26-887 RFP 12600774 — Fresno City Council, August 13, 2026

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PROJECT MANAGER: JEFF LONG
[email protected]
(559) 621-1436

Request for Proposals (RFP)
Contractor Services for:

Transit Design Guidelines
RFP No. 12600774
Scheduled Due Date:

Friday, February 27, 2026

Request for Proposals Contractor Services for Transit Design Guidelines RFP No. 12600774

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City of Fresno
Proposal Specifications
Table of Contents
I – INTRODUCTION ............................................................................................................ 3 INSTRUCTIONS TO CONTRACTORS ........................................................................... 6 ADDENDA ........................................................................................................................ 10 II – PROPOSAL AND CONTRACT DOCUMENTS .......................................................... 11 CHECK LIST ................................................................................................................. 12 BUSINESS LOCATION AND LICENSE ......................................................................... 13 COST PROPOSAL ........................................................................................................ 14 PROPOSER QUALIFICATION QUESTIONNAIRE ....................................................... 15 REFERENCES .............................................................................................................. 18 STATEMENT OF ACCEPTANCE OF THE INDEMNIFICATION ................................... 19 BIDDERS LIST .................................................................................................................. 20 DISCLOSURE OF CONFLICT OF INTEREST .............................................................. 26 SIGNATURE PAGE ....................................................................................................... 27 SAMPLE SERVICE CONTRACT ................................................................................... 30 III – GENERAL CONDITIONS .......................................................................................... 32 IV – SPECIAL CONDITIONS ............................................................................................ 39 V – INSURANCE REQUIREMENTS ................................................................................. 43 VI – FEDERAL CONDITIONS ........................................................................................... 48 VII – SCOPE OF WORK ................................................................................................... 59

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I – INTRODUCTION

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NOTICE INVITING PROPOSALS
Electronic proposals will be received via Planet Bids all in accordance with the Specifications for:

Request for Proposals for Contractor Services for Transit Design Guidelines Request for Proposals No. 12600774

The City of Fresno Department of Transportation/FAX (hereinafter “FAX”) is soliciting proposals from qualified consultants for the development of a Transit Design Guidelines and Toolkit. These tools are intended to systematically document findings into a robust resource to facilitate the efficient design and standardization of station elements and amenities for FAX's transit network. The primary goal of the Guidelines and Toolkit is to consolidate essential programmatic information necessary for the develop ment of passenger facilities, encompassing everything from small local bus stops to major neighborhood centers. The Contract shall be in effect for eighteen (18) months.

The RFP forms, Instructions to Contractors , copies of plans and/or specifications may be obtained from the City’s web site: http://www.fresno.gov, “Business”, “Doing Business”, “Bid Opportunities”.

Proposals must be submitted electronically via Planet Bids.

Proposals are to be submitted electronically using Planet Bids prior to the due date and time of 3 p.m. on Friday, February 27, 2026.

The City of Fresno hereby notifies all Contractors that no person shall be excluded from participation in, denied any benefits of, or otherwise discriminated against in connection with the award and performance of any contract on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation or on any other basis prohibited by law.

Services of an interpreter and additional accommodations can be made available. Requests for accommodations should be made at least five working days but no later than 48 hours prior to the scheduled meeting/event. Please contact the Project Manager, Jeff Long, listed on the cover at 559-621-1436 or [email protected].

The awarded contract will be funded in part by grants from the Federal Transit Administration (FTA) of the United States Department of Transportation. The award of any contract is subject to the requirements of financial assistance contracts between the City of Fresno and the U.S. Department of Transportation.

The City of Fresno encourages all prime Contractors to utilize qualified SBE (Small Business Enterprise) sub-Contractors on the City of Fresno projects and promotes the direct purchase of goods from qualified SBEs by utilizing SBE vendors when such vendors are available, and the price of the goods or services sought is reasonable.

The Contractor will be required to comply with all terms and conditions prescribed for third- party contracts by the U.S. Department of Transportation, Federal Transit Administration Request for Proposals Contractor Services for Transit Design Guidelines RFP No. 12600774

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(FTA). If FTA requires any change to this Contract to comply with its requirements, both parties agree to amend the Contract as required by FTA. If such changes cause an increase or decrease in the work to be performed by the Contractor or the time for such performance, then the compensation to be paid the Contractor and time of performance will be equitably adjusted.

The City of Fresno reserves the right to reject any and all proposals at its sole discretion.

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INSTRUCTIONS TO CONTRACTORS
General
No proposal will be considered for award unless it is submitted on the proposal forms furnished by the Project Manager, completely filled out, properly signed by the Proposer and filed electronically via Planet Bids on or before the date and time specified in the Notice Inviting Proposals. The time clock on Planet Bids will be the official clock for documenting the time of filing.

The City will award a Contract or reject any or all proposals within the time stated in the Specifications, and no proposal may be withdrawn within that period of time. Any award of a Contract exceeding $100,000, shall be subject to the approval of the City Council.

The City reserves the right to reject any and all proposals.

Submittal of Proposal
Each Proposer shall carefully examine each and every term of this Request for Proposal s; and each Proposer shall judge all the circumstances and conditions affecting its proposal. Failure on the part of any Proposer to make such examination and to investigate thoroughly shall not be grounds for any declaration that the Proposer did not understand the conditions of this Request for Proposals.

The Proposer shall comply with any and all federal, state, or local laws, now in effect or hereafter promulgated, which apply to the services and products herein specified.

This solicitation for proposals does not commit the City of Fresno to enter into a Contract or to pay any costs incurred in the preparation of responses to the request. The City of Fresno reserves the right to accept or reject any proposals, and to negotiate with any qualified source, or to cancel in part or in its entirety this Request for Proposals. It may accept the proposal that it considers to be in the interest of the City of Fresno, with or without negotiation.

The City reserves the right to waive any informality or minor irregularity when it is in the best interest of the City to do so, to negotiate for the modification of any proposal with mutual consent of the Proposer, to re-advertise for proposals if desired, and to accept the proposal which in the judgment of the City, even though it does not offer the lowest cost, is nevertheless deemed to offer the best value for the public and City. Any proposal which is incomplete, conditional, obscure, or which contains irregularities of any kind, may be cause for rejection.

Americans with Disabilities Act
Accessibility Requirements: Supplier warrants that it complies with California and federal disabilities laws and regulations; and the Services will conform to the accessibility requirements of WCAG 2.0AA.

Supplier agrees to promptly respond to and resolve any complaint regarding ac cessibility of its Services. The City may require Proposer to comply with these accessibility requirements if they are awarded a contract.

Public Records
The proposals received shall become the property of the City of Fresno and are subject to public disclosure. Those parts of a proposal which are defined by the Proposer as business or trade secrets as that term is defined in California Civil Code, Section 3426.1, and are reasonably marked " Trade Secrets", "Confidential", or "Proprietary", and placed in a separate envelope shall only be disclosed to the public if such disclosure is required or permitted under the California Public Records Act or Request for Proposals Contractor Services for Transit Design Guidelines RFP No. 12600774

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otherwise by law. Contractors who indiscriminately and without justification identify most, or all, of their proposal as exempt from disclosure may not be considered for award.

Selection Process and Evaluation Criteria
Proposal Evaluation
The City will establish a selection committee to score proposals based on the evaluation criteria stated herein.

The Selection Committee will review and evaluate all proposals after formal receipt. To receive proper consideration, the proposal must meet the requirements of these Specifications. The evaluation process will provide credit only for those capabilities an d advantages which are clearly stated in the Proposer's written proposals. In other words, advantages which are not stated will not be considered in the evaluation process.

Contractors whose proposals include a failure to comply with or take exception to these Specifications may not be considered for award and dropped from the evaluation process.

