the project activities and files at all reasonable times during the performance period of this Agreement, including review and inspection on a daily basis.

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

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

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

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

ARTICLE XXV - INSURANCE
A. CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:

B. Commercial General Liability Insurance with coverage at least as broad as Insurance Services Office form CG 00 01 and minimum limits of Two Million Dollars ($2,000,000) per occurrence, Four Million Dollars ($4,000,000) annual general aggregate and Two Million Dollars ($2,000,000) products-completed operations aggregate for any personal injury, death, loss, or damage. The general aggregate limit shall apply separately to projects covered by this Agreement, or the general aggregate limit shall be twice the required per-occurrence limit. The coverage shall state that CONSULTANT'S insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

City of Farmersville / 4Creeks. Inc. - Agreement for Services Page 13 of 21 Workers' Compensation insurance as required by the State of California and Employer's Liability with minimum limits of One Million Dollars ($1,000,000) each accident, One Million Dollars ($1,000,000) by disease-policy limit, and One Million Dollars ($1,000,000) by disease-each employee. The policy shall include a waiver of subrogation endorsement in favor of the CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns. Proof of Workers' Compensation insurance is not required if party provides written verification to the CITY that they have no employees.

E. Professional Liability Insurance that insures against professional errors and omissions that may be made in performing services in connection with this Agreement, with a minimum limit of Two Million Dollars ($2,000,000) per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement, and CONSULTANT agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this Agreement.

F. CONSULTANT shall require each of its sub-consultants or subcontractors to maintain insurance coverage that meets all of the requirements of this Agreement.

G. The policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least A: VIl in the latest edition of Best's Insurance Guide.

I. Prior to commencement of work under this Agreement, CONSULTANT shall file with CITY's Risk Manager a certificate or certificates of insurance, including copies of all additional insured endorsements and waiver of subrogation endorsements, evidencing compliance with the insurance requirements in this Article. CONSULTANT agrees to provide complete, certified copies of any or all required insurance policies if requested by the CITY.

K. The general liability and automobile policies of insurance shall contain an endorsement naming CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns as additional insured. CONSULTANT'S general liability policys) shall be primary and shall not seek contribution from the CITY'S coverage, and be endorsed using Insurance Services Office form CG 20 10 (or equivalent). For construction projects, an endorsement providing completed operations coverage for the additional insureds on Insurance Services Office form CG 20 37 (or equivalent) is also required. The policies shall contain an endorsement providing that the policies cannot be canceled or reduced except on thirty (30) days' prior written notice, except that ten (10) days prior written notice shall apply in the event of cancellation for non-payment of premium. CONSULTANT agrees to require its insurer to modify the certificates of insurance to delete any exculpatory wording stating that failure of the insurer to mail written City of Farmersville / Crocks, Ine. — Agreement for Services Раде 14 of 21 notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions.

O.II CONSULTANT is a Limited Liability Company, general liability coverage must be amended so that the Limited Liability Company and its managers, affiliates, employees, agents, and other persons necessary or incidental to its operation are insureds.

Procurement of insurance by CONSULTANT shall not be construed as a limitation of CONSULTANT's liability or as full performance of CONSULTANT's duties to indemnify, hold harmless and defend under Section 14 of this Agreement.

Q. Any available insurance proceeds broader than, or in excess of, the specified minimum insurance requirements and/or limits shall be available to the additional insureds with respect to claims arising out of CONSULTANT's performance of this Agreement. Furthermore, the requirements for coverage and limits shall be the minimum coverage and limits specified in this Agreement. No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of the CONSULTANT under this Agreement.

ARTICLE XXVI - OWNERSHIP OF DATA
A. Upon completion of all work under this Agreement and receipt by CONSULTANT of all payments due hereunder, ownership and title to all reports, documents, plans, specifications, and estimates produced as part of this Agreement will automatically be vested in CITY, and no further agreement will be necessary to transfer ownership to CITY. CONSULTANT shall retain a perpetual, irrevocable, non-exclusive, royalty- free license to use such work product for its own internal, portfolio, marketing, professional development, and similar project purposes. [RA22.1][RA23.1] Notwithstanding the foregoing, CONSULTANT's pre- existing intellectual property, proprietary tools, and methodologies, and any improvements, modifications, or derivatives thereof, shall remain the property of CONSULTANT. CONSULTANT shall furnish the CITY with all necessary copies of data needed to complete the review and approval process.