The Selection Committee will evaluate the proposals on the following criteria (in order of relative importance):
a. Qualification of Key Personnel
Describe the key personnel that will be assigned to the project, to include experience conducting design guidelines for transit agencies and demonstration of collaborative approaches with clients. Please include copies of all key personnel’s resumes.

b. Firm’s Past Performance

Describe the firm’s overall experience and past performance in providing services of a similar size and nature. Provide at least three (3) references for which similar services have been performed.

c. Cost
The scoring for costs is based on the lowest price in relation to the price offered. d. Approach to Work

The firm’s ability to demonstrate its understanding of the project’s scope and its proposed methodology to achieve the objectives of the project. The methodology should clearly demonstrate its merits by outlining the logic, advantage, and proven approach of the firm’s methodology.

The City reserves the right to accept or reject any or all proposals and may select, and negotiate with one or more Contractors concurrently, and enter into a Contract with such Proposer who is determined, by the City, to provide the services which are in the interest of the City. The City may agree to such terms and conditions as it may determine to be in its interest.

The Selection Committee reserves the right to request additional information from Contractors , to negotiate terms and conditions of the Contract, to visit sites, to request demonstrations or oral Request for Proposals Contractor Services for Transit Design Guidelines RFP No. 12600774

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presentations, to establish a competitive range, or ask Contractors to appear before the Selection Committee to clarify points of their proposal.

Any award shall be based on the criteria specified and made to the Proposer whose proposal is judged as providing the best value in meeting the interest of the City and the objectives of the project , in the City’s sole discretion.

The City reserves the right to make the selection of a Proposer based on any or all factors of value, whether quantitatively identifiable or not, including, but not limited to, the anticipated initiative and ability of the Proposer to perform the services set forth herein. The City reserves the right to not award to any proposer, at its sole discretion.

Time to Award/Reject
The Proposer agrees that the City may have ONE HUNDRED TWENTY (120) DAYS to accept or reject proposals. It is further understood that, if the Proposer to whom any award is made fails to enter into a Contract as provided in the Specifications, award may be made to another Proposer, who shall be bound to perform as if she/he had received the award in the first instance.

Questions, Clarifications, and Concerns
The Specifications describing this project have been carefully prepared. Any questions or concerns relating to these Specifications shall be directed in writing via Planet Bids or e -mail to [email protected]. Please include the proposal file number and the title of the project in the subject heading of your e-mail.

Questions will be accepted only up to ten (10) working days prior to the proposal date to allow the City, if necessary, to issue an addendum to all contractors stating revisions, deletions, or additions to be made to the Specifications as a result of any questions. If questions arise after the deadline, please contact the Project Manager, but the City will not guarantee a response.

The City will not be responsible for verbal responses made by parties other than the FAX designee.

Any questions concerning Disadvantaged Business Enterprise (DBE) issues shall be addressed to DBE Program staff at telephone No. (559) 621-1154 or email at [email protected].

Contacts with City Staff
Before an award is made, any contact with City staff, other than the P roject Manager or designee(s), without prior written authorization is strictly prohibited and may render the Proposer non-responsible.

Regulated Communications in City Procurement Process Ordinance The Regulated Communications in City Procurement Process Ordinance (Article 6, Chapter 4 of the Fresno Municipal Code) became effective May 7, 2004. With certain specified exceptions, the Ordinance provides that no Respondent, Bidder, Proposer (as the cas e may be) shall initiate, engage in, or continue any communication to or with any City elected official concerning or touching upon any matter which is the subject of this competitive procurement process.

Any Respondent, Bidder, Proposer or elected official (as the case may be) who initiates, engages in, continues in, or receives any regulated communication shall file the written disclosure required by the Regulated Communications in City Procurement Process Ordinance.

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Any Respondent, Bidder, or Proposer violating the Regulated Communications in City Procurement Process Ordinance may be disqualified from participating in this procurement process and/or determined to be non-responsible. Additionally, the City may set aside the award of a contract, prior to its execution, to a party found to have violated the Ordinance.

Note: The full text of Fresno Municipal Code, Chapter 4, Article 6 may be viewed on the City’s website at, http://www.fresno.gov “Departments”, “City Clerk,” and “Fresno Municipal Code and City Charter .” Or view the Fresno Municipal Code directly at:
https://library.municode.com/ca/fresno/codes/code_of_ordinances?nodeId=MUCOFR_CH4CIPUCOS A_ART6RECOELOFPRPR

LOCAL PREFERENCE
Fresno Municipal Code Section 4-109, Local Preference in Contracts for Consultant Services, provides for a local preference. Portions pertinent to this Contract are paraphrased as follows:

Except for those contracts funded by the federal or state government when such funding would be jeopardized because of this preference, the City of Fresno shall, in contracting for consulting services, give a primary preference to local firms, when such firms have the necessary qualifications, experience and expertise to complete the project being proposed, as determined by the City. A secondary preference shall be given to non- local firms which form an association for pecuniary profit with local firms for the project, wherein the benefit to the local firm(s) is an amount greater than 15% of the total contract price. 589440v1 The Agency shall certify, under penalty of perjury, that the Agency qualifies as a local firm. The preference is waived if the certification does not appear on the proposal. "Local firm" shall mean a firm with a fixed primary or branch office within a twenty -five mile radius of Fresno City Hall, located at 2600 Fresno Street in the City of Fresno, and a majority of the work on the project will be performed by employees who are permanently assigned to such office prior to the city requesting proposals for the project and whose regular duties would include local work on other than City projects.

Agency shall submit the form CERTIFICATION FOR LOCAL PREFERENCE with their proposal if they seek the benefit of local preference.

Debarment
A Proposer may be debarred from bidding or proposing upon or being awarded any contract with the City, or from being a subcontractor or supplier at any tier upon such contract, in accordance with the procedures in Fresno Municipal Code Section 4- 104 adopted by Council on May 17, 2018. The initial period of any such debarment shall not be less than one year and may be permanent depending on the violation. A Proposer may request a hearing, in accordance with Fresno Municipal Code Section 4- 104, upon receipt of a notice of proposed debarment from the City Manager or designee. A copy of the Ordinance may be obtained from the City Clerk’s Office, 2600 Fresno Street, Fresno, California 93721.

Outreach to Small Business Enterprises in Subcontracting The City of Fresno hereby notifies all Contractors that it is the City's policy to provide all small business enterprises, including minority, women, and disabled veteran business enterprises, equal access and Request for Proposals Contractor Services for Transit Design Guidelines RFP No. 12600774

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opportunity for participation in the performance of all construction contracts, professional service contracts, procurement of supplies, equipment and other services. Therefore, the City requests that a Proposer who intends to subcontract a portion of the work seek out small business enterprises that are potential subcontractors, suppliers, or consultants, and actively solicit their interest, capability , and prices.

Addenda
The City makes a concentrated effort to ensure any addenda issued relating to these Specifications are distributed to all interested parties. It shall be the Proposer's responsibility to inquire as to whether any addenda to the Specifications have been issued. Upon issuance by the City, all addenda are part of the proposal. The signature page must be signed on all addenda.

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II – PROPOSAL AND CONTRACT DOCUMENTS

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Proposer's Name _____________________________
(Submit with Proposal)

CHECK LIST
Contractors are requested to submit this Checklist and the following information, providing the content in the sequence shown below. If the documentation provided is incomplete, the Proposer may be ineligible for award of a Contract.