B. It is understood and agreed that all calculations, drawings and specifications, whether in hard copy or machine-readable form, are intended for use in the construction of the project for which this Agreement has been entered into.

C. CONSULTANT is not liable for claims, liabilities, or losses arising out of, or connected with, the modification or misuse by CITY of the information, data, and work product provided by CONSULTANT under this Agreement, whether in hard copy or machine-readable form; further, CONSULTANT is not liable for claims, liabilities, or losses arising out of, or connected with, any use by CITY of the project City of Farmersville / 4Creeks. Ine. - Agreement for Services Page 15 ol 21 documentation on other projects, for additions to this project, or for the completion of this project by others, except only such use as may be authorized in writing by CONSULTANT. CITY shall indemnify and hold harmless CONSULTANT from any claims, liabilities, or losses arising from CITY's modification, misuse, or unauthorized reuse of such work product.

E. CITY may permit copyright of reports or other agreement products. If copyrights are permitted, the agreement shall provide that the FHWA shall have the royalty-free, nonexclusive and irrevocable right to reproduce, publish, or otherwise use, and to authorize others to use, the work for government purposes; provided, however, that such rights shall not extend to CONSULTANT's pre-existing intellectual property, proprietary tools, or methodologies.

ARTICLE XXVII - CLAIMS FILED BY CITY'S CONSTRUCTION CONTRACTOR A. If claims are filed by CITY's construction contractor relating to work performed by CONSULTANT's personnel, and additional information or assistance from CONSULTANT's personnel is required in order to evaluate or defend against such claims, CONSULTANT agrees to make its personnel available for consultation with CITY'S construction contract administration and legal staff and for testimony, if necessary, at depositions and at trial or arbitration proceedings.

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

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

Cin ol Farmersville / Crocks. Inc. - Agreement for Services Page 16o/21 E. Any subcontract entered into as a result of this Agreement shall contain all of the provisions of this Article.

F. All information related to the construction estimate is confidential and shall not be disclosed by CONSULTANT to any entity other than CITY.

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

ARTICLE XXX - EVALUATION OF CONSULTANT
CONSULTANT's performance will be evaluated by CITY. A copy of the evaluation will be sent to the CONSULTANT for comments. The evaluation, together with the comments, shall be retained as part of the contract record.

ARTICLE XXXI - RETENTION OF FUNDS
A. Any subcontract entered into as a result of this Agreement shall contain all of the provisions of this section.

B. No retainage will be withheld by the Agency from progress payments due the prime consultant. Retainage by the prime consultant or sub-consultants is prohibited, and no retainage will be held by the prime consultant from progress payments due sub-consultants. Any violation of this provision shall subject the violating prime consultant or sub-consultants to the penalties, sanctions, and other remedies specified in Section 7108.5 of the California Business and Professions Code. This requirement shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to the prime consultant or sub-consultant in the event of a dispute involving late payment or nonpayment by the prime consultant or deficient sub-consultant performance, or non-compliance by a sub-consultant. This provision applies to both DBE and non-DBE prime consultants and sub-consultants.

C. No retainage will be held by the Agency from progress payments due the prime consultant. Any retainage held by the prime consultant or sub-consultants from progress payments due sub-consultants shall be promptly paid in full to sub-consultants within 30 days after the sub-consultant's work is satisfactorily completed. Federal law (49 CFR 26.29) requires that any delay or postponement of payment over the 30 days may take place only for good cause and with the Agency's prior written approval. Any violation of this provision shall subject the violating prime consultant or sub-consultant to the penalties, sanctions and other remedies specified in Section 7108.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies which are otherwise available to the prime consultant or sub-consultant in the event of a dispute involving late payment or nonpayment by the prime consultant, deficient sub-consultant performance, or noncompliance by a sub- consultant. This provision applies to both DBE and non-DBE prime consultants and sub-consultants.