REQUIRED

[X] 1. COVER LETTER
[X] 2. BUSINESS LICENSE INFORMATION, page 13
[X] 3. COST PROPOSAL, page 14
[X] 4. PROPOSER QUALIFICATION QUESTIONNAIRE, page 15
[X] 5. REFERENCES, page 18
[X] 6. ACCEPTANCE OF INDEMNIFICATION & INSURANCE, page 19 [X] 7. BIDDERS LISTING OF SUBCONTRACTORS, page 20
[X] 8. DEBARMENT AND SUSPENSION CERTIFICATION, page 22
[X] 9. NONLOBBYING CERTIFICATION, page 23
[X] 10. LOCAL PREFERENCE, page 24
[X] 11. TAX LIABILITY CERTIFICATION, page 25
[X] 12. DISCLOSURE OF CONFLICT OF INTEREST, page 26
[X] 13. SIGNATURE PAGE, page 27
[_] 14. SAMPLE CERTIFICATION, page 29
[X] 15. SAMPLE SERVICE CONTRACT, page 30
[X] 16. ADDENDA - Signature page of all Addenda issued [X] 17. OTHER REQUIRED DOCUMENTS:
a.) Key Personnel Resumes

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Proposer's Name
(Submit with Proposal)

BUSINESS LOCATION AND LICENSE

BUSINESS LOCATION
The undersigned Proposer does not maintain a place of business in the City of Fresno.

The undersigned Proposer maintains a place of business in the City of Fresno at: , Fresno, CA .

BUSINESS LICENSE
The undersigned Proposer has a current City of Fresno Business License and the number is .

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Proposer’s Name: _________________________
(Submit with Proposal)

COST PROPOSAL
Having carefully examined the Request for Proposals, attachments and related documents, the undersigned proposes and agrees to provide to the City of Fresno, in accordance with the Specifications annexed hereto and made a part thereof, the services at the following rates:

Task #

Task Description

Costs
1 Project Development $_____________________
2 Development of Draft Transit Design Guidelines
and Toolkit $_____________________
3 Outreach and Engagement $_____________________
4 Final Documentation Development $_____________________ TOTAL COSTS $_____________________

Note: The proposer’s cost proposal will be a lump sum, firm fixed amount which shall include all labor, materials, taxes, fees, and any and all other expenses. The cost is not subject to any adjustment on the basis of the proposer’s cost experience in performing the contract.

The City will pay for only those items which it actually delivered or received during the term of the Contract.

The City reserves the right to reject any and all proposals at its sole discretion.

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Proposer’s Name: _________________________
(Submit with Proposal)

PROPOSER QUALIFICATION QUESTIONNAIRE
The undersigned Proposer submits the following information in accordance with the proposal Specifications:
(Use additional sheets as needed.)

1. a. Business Name (If using more than one business name, please list all names.):
_______________________________________________________________ _______________________________________________________________ _______________________________________________________________ b. Address: _____________________________________________________ Is your firm operating as a franchisee? Yes or No
If yes, list the franchiser, and number of years your business has been franchised:
_______________________________________________________________ _______________________________________________________________

2. Provide the names, titles, qualifications, years of experience, and years with your firm, for all key personnel in authority in your business, including the key personnel that will be involved in this project, and the extent to which they will be involved in the performance of this Contract.
_________________________________________________________________ _________________________________________________________________ _________________________________________________________________

3. How many years has your business been established? _____________________ How many years has your business been under your present name? ___________ How many years under former names? (List names and number of years) ___________________________________________________________________ ___________________________________________________________________ ___________________________________________________________________

4. How many years has your business been providing services? ________________

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Proposer's Name __________________________
(Submit with Proposal)
PROPOSER QUALIFICATION QUESTIONNAIRE (Continued)

5. What other types of services does your business provide? _____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

6. Do you have any affiliated companies? (If parent company, list subsidiaries and divisions. If subsidiary or division, name parent company, its principals , and their addresses):
_____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

7. Have there been any contract terminations for the services your firm performed before the fulfillment of the contract within the past three years? Yes or No a. If so, list the date, client, and reason for termination below:
_____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

8. How much experience does your staff have with NACTO standards? _____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

9. Outline your support services including establishing direct lines of communication between City staff and your project leads.
_____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

10. Provide past examples of corrective measures supplied for failure to meet minimum standards.
_____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

11. Explain how your company ensures full compliance with all required regulations. _____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

12. Describe your company’s approach to ensuring quality and comprehensive products and services.
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Proposer's Name __________________________
(Submit with Proposal)

PROPOSER QUALIFICATION QUESTIONNAIRE (Continued)

13. Submit a comprehensive plan for addressing the requirements listed in the Scope of Work.
_____________________________________________________________________ _____________________________________________________________________

14. Provide an organization chart, indicating full -time personnel, job titles, locations, and whether each individual works out of an office or is in the field. _____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

15. How does your company stay up to date with the latest industry trends and developments?
_____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

16. What differentiates your service from competitors, which attribute is most advantageous for FAX?
_____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

17. What is your company’s typical response times for resolutions to critical issues? _____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

18. Has your agency received any awards recognition, or commendations for past performance? Please share details.
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Proposer's Name ______________________________
(Submit with Proposal)

REFERENCES
Please list at least three references of similar size and type of services, including governmental agencies, if available.

1. AGENCY/COMPANY NAME:

ADDRESS:

CONTACT PERSON: PHONE NUMBER:

FAX NUMBER EMAIL

LENGTH OF CONTRACT: (YEARS)

TYPES OF SERVICES PROVIDED:

2. AGENCY/COMPANY NAME:

ADDRESS:

CONTACT PERSON: PHONE NUMBER:

FAX NUMBER EMAIL

LENGTH OF CONTRACT: (YEARS)

TYPES OF SERVICES PROVIDED:

3. AGENCY/COMPANY NAME:

ADDRESS:

CONTACT PERSON: PHONE NUMBER:

FAX NUMBER EMAIL

LENGTH OF CONTRACT: (YEARS)

TYPES OF SERVICES PROVIDED:

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Proposer's Name
(Submit with Proposal)

STATEMENT OF ACCEPTANCE OF THE INDEMNIFICATION

AND INSURANCE REQUIREMENTS
The Proposer shall sign below that the Proposer accepts in whole the Indemnification and Insurance Requirements set forth in these Specifications. If the Proposer takes exception to some portions, those portions shall be listed here below, and the Proposer shall sign that the Proposer accepts all portions of the requirements not listed.

Note: Any exceptions may cause a Proposer to not be awarded a contract.

DO NOT ACCEPT
If "DO NOT ACCEPT" is checked, please list exceptions:

Signature of Authorized Person
_____________________________________
Type or Print Name of Authorized Person
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Proposer's Name _____________
(Submit with Proposal)

BIDDERS LIST

Bidders are advised that, as required by federal law, the City is required to report to the U.S.

Department of Transportation participation for all Federally aided contracts each year so the attainment efforts may be evaluated.

The proposal will be considered non-responsive if this form is not fully completed.

List all Subcontractor information including, without limitation, those that will perform any portion of the work or provide any products for this project, even if the dollar amount of the work that will performed is less than one half (½) of one percent (1%) of the total bid amount.

Prime Contractor:

Name: __________________________________________________________________________ Address: ________________________________________________________________________ City: _______________________________ State: _______________ Zip Code: _______________ Check one: ☐ DBE or ☐ Non-DBE DBE Cert Number:__________________________________ NAICS code(s) (applicable to each scope of work the firm seeks to perform in its bid): ☐ Check if N/A _________________________________________________________________________________ Age of firm: _______________________________________________________________________ Annual Gross: ☐ less than $1 million ☐ $1-3 million ☐ $3-6 million ☐ $6-10 million ☐ over $10 million

Subcontractors: ☐ Check as N/A if a subcontractor(s) will not be used

Name: __________________________________________________________________________ Address: _________________________________________________________________________ City: _______________________________ State: _______________ Zip Code: ________________ Check one: ☐ DBE or ☐ Non-DBE DBE Cert Number:__________________________________ NAICS code(s) (applicable to each scope of work the firm seeks to perform in its bid): ☐ Check if N/A _________________________________________________________________________________ Age of firm: ______________________________________________________________________ Annual Gross: ☐ less than $1 million ☐ $1-3 million ☐ $3-6 million ☐ $6-10 million ☐ over $10 million

Name: __________________________________________________________________________ Address: _________________________________________________________________________ City: _______________________________ State: _______________ Zip Code: ________________ Check one: ☐ DBE or ☐ Non-DBE DBE Cert Number:__________________________________ NAICS code(s) (applicable to each scope of work the firm seeks to perform in its bid): ☐ Check if N/A _________________________________________________________________________________ Age of firm: ______________________________________________________________________ Annual Gross: ☐ less than $1 million ☐ $1-3 million ☐ $3-6 million ☐ $6-10 million ☐ over $10 million Request for Proposals Contractor Services for Transit Design Guidelines RFP No. 12600774

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Name: __________________________________________________________________________ Address: _________________________________________________________________________ City: _______________________________ State: _______________ Zip Code: ________________ Check one: ☐ DBE or ☐ Non-DBE DBE Cert Number:__________________________________ NAICS code(s) (applicable to each scope of work the firm seeks to perform in its bid): ☐ Check if N/A _________________________________________________________________________________ Age of firm: ______________________________________________________________________ Annual Gross: ☐ less than $1 million ☐ $1-3 million ☐ $3-6 million ☐ $6-10 million ☐ over $10 million

Name: __________________________________________________________________________ Address: _________________________________________________________________________ City: _______________________________ State: _______________ Zip Code: ________________ Check one: ☐ DBE or ☐ Non-DBE DBE Cert Number:__________________________________ NAICS code(s) (applicable to each scope of work the firm seeks to perform in its bid): ☐ Check if N/A _________________________________________________________________________________ Age of firm: ______________________________________________________________________ Annual Gross: ☐ less than $1 million ☐ $1-3 million ☐ $3-6 million ☐ $6-10 million ☐ over $10 million

Note: Use additional sheets if necessary
(Rev. 10-2025)
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Proposer's Name
(Submit with Proposal)

DEBARMENT AND SUSPENSION CERTIFICATION

Contractor and all subcontractors shall meet debarment, suspension, ineligibility, and voluntary exclusion requirements pursuant to Executive Order 12549. See Federal Requirements, of these Specifications. A list of excluded parties may be found at the following website:
https://sam.gov/content/home

Contractor shall return with its Proposal this form.

Note: Providing false information may result in criminal prosecution or administrative sanctions.

Date ____________________________________________________________ Signature______________________________________________________ Company Name_______________________________________________________ Title ___________________________________________________________ If registered on SAM.gov, please provide UEI: _______________________________

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Proposer's Name
(Submit with Proposal)

NON-LOBBYING CERTIFICATION

LOBBY RESTRICTIONS

Certification for Contracts, Grants, Loans, and Cooperative Agreements (To be submitted with each bid or offer exceeding $100,000) The undersigned [Contractor] certifies, to the best of his or her knowledge and belief, that:

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

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

3. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subreci pients shall certify and disclose accordingly.

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.

__________________________ Signature of Contractor's Authorized Official __________________________ Name and Title of Contractor's Authorized Official __________________________ Date

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Proposer's Name _______________________
(Submit with Proposal)

CERTIFICATION FOR LOCAL
PREFERENCE FOR: Request for
Proposals Contractor Services for
Transit Design Guidelines
RFP NO. 12600774

We certify that we qualify as a local business pursuant to Fresno Municipal Code Section 4- 109(b)(1).

Location of Business: Primary Office [ ]

Please provide street address Branch Office [ ] (No PO Box) (Please mark as applicable)

Address:

Phone:

The undersigned Respondent hereby declares under penalty of perjury under the laws of the State of California that the information contained on this CERTIFICATION FOR LOCAL PREFERENCE is correct and complete.

The above Statement is part of the Proposal. Signing this Proposal on the signature page thereof shall also constitute signature of this Certification.

Respondents are cautioned that making a false certification may subject the certifier to criminal prosecution.

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Proposer's Name
(Submit with Proposal)

Federal Tax Liability and Recent Felony Convictions Certification

FTA Master Agreement Section 4(g)

The undersigned [Contractor] certifies, to the best of his or her knowledge and belief, that they and their organization:

1. Does not have any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority respons ible for collecting the tax liability; and

2. Was not convicted of felony criminal violation under any Federal law within the preceding 24 months.

The Contractor agrees to flow this requirement down to participants at all lower tiers, without regard to the value of any subagreement.

Date ___________________________________________________________

Signature_______________________________________________________

Company Name__________________________________________________

Title ___________________________________________________________

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Proposer's Name
(Submit with Proposal)

DISCLOSURE OF CONFLICT OF INTEREST
YES* NO
1 Are you currently in litigation with the City of Fresno or any of its agents?

2 Do you represent any firm, organization, or person who is in litigation with the City of Fresno?

3 Do you currently represent or perform work for any clients who do business with the City of Fresno?

4 Are you or any of your principals, managers, or professionals, owners or investors in a business which does business with the City of Fresno, or in a business which is in litigation with the City of Fresno?

5 Are you or any of your principals, managers, or professionals, related by blood or marriage to any City of Fresno employee who has any significant role in the subject matter of this service?

6 Do you or any of your subcontractors have, or expect to have, any interest, direct or indirect, in any other contract in connection with this Project?

* If the answer to any question is yes, please explain in full below.

Explanation:

Signature

Date

Name

Company

Address

Additional page(s) attached.

City, State, Zip

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Proposer's Name______________________
(Submit with Proposal)

SIGNATURE PAGE
By my signature on this proposal I certify, under penalty of perjury under the laws of the State of California, that the statements contained in this proposal are true and correct.

PROPOSAL SUBMITTED BY:
(Please follow the instructions for each line, as explained below.) (1) ( ) ( ) Firm Phone Fax (2)
(Corp.) (Individual) (Partner) (Other)
(3)
Business Address

City State Zip Code
(4) By:

Signature of Authorized Person

Type or Print Name of Authorized Person and Title
Federal Tax I.D. No.: Date:

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INSTRUCTIONS FOR SIGNATURE PAGE
LINE 1: The name of the Proposer must be the same as that under which a license is issued, if a license is required. If the Proposer is a corporation, enter the exact name of the corporation under which it is incorporated; if Proposer is an individual, enter name; if Proposer is an individual operating under a trade name, enter name and dba (trade name in full); if a partnership, enter the correct trade style of the partnership; if a joint venture, enter exact names of entities joining in the venture.

LINE 2: Identify here the character of the name shown under (1), i.e., corporation (including state of incorporation), individual, partnership, or joint venture.

LINE 3: Enter the address to which all communications and notices regarding the Proposal and any Contract awarded thereunder are to be addressed.