D. The Agency shall not hold retainage from the prime consultant, consistent with Section B of this Article, and shall make prompt and regular incremental acceptances of portions, as determined by the Agency, of City of Farmersville / 4Creeks. Inc.- Agreement for Services Page 17 of 21 the contract work. The prime consultant, or sub-consultant, shall return all monies withheld in retention from a sub-consultant within thirty (30) days after receiving payment for work satisfactorily completed and accepted, including incremental acceptance of portions of the contract work by the agency. Federal law (49 CFR 26.29) requires that any delay or postponement of payment over thirty (30) days may take place only for good cause and with the agency's prior written approval. Any violation of this provision shall subject the violating prime consultant or sub-consultant to the penalties, sanctions and other remedies specified in Section 7108.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to the prime consultant or sub-consultant in the event of a dispute involving late payment or nonpayment by the prime consultant, deficient sub-consultant performance, or noncompliance by a sub-consultant. This provision applies to both DBE and non-DBE prime consultants and sub-consultants.

ARTICLE XXXIII - INDEMNIFICATION
A. To the full extent permitted by law, CONSULTANT shall indemnify and hold harmless CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns from and against any claims, demands, causes of action, liability, losses, costs or expenses for any damage due to death or injury to any person and injury to any property to the extent arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of CONSULTANT or any of its officers, employees, servants, agents, sub-consultants, subcontractors, volunteers or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. CONSULTANT shall reimburse CITY for reasonable attorneys' fees and costs of defense, to the extent caused by CONSULTANT's negligence, recklessness, or willful misconduct. The parties understand and agree that this indemnity provision is subject to and shall be interpreted consistent with Civil Code Section 2782.8.

B. CONSULTANT's obligations under this or any other provision of this Agreement will not be limited by the provisions of any workers' compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns, but only to the extent covered by CONSULTANT's insurance required under this Agreement.

C. CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those in this Section from each and every sub-consultant, subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations for the benefit of CITY, CONSULTANT agrees to be fully responsible and indemnify and hold harmless CITY, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property to the extent arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of CONSULTANT or any of its officers, employees, servants, agents, subcontractors, volunteers or any other City of Farmersville / 4Crecks. Inc. - Agreement for Services Page 18 of 21 person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys' fees.

E. CONSULTANT agrees to pay all required taxes on amounts paid to CONSULTANT under this Agreement, and to indemnify and hold CITY harmless from any and all taxes, assessments, penalties, and interest asserted against CITY by reason of the independent contractor relationship created by this Agreement.

CONSULTANT shall fully comply with the workers' compensation laws regarding CONSULTANT and CONSULTANT's employees. CONSULTANT further agrees to indemnify and hold CITY harmless from any failure of CONSULTANT to comply with applicable workers' compensation laws. CITY shall have the right to offset against the amount of any fees due to CONSULTANT under this Agreement any undisputed amount due to CITY from CONSULTANT as a result of CONSULTANT's failure to promptly pay to CITY any reimbursement or indemnification arising under this Section, provided CITY gives CONSULTANT at least fifteen (15) calendar days' prior written notice specifying the amount and basis for such offset.

If to CITY: If to CONSULTANT:

Attn: City Manager Attn: Jason Watts, PE
909 W. Visalia Road 324 S. Santa Fe Street
City of Farmersville / 4Crecks. Ine. — Agreement for Services Page 19 of 31 Farmersville, CA 93223 Visalia, CA 93292
Telephone: (559) 747-0458 Telephone: (559) 802-3052

ARTICLE XXXX - GOVERNING LAW; JURISDICTION
This Agreement shall be governed by and construed in accordance with the laws of the State of California. In the event of litigation between the parties, venue in State trial courts shall lie exclusively in Tulare County. In the event of litigation in a United States District Court, exclusive venue shall lie in the Central District of California.

ARTICLE XXXXI - SEVERABILITY
Wherever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect.

ARTICLE XXXXII - CAPTIONS
The captions used in this Agreement are solely for reference and the convenience of the parties. The captions are not a part of the Agreement, in no way bind, limit, or describe the scope or intent of any provision, and shall have no effect upon the construction or interpretation of any provision herein.