LINE 4: (a) If the Proposer is a corporation, the Proposal must be signed by an officer or employee authorized to sign Contracts on behalf of the corporation evidenced by inclusion of one of the following certified by the secretary of the corporation, authorizing the officer or employee to sign contracts (sample certification attached):
a copy of the Secretary of State printout, a copy of the Articles of Incorporation, a copy of the Bylaws, a copy of the Board Resolution or Minutes authorizing the officer or employee to sign Contracts.
(b) If Proposer is an individual, he/she must sign the Proposal, or if the Proposal is signed by an employee or agent on behalf of the Proposer, a copy of a power of attorney must be on file with the City of Fresno prior to the time set for the due date or must be submitted with the Proposal.
(c) If the Proposer is a partnership, the Proposal must be signed by all general partners; or by a general partner(s) authorized to sign Contracts on behalf of the partnership evidenced by inclusion of either a copy of the Partnership Agreement or a recorded Statement of Partnership.
(d) If the Proposer is a joint venture, the Proposal must be signed by all joint venturers; or by a joint venturer(s) authorized to sign Contracts on behalf of the joint venture evidenced by inclusion of either a copy of the Joint Venture Agreement or a recorded Statement of Joint Venture; and if the joint venturer(s) is a corporation or a partnership signing on behalf of the Joint Venture, then Paragraphs (a) and c) above apply respectively.

Where Proposer is a partnership or a corporation, the names of all other general partners, or the names of the president and secretary of the corporation, and their business addresses must be typewritten below:

NAME ADDRESS

NOTE: All addresses must be complete with street number, City, State, and Zip Code.

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SAMPLE CERTIFICATION
I, , certify that I am the secretary Name
of the corporation named herein; that who signed this Name
Proposal on behalf of the corporation, was then of Title
said corporation; that said Proposal is within the scope of its corporate powers and was

duly signed for and on behalf of said corporation by authority of its governing body, as

evidenced by the attached true and correct copy of the
Name of Corporate Document
By:

Name:

Title: Secretary
Date:

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SAMPLE SERVICE CONTRACT

THIS CONTRACT is made and entered into by and between the CITY OF FRESNO, a California municipal corporation (City), and [Contractor Name], [Legal Identity] (Contractor) as follows:

1. CONTRACT DOCUMENTS . The "Notice Inviting Proposals," "Instructions to Contractors," "Proposal" and the "Specifications" including "General Conditions," "Special Conditions", “Federal Conditions”, “Functional Specifications” and “Technical Requirements” for the following: [Title] (Request for Proposals No. [Number]) copies of which are annexed hereto, together with all the documents specifically referred to in said annexed documents, including the Performance Bond, if required, are hereby incorporated into and made a part of this Contract, and shall be known as the Contract Documents.

2. PRICE. For the monetary consideration of [WRITTEN $ AMOUNT] DOLLARS AND [WRITTEN CENTS AMOUNT] CENTS ($[DOLLAR AMOUNT]) , as set forth in the Proposal, Contractor promises and agrees to perform or cause to be performed, in a good and workmanlike manner, and to the satisfaction of City, and in strict accordance with the Specifications, all of the work as set forth in the Contract Documents.

3. PAYMENT. City accepts Contractor's Proposal as stated and agrees to pay the consideration stated, at the times, in the amounts, and under the conditions specified in the Contract Documents.

4. INDEMNIFICATION. To the furthest extent allowed by law, including California Civil Code section 2782.8 (if applicable), CONTRACTOR shall indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage), and from any and all claims, demands and ac tions in law or equity (including reasonable attorney's fees, litigation expenses and cost to enforce this agreement) that arise out of, pertain to, or relate to the negligence, recklessness or willful misconduct of CONTRACTOR, its principals, officers, employees, agents or volunteers in the performance of this Agreement.

If CONTRACTOR should subcontract all or any portion of the services to be performed under this Agreement, CONTRACTOR shall require each subcontractor to indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers in accordance with the terms of the preceding paragraph.

This section shall survive termination or expiration of this Agreement.

[Signatures follow on the next page.]

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IN WITNESS WHEREOF, the parties have executed this Contract on the day and year here below written, of which the date of execution by the City shall be subsequent to that of the Contractor’s, and this Contract shall be binding and effective upon execution by both parties.

[CONTRACTOR NAME],
[Legal Identity]

By:

Name:

Title:
(If corporation or LLC., Board Chair, Pres.
or Vice Pres.)
Dated:

By:

Name:

Title:
(If corporation or LLC., CFO, Treasurer,
Secretary or Assistant Secretary)
Dated:

CITY OF FRESNO,
a California municipal corporation

By:

Dated:

ATTEST:

AMY ALLER, Interim City Clerk
City Clerk

By:

Date
Deputy

No signature of City Attorney required.

Standard Document #FIN-S Formal Bid
Contract – Product (05-2022) has been
used without modification, as certified by
the undersigned.

By:
[City Certifier Name]
[City Certifier Title]

City address:

City of Fresno
Attention: Jeff Long,
Senior Regional Planner
2223 G Street
Fresno, CA 93706

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III – GENERAL CONDITIONS

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III. GENERAL CONDITIONS

1. DEFINITIONS: Wherever used in the Specifications, including the Instructions to Contractors, the proposal, or any of the Contract Documents, the following words shall have the meaning herein given, unless the context requires a different meaning. (a) "City" and "City of Fresno" shall each mean the City of Fresno, CA, unless otherwise indicated.
(b) "City Manager" shall mean the City Manager of the City of Fresno. (c) "Contract" and "Contract Documents" shall each mean and refer to these Specifications, including the Instructions to Contractors , the proposal and any addenda thereto, the Contract and all City of Fresno specifications, and other papers and documents incorporated by reference into or otherwise referred to in any of the foregoing documents, whether or not attached thereto. (d) "Contractor" shall mean each person or entity awarded a Contract hereunder and named or to be named in the Contract with the City of Fresno to furnish the goods or services, or both, to be furnished under the Contract. (e) "Council" and "City Council" shall each mean the Council of the City of Fresno. (f) "Proposer" shall mean each person or entity submitting a proposal, whether or not such person or entity shall become a Contractor by virtue of award of a Contract by the City.
(g) "Specifications" shall mean the Contract Documents.

2. DELIVERY OF SERVICES: If Contractor is delayed providing services by (i) any acts or omissions of City or its employees, or others acting under authority of City by contract or otherwise, (ii) acts of God which Contractor could not reasonably have foreseen and provided for, (iii) illegal strikes, boycotts or like illegal obstructive action by employee or labor organizations, or (iv) any illegal general lockouts or other defensive action by employers, whether general or by organizations of employers; Contractor shall have no claim for damages against City for any such cause of delay, but shall be entitled to an extension of time as will reasonably compensate Contractor for actual loss of time occasioned thereby. Contractor may apply to the City Manager for such extension. However, no such extension of time shall be granted unless Contractor shall have notified the Contract Manager, in writing, within one week after the commencement or occurrence of the condition or event which is expected to cause a delay in delivery, of such condition or event and the actual or estimated number of days of delay anticipated on account thereof. The decision of the City Manager as to the number of additional days, if any, to be allowed for completion of delivery on account of such condition or event, will be given in writing to Contractor.

3. TERMINATION FOR CONVENIENCE : The City reserves the right to terminate this Contract for any reason, upon thirty (30) days written notice to the Contractor. In the event of such termination, the Contractor shall be paid for satisfactory service performed to the date of termination.

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4. TERMINATION FOR CAUSE:
a. If the Contractor shall fail to complete delivery, within the time or times specified herein, of all or any part of the materials, equipment, supplies or services to be provided under the Contract, the City Manager of the City of Fresno or designee, acting for and on behalf of the City, may at any time after the expiration of the time for cure, terminate the Contract as to the whole thereof, or in the event partial delivery has been made and accepted, as to such of the items or service to be furnished which have not been delivered or accepted prior to such termination.
b. The City may terminate this Contract if the Contractor materially breaches any of its obligations under this Contract and fails to commence and diligently pursue reasonable efforts to cure such breach within fifteen (15) days after written notice by the City specifically describing the breach.
c. Such termination shall be effective upon receipt by Contractor of written notice of termination from said City Manager or designee, which notice shall be deemed to have been received by Contractor, if mailed by certified mail , within forty -eight hours to Contractor's address as contained in the proposal to the City or, if personally delivered, upon the delivery thereof to Contractor, the authorized representative of Contractor, or to the Contractor's said address.

5. CONTRACT DOCUMENTS: Upon award of the Contract, the Contractor shall execute and submit all required documents to the Contract Manager, 2223 G Street Fresno, CA 93706 in a form acceptable to the City of Fresno within ten (10) calendar days from the date of Notice of Award. Failure to provide said documents within the designated period shall be sufficient cause to forfeit the proposal deposit and initiate a City departmental recommendation for City to award the Contract to another Proposer.

6. PRECEDENCE OF CONTRACT DOCUMENTS: The order of precedence of documents shall be: (1) Rules and Regulations of Federal Agencies relating to the source of funds for this project; (2) Supplemental Agreements, Change Orders, or Contract the one dated later having precedence over another dated earlier; (3) Special Conditions; (4) General Conditions; (5) Scope of Work.

Whenever any conflict appears in any portion of the Contract, it shall be resolved by application of the order precedence.

7. FEDERAL IMMIGRATION REFORM AND CONTROL ACT OF 1986: As a material part of any contract for a City of Fresno project, every Contractor who has employees who will work on a City of Fresno project, is required to comply with all of the provisions of the Federal Immigration Reform and Control Act of 1986 (P.L. 99 -603, 100 Stat. 3359). This requirement includes compliance with all of the employee documentation provisions. Furthermore, the Contractor will make any employee documentation required to comply with the Act immediately available to the City upon its request for each individual employee working on a City of Fresno project.

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8. WORKMANSHIP GUARANTY: The workmanship of the services to be performed for the City by the Contractor will be in accord with the Specifications, and where not specified, in accord with generally accepted standards.

9. ALTERATION OF TERMS: No alterations or variations of the terms of this Contract shall be valid unless made in writing and signed by both parties.

10. CONTRACT CHANGES : No changes or modifications to the Contract shall be made unless agreed to and signed by both parties. No prior, current or post award verbal agreement or agreements with any officer, agent or employee of the City shall affect or modify any terms or obligations of these Specifications or any Contract resulting from this procurement.

11. AMENDMENTS: The City of Fresno reserves the right to add, modify, or delete items from the Contract including Special Conditions or Scope of Work. Any changes shall be made only by means of a formal amendment signed by both the City and Contractor.

12. ASSIGNMENT: The Contract is personal to the Contractor and there shall be no assignment, transfer, sale, or subcontracting by the Contractor of its rights or obligations under the Contract without the prior written approval of the City. Any attempted assignment, transfer, sale, or subcontracting by the Contractor, its successors , or assigns, shall be null and void unless approved in writing by the City.

13. TERMINATION
BY CITY FOR NON-APPROPRIATION: In the event of non-appropriation relating to the Contract, City shall have the right to terminate the Contract at the end of any fiscal year of City, in the manner and subject to the terms specified in this paragraph. City shall endeavor to give written notice of such termination not less than sixty (60) days prior to the end of such fiscal year and shall notify Contractor of any anticipated termination. For purposes of this paragraph, "fiscal year " shall mean the twelve- month fiscal p eriod of City which commences on July 1 in every year and ends on the following June 30. For purposes of this paragraph, "non-appropriation" shall mean the failure of the City or City 's governing body to appropriate money for any fiscal year of City sufficient for the continued performance of the Contract by City.

14. INDEPENDENT CONTRACTOR: In the furnishing of the services provided for herein, the Contractor is acting as an independent contractor. Neither the Contractor, nor any of its officers, associates, agents or employees shall be deemed an employee, joint venturer, partner, or agent of the City for any purpose. However, the City shall retain the right to verify that the Contractor is performing its respective obligations in accordance with the terms of the Contract.

Because of its status as an independent contractor, Contractor and its officers, agents and employees shall have absolutely no right to employment rights and benefits available to City employees. Contractor shall be solely liable and responsible for all payroll and tax withholding and for providing to, or on behalf of, its employees all employee benefits including, without limitation, health, welfare and retirement benefits. In addition, together with its other obligations under this Agreement, Contractor shall be solely responsible, indemnify, defend and save City harmless from all matters relating to employment and tax withholding for and payment of Contractor’s employees, including, without limitation, (i) compliance with Social Security and Request for Proposals Contractor Services for Transit Design Guidelines RFP No. 12600774

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unemployment insurance withholding, payment of workers compensation benefits, and all other laws and regulations governing matters of employee withholding, taxes and payment; and (ii) any claim of right or interest in City employment benefits, entitlements, programs and/or funds offered employees of City whether arising by reason of any common law, de facto, leased, or co- employee rights or other theory. It is acknowledged that during the term of this Agreement, Contractor may be providing services to others unrelated to City or to this Agreement.

15. GOVERNING LAW AND VENUE: The Contract shall be governed by, and construed and enforced in accordance with, the laws of the State of California, excluding, however, any conflict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of the Contract and any rights and duties thereunder shall be Fresno County, California.

16. COMPLIANCE WITH LAW : In providing the services required under the Contract, Contractor shall at all times comply with all applicable laws of the United States, the State of California and the City of Fresno, and with all applicable regulations promulgated by Federal, State, regional, or local administrative and regulatory agencies, now in force and as they may be enacted, issued, or amended during the term of the Contract.

17. SEVERABILITY: The provisions of the Contract are severable. The invalidity, or unenforceability of any one provision in the Contract shall not affect the other provisions.

18. INTERPRETATION: The Contractor acknowledges that the Contract in its final form is the result of the combined efforts of the parties and that, should any provision of the Contract be found to be ambiguous in any way, such ambiguity shall not be resolved by construing th e Contract in favor or against any party, but rather by construing the terms in accordance with their generally accepted meaning.

19. ATTORNEY'S FEES: If either party is required to commence any proceeding or legal action to enforce or interpret any term, covenant or condition of the Contract, the prevailing party in such proceeding or action shall be entitled to recover from the other party its reasonable attorney's fees and legal expenses.

20. EXHIBITS: Each exhibit and attachment referenced in the Contract is, by the reference, incorporated into and made a part of the Contract.

21. MAINTENANCE OF RECORDS : Records of Contractor pertaining to the services hereunder shall be kept on a generally recognized accounting basis and shall be available to City or its authorized representatives upon request during regular business hours throughout the life of the Contract and for a period of three years after final payment and for the period of time required by law. In addition, all books, documents, papers, and records of Contractor pertaining to the Contract shall be available for the purpose of making audits, examinations, excerpts, and transcriptions for the same period of time. This section shall survive expiration or termination of the Contract.

22. RECYCLING: In the event Contractor maintains an office or operates a facility(ies), or is required herein to maintain or operate same, within the incorporated limits of the City of Fresno, Contractor at its sole cost and expense shall:

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(a) After award, immediately establish and maintain a viable and ongoing recycling program, approved by the City's Solid Waste Management Division, for each office and facility. Literature describing City recycling programs is available from City's Solid Waste Management Division and by calling City of Fresno Recycling Hotline at (559) 621-1111. (b) Immediately contact the Solid Waste Management Division at (559) 621- 1452 and schedule a free waste audit, and cooperate with such Division in their conduct of the audit for each office and facility.
(c) Cooperate with and demonstrate to the satisfaction of City's Solid Waste Management Division the establishment of the recycling program in paragraph (i) above and the ongoing maintenance thereof.

23. NOTICES: Any notice required or intended to be given to either party under the terms of this Contract shall be in writing and shall be deemed to be duly given if delivered personally or sent by United States registered or certified mail, with postage prepaid, return receipt requested, addressed to the party to which notice is to be given at the party's address set forth on the signature page of the Proposal in the case of the Contractor and at the address in the Special Conditions for mailing of invoic es in the case of City, or at such other address as the parties may from time to time designate by written notice. Notices served by United States mail in the manner above described shall be deemed sufficiently served or given at the time of the mailing thereof.