City of Farmersville / 4Creeks, Inc. — Agreement for Services Page 20 of 21

ARTICLE XXXXIII - EXECUTION
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument.

TO EFFECTUATE THIS AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement on the dates set forth below. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

Note on the signature block: the original signature page contains handwritten signatures and stamps that OCR could not reliably capture. The names, titles, and layout below are reconstructed from what is legible and from the layout conventions used elsewhere in the document -. please compare against the signed PDF before relying on this section.

CITY OF FARMERSVILLE: CONSULTANT: 4 CREEKS, INC.

Jay Brock Matthew Ainley, PE
City Manager CEO/RMO/Principal Civil Engineer
Molly Muirhead
Vice President of Design
ATTEST BY:

Rochelle Giovanni
City Clerk
APPROVED AS TO FORM:

Mike Farley
City Attorney
City of Farmersville / 4Crocks. Ine. - Agreement for Services • Page 21 of 21 PROFESSIONAL SERVICES AGREEMENT BETWEEN 4CREEKS, INC.

AND CITY OF FARMERSVILLE

FOR PROFESSIONAL ENGINEERING & SURVEYING SERVICES

EXHIBIT A - SCOPE OF SERVICES
CONSULTANT agrees to provide consulting services on an as needed, on-call basis for projects to be determined during the term of the Agreement. The scope of work for this Agreement will vary, be requested on a task order basis, as need arises and be at the discretion of the City. The main categories of work and services to be provided may include:

GENERAL INTERIM CITY ENGINEER DUTIES:
• Provide technical advice to City personnel assigned to Public Works activities or as requested.
• Advise the City as to engineering and construction financing available from other governmental agencies and prepare and initiate applications for such funding as requested.
• Provide technical assistance for Capital Improvement projects including state and federal funded projects and related assignments.
• Provide technical assistance for water, sewer, and storm drain issues. • Prepare drawings, diagrams, graphs, charts, databases, spreadsheets, and tables using common desktop, computer-aided design, and/or GIS software programs. • Attend meetings such as City Council, Planning Commission, staff meetings, advisory groups, and other meetings as requested
• Prepare/review preliminary scoping, budget estimates, and project schedules. • Prepare reports, investigations, studies, and evaluations as, from time to time, may be required and directed by the City.
• Other engineering, survey, or other related tasks as needed and/or requested by the City.

DEVELOPMENT:
• Review tentative maps and other submittals for land divisions and proposed developments and make recommendations related to engineering matters. • Develop and update Capital Improvement Plans.
• Assist the City Manager on the Capital Improvement Program Budget to allow for the implementation of Master Plan Improvements.
• Prepare Opinions of Probable Costs in support of the City's Capital Improvement Program.
• Review and provide written comments on planning programs and land development matters.
• Provide special engineering reports regarding such matters as assessment district formation developer fees, and etc.
• Meet with developers and members of the public on proposed development projects in order to communicate the processes and procedures involved with engineering and infrastructure development.
• Check improvement plans for compliance with zoning requirements and City Design Standards and Specifications.
• Provide field observation and inspection of the construction of improvements by private developers within the public rights of way; recommend notice of completion and acceptance of the work.
• Review, check, and provide written recommendations for land use applications to City's Planning Department.
• Assist in the preparation of "Conditions of Approval" for proposed development projects.
• Evaluate and provide recommendations regarding developer's proposed mitigation measures for development projects
• Establish performance, labor, and material bond amounts, when required, and require the posting of such securities and other development fees within the proper time sequence of development review.
• Provide such necessary and related functions as are the normal practice of the City in the review of private developments.
• Check subdivision and parcel maps for compliance with California State Subdivision Map Act requirements. Stamp and sign subdivision maps, parcel maps, lot line adjustments, and other documents as necessary, as City surveyor. • Perform research and survey work related to property divisions and mergers. • Perform research and survey work related to public and private land ownership, public and private easements, public improvements, construction, and historic information. Perform all survey-related, and some engineering-related, computations and drawings using traditional methods and/or computer methods currently available within the City.
• Prepare and interpret deeds and descriptions.
• Develop legal descriptions and plat maps.