24. BINDING: Subject to Section 15 of these General Conditions, once this Contract is signed by all parties, it shall be binding upon, and shall inure to the benefit of, all parties, and each parties' respective heirs, successors, assigns, transferees, agents, servants, employees and representatives.

25. WAIVER: The waiver by either party of a breach by the other of any provision of this Contract shall not constitute a continuing waiver or a waiver of any subsequent breach of either the same or a different provision of this Contract. No provisions of this Contract may be waived unless in writing and signed by all parties to this Contract. Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein.

26. CUMULATIVE REMEDIES: No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity.

27. NO THIRD-PARTY BENEFICIARIES: The rights, interests, duties and obligations defined within this Contract are intended for the specific parties hereto as identified in the preamble of this Contract. Notwithstanding anything stated to the contrary in this Contract, it is not intended that any rights or interests in this Contract benefit or flow to the interest of any third parties.

28. EXTENT OF AGREEMENT : Each party acknowledges that they have read and fully understand the contents of this Contract. This Contract represents the entire and integrated agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations or agreements, either written or oral. This Contract may be modified only by written instrument duly authorized and executed by both City and Contractor.

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29. HEADINGS: The section headings in this Contract are for convenience and reference only and shall not be construed or held in any way to explain, modify or add to the interpretation or meaning of the provisions of this Contract.

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IV – SPECIAL CONDITIONS

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IV. SPECIAL CONDITIONS

1. PAYMENT: The Proposer shall invoice the City of Fresno monthly for costs incurred as its relates to the scope of work’s tasks and no more than the amounts listed in the cost proposal. Invoices shall conspicuously display the City’s contract number and shall be submitted to:

ATTENTION:

City of Fresno
Department of Transportation/FAX
Attn: Jeff Long
2223 G. Street
Fresno, CA 93706

Contractor hereby agrees not to assign the payment of any monies due Contractor from City under the terms of this Contract to any other individual(s), corporation(s) or entity(ies). City retains the right to pay any and all monies due Contractor directly to Contractor.

2. CHANGES TO CONTRACT DOCUMENTS: The City of Fresno may, from time to time, without invalidating the Contract, modify the Contract; by adding, deleting or changing sections of the Contract; by adding deleting or changing usage or space; by adding, deleting or changing Routine Work or P rojects; by adding deleting or changing Special Conditions; or by adding, deleting or changing Specifications. All such changes shall be ordered by means of a Written Change Order. Any changes in the compensation to Contractor resulting from such Change Orders shall be agreed upon by the City of Fresno and the Contractor. Additionally, the parties may modify the Contract by written amendment.

3. NOTICE TO PROCEED: Contractor shall not commence any work until he/she has received a written Notice to Proceed.

4. CONTRACT ADMINISTRATOR: The City of Fresno designates the Director, Department of Transportation/FAX , as Contract Administrator, who shall act on behalf of the City with respect to all aspects of this Contract. The City shall promptly notify Contractor in writing if the Contract Administrator is changed.

The Contract Administrator and designated representative shall have complete authority to require the Contractor to comply with all provisions of this Contract. Contractor shall strictly and promptly follow the instructions of the Contract Administrator. The Contract Administrator's decision upon all questions claims and disputes will be final and conclusive upon the parties of the Contract. The Contract Administrator shall exercise any discretionary authority in a reasonable manner.

The Contract Administrator shall decide any and all questions which may arise as to conformance of and acceptability of tools, equipment, supplies and all other materials and methods and procedures used in the performance of the Services with regard to the requirements included herein. The Contract Administrator shall decide all questions which may arise as to the interpretation of the Contract Documents relative to the Services and the fulfillment of the Contract on the part of Contractor.

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The Contract Administrator will determine the amount and quality of the several kinds of Services performed and materials furnished which are to be paid for under this Contract.

The Contract Administrator shall have the authority to require Contractor to make temporary changes in the assignment of routine work, tasks and task frequencies. Such temporary changes shall not affect the amount of payment to Contractor.

5. CONTRACT COORDINATOR: The Contract Administrator shall designate the Project Manager of Projects Development , Department of Transportation/FAX , as Contract Coordinator to monitor and inspect the performance and progress of the Services provided under this Contract.

The Contract Coordinator has no authority to alter, waive or revoke any provision of this Contract. Any failure of Contractor to comply with the provisions of the Contract may be called to the attention of the Contract Administrator by the Contract Coordinator.

The Contract Coordinator shall have the authority to suspend the performance of the Services and compensation to Contractor until the Contract Administrator can decide any questions at issue.

The Contract Coordinator shall perform frequent inspections of each work assignment. The emphasis during these inspections should concentrate on the existence of those factors which significantly affect the probability of the assignment being performed as specified.

The Contract Coordinator shall coordinate the activities of Contractor and the occupants to minimize any interference or delay to either party. The Coordinator shall submit suggestions regarding revisions of the specifications to the Contract Administrator. The Coordinator shall receive and respond, with clerical assistance, to requests, complaints, and suggestions concerning the performance of the work directed under the Contract.

The Contract Coordinator shall in no instance have the authority to act as a supervisor for Contractor, and shall not interfere with the Contractor in the supervision or direction of Contractor’s employees.

Any advice provided to Contractor by the Contract Coordinator shall in no way be construed as binding upon the City of Fresno, or release the Contractor from fulfilling the provisions of the Contract.

6. PERFORMANCE OF THE SERVICES: Contractor shall be responsible for the complete and timely performance of all the Services under this Contract and for all manner and type of tools, equipment, supplies and materials of every description required to successfully perform all Services under this Contract.

7. NON-PERFORMANCE OF SERVICES: Services shall be considered not to have been performed when, in the judgment of the Contract Administrator, any one or more of, but not limited to, the following conditions exist:

a. Adherence to established response times,

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b. Failure to provide reports per schedule and on time, or c. Failure to conform to the requirements per Scope of Work.

8. CONFIDENTIAL INFORMATION, OWNERSHIP OF DOCUMENTS AND COPYRIGHT LICENSE: Any reports, information, or other data prepared or assembled by the Contractor pursuant to this Agreement shall not be made available to any individual or organization by Contractor without prior written approval of the City. During the term of this Agreement, and thereafter, the Contractor shall not, without prior written consent of the City, disclose to anyone any Confidential Information. The term Confidential for the purpose of this Agreement shall include all proprietary marketing plans, financial information, designs, drawings, specifications, materials, compilations, documents, instruments, models, source of object codes and other information disclosed or submitted, orally, i n writing, or by any other medium or media. All Confidential Information shall be and remain confidential and proprietary in City.

If Contractor should subcontract all or any portion of the services to be performed under this Agreement, Contractor shall cause each subcontractor to also comply with the requirements of this section. This section shall survive expiration or termination of the Agreement.

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V – INSURANCE REQUIREMENTS

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V. INSURANCE REQUIREMENTS
(a) Throughout the life of this Agreement, CONTRACTOR shall pay for and maintain in full force and effect all insurance as required herein with an insurance company(ies) either (i) admitted by the California Insurance Commissioner to do business in the State of California and rated no less than “A-VII” in the Best’s Insurance Rating Guide, or (ii) as may be authorized in writing by CITY'S Risk Manager or his/her designee at any time and in his/her sole discretion.