ENGINEERING/PROJECT SPECIFIC DUTIES:
• Provide engineering design and review of plans, specifications, estimates, and bid documents for a variety of public works projects. Provide bid assistance and construction support throughout project construction and assist with project closeout activities as needed to comply with applicable reporting requirements related to state or federal funding sources.
• Provide traffic engineering services, including the preparation of traffic warrant studies, review of traffic impact studies, and recommendation of traffic control measures.
• Provide construction management and inspection services for a variety of private development and capital improvement projects to ensure compliance with approved plans, specifications, City standards, and other applicable local, state, and federal requirements.
• Determine locations of property lines, boundaries, easements, and rights of way. • Conduct construction surveys for Capital Improvement Projects. • Establish and adjust benchmarks and monument street centerlines. • Conduct traditional topographic surveys and aerial topographic surveys to determine locations and elevations of existing improvements, structures, and topographic features. • Assist the City with their Geographic Information System (GIS).

EXHIBIT B
Effective June 1, 2025
4Creeks, Inc. Fee Schedule - Professional 4CREEKS
Fees are based on the median hourly pay rate for employees in each classification, plus, indirect costs, overhead, and profit. These rates are effective for one year from the contract execution date. Design Charges Per Charges Per
Classification Classification
Hour Hour
Architectural Services Planning Services
Associate Architect $160 Assistant Planner
$108
Architect $185 Associate Planner
$129
Senior Architect $221 Planner
$149
Principal Architect $252 Senior Planner $180
Principal Planner $216
Civil Engineering Services
Assistant Engineer $149 Project Manager
Associate Engineer $165 Associate Project Manager $124
Engineer $180 Associate Project Manager - Design
$149
Senior Engineer $215 Project Manager $149
Principal Engineer $252 Project Manager - Design $175
Senior Project Manager $196
Principal PM $275
GIS Services Public Outreach Coordination
GIS Technician $108 Associate Outreach Coordinator
$108
GIS Analyst/Developer $124 Outreach Coordinator $129
GIS Manager $149
Drone Pilot $180 Software Engineering Services
Assistant Software Engineer $93
Expert Witness Associate Software Engineer $113
Expert Witness $309
Software Engineer $139
Senior Software Engineer $170
Land Surveying Services Structural Engineering Services Assistant Surveyor $124 Associate Structural Engineer $149 Associate Surveyor $155 Structural Engineer $170
Land Surveyor $175 Senior Structural Engineer $196
Senior Surveyor $200 Principal Structural Engineer $221 Principal Land Surveyor $235
Senior Survey Manager $165 Technical Services
1-Man, Survey Crew* $185 Project Technician / $98
2-Man, Survey Crew * $268 Project Technician I $113
3-Man, Survey Crew* $361 Project Technician III $129
Project Technician IV $144
1-Man, Survey Crew - Fresno/Tulare/Tuolumne $245
1-Man, Survey Crew - Kern/Kings $245 Utility Design Services Associate Utility Designer $129
2-Man, Survey Crew - Fresno/Tulare/Tuolumne $400 Utility Designer $160 2-Man, Survey Crew - Kern/Kings $400 Senior Utility Designer $201 2-Man, Survey Crew - Stanislaus $400
Water Consulting Services
3-Man, Survey Crew - Fresno/Tulare/Tuolumne $585 Associate Water Consultant $118 3-Man, Survey Crew - Kern/Kings $585 Water Consultant $144 Senior Water Consultant $175
Principal Water Consultant $215
Direct Charges
At cost plus fifteen percent (15%:

Transportation and per-diem expenses (auto mileage @ current IRS rate, off-road charges $50.00/day) • Printing and reproduction: $0.03 per b/w copy, $0.12 per color copy, $0.80 per sq. ft. large printing Equipment rentals, subcontractors, laboratory analyses
*Prevailing wage rates are subject to change based on the DIR updates. 1 of 1

Farmersville City CouncilJuly 20, 2026

Farmersville City Council
July 20, 2026