The required policies of insurance as stated herein shall maintain limits of liability of not less than those amounts stated therein. However, the insurance limits available to CITY, its officers, officials, employees, agents and volunteers as additional insureds, shall be the greater of the minimum limits specified therein or the full limit of any insurance proceeds to the named insured.
(b) If at any time during the life of the Agreement or any extension, CONTRACTOR or any of its subcontractors fail to maintain any required insurance in full force and effect, all services and work under this Agreement shall be discontinued immediately, and all payments due or that become due to CONTRACTOR shall be withheld until notice is received by CITY that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to CITY. Any failure to maintain the required insurance shall be sufficient cause for CITY to terminate this Agreement. No action taken by CITY pursuant to this section shall in any way relieve CONTRACTOR of its responsibilities under this Agreement. The phrase “fail to maintain any required insurance” shall include, without limitation, notification received by CITY that an insurer has commenced proceedings, or has had proceedings commenced against it, indicating that the insurer is insolvent. (c) The fact that insurance is obtained by CONTRACTOR shall not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this Agreement. The duty to indemnify CITY shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONTRACTOR.

Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of CONTRACTOR, vendors, suppliers, invitees, contractors, sub- contractors, subcontractors, or anyone employed directly or indirectly by any of them.

MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:

1. The most current version of Insurance Services Office (ISO) Commercial General Liability Coverage Form CG 00 01, providing liability coverage arising out of your business operations. The Commercial General Liability policy shall be written on an occurrence form and shall provide coverage for “bodily injury,” “property damage” and “personal and advertising injury” with coverage for premises and operations (including the use of owned and non-owned equipment), products and completed operations, and contract ual liability (including, without limitation, indemnity obligations under the Agreement) with limits of liability not less than those set forth under “Minimum Limits of Insurance.”

2. The most current version of Commercial Auto Coverage Form CA 00 01, providing liability coverage arising out of the ownership, maintenance or use of automobiles in the course of your business operations. The Automobile Policy shall be written on an occur rence form and shall provide coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1- Any Auto).

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

4. Professional Liability (Errors and Omissions) insurance appropriate to CONTRACTOR’S profession.

MINIMUM LIMITS OF INSURANCE
CONTRACTOR, or any party the CONTRACTOR subcontracts with, shall maintain limits of liability of not less than those set forth below. However, insurance limits available to CITY, its officers, officials, employees, agents and volunteers as additional insureds, shall be the greater of the minimum limits specified herein or the full limit of any insurance proceeds available to the named insured:

1. COMMERCIAL GENERAL LIABILITY:
(i) $1,000,000 per occurrence for bodily injury and property damage; (ii) $1,000,000 per occurrence for personal and advertising injury; (iii) $2,000,000 aggregate for products and completed operations; and, (iv) $2,000,000 general aggregate applying separately to the work performed under the Agreement.

2. COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property damage.

3. WORKERS’ COMPENSATION INSURANCE as required by the State of California with statutory limits.

4. EMPLOYER’S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.

5. PROFESSIONAL LIABILITY (Errors and Omissions):
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.

UMBRELLA OR EXCESS INSURANCE
In the event CONTRACTOR purchases an Umbrella or Excess insurance policy(ies) to meet the “Minimum Limits of Insurance,” this insurance policy(ies) shall “follow form” and afford no less coverage than the primary insurance policy(ies). In addition, such Umbrella or Excess insurance policy(ies) shall also apply on a primary and non-contributory basis for the benefit of the CITY, its officers, officials, employees, agents and volunteers.

DEDUCTIBLES AND SELF-INSURED RETENTIONS
CONTRACTOR shall be responsible for payment of any deductibles contained in any insurance policy(ies) required herein and CONTRACTOR shall also be responsible for payment of any self-insured retentions.

OTHER INSURANCE PROVISIONS/ENDORSEMENTS
The General Liability and Automobile Liability insurance policies are to contain, or be endorsed to contain, the following provisions:

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1. CITY, its officers, officials, employees, agents and volunteers are to be covered as additional insureds. CONTRACTOR shall establish additional insured status for the City under the General Liability policy for all operations by use of endorsement s providing additional insured status as broad as that contained in ISO Form CG 20 10 11 85, CG 20 10 04 13 or CG 20 26 04 13.

2. The coverage shall contain no special limitations on the scope of protection afforded to CITY, its officers, officials, employees, agents and volunteers. Any available insurance proceeds in excess of the specified minimum limits and coverage shall be available to the Additional Insured.

3. CONTRACTOR’S insurance coverage shall be primary insurance with respect to the CITY, its officers, officials, employees, agents and volunteers. Any insurance or self-insurance maintained by the CITY, its officers, officials, employees, agents and volunteers shall be excess of CONTRACTOR’S insurance and shall not contribute with it. CONTRACTOR shall establish primary and non-contributory status on the General Liability policy by use of ISO Form CG 20 01 04 13, or by an executed endorsement that provides primary and non contributory status as broad as that contained in ISO Form CG 20 01 04 13.

4. All policies of insurance shall contain, or be endorsed to contain, the following provision:

CONTRACTOR and its insurer shall waive any right of subrogation against CITY, its officers, officials, employees, agents and volunteers.

5. All policies of insurance required herein shall be endorsed to provide that the coverage shall not be cancelled, non- renewed, reduced in coverage or in limits except after thirty (30) calendar days written notice by certified mail, return receipt requested, has been given to CITY.

CONTRACTOR is also responsible for providing written notice to the CITY under the same terms and conditions. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non-renewal, or reduction in coverage or in limits, CONTRACTOR shall furnish CITY with a new certificate and applicable endorsements for such policy(ies). In the event any policy is due to expire during the work to be performed for CITY, CONTRACTOR shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than fifteen (15) calendar days prior to the expiration date of the expiring policy.

6. Should any of the required policies provide that the defense costs are paid within the Limits of Liability, thereby reducing the available limits by any defense costs, then the requirement for the Limits of Liability of these policies will be twice the above stated limits.

7. The fact that insurance is obtained by CONTRACTOR shall not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this Agreement. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONTRACTOR. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of CONTRACTOR, its principals, officers, agents, employees, persons under the supervision of CONTRACTOR, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed directly or indirectly by any of them.

CLAIMS-MADE POLICIES
If the Professional Liability (Errors and Omissions) insurance policy is written on a claims-made form:

1. The retroactive date must be shown, and must be before the effective date of the Agreement or the commencement of work by CONTRACTOR.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement work or termination of the Agreement, whichever occurs first, or, in the alternative, the policy shall be endorsed to provide not less

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than a five (5) year discovery period.

3. If coverage is canceled or non- renewed, and not replaced with another claims -made policy form with a retroactive date prior to the effective date of the Agreement or the commencement of work by CONTRACTOR, CONTRACTOR must purchase “extended reporting” coverage for a minimum of five (5) years completion of the Agreement work or termination of the Agreement, whichever occurs first.

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

5. These requirements shall survive expiration or termination of the Agreement.

VERIFICATION OF COVERAGE
CONTRACTOR shall furnish CITY with all certificate(s) and applicable endorsements effecting coverage required hereunder. All certificates and applicable endorsements are to be received and approved by the CITY’S Risk Manager or his/her designee prior to CITY’S execution of the Agreement and before work commences. All non- ISO endorsements amending policy coverage shall be executed by a licensed and authorized agent or broker. Upon request of CITY, CONTRACTOR shall immediately furnish City with a complete copy of any insurance policy required under this Agreement, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy. This requirement shall survive expiration or termination of this Agreement.

SUBCONTRACTORS
If CONTRACTOR subcontracts any or all of the services to be performed under this Agreement, CONTRACTOR shall require, at the discretion of the CITY Risk Manager or designee, subcontractor(s) to enter into a separate side agreement with the City to provide required indemnification and insurance protection. Any required side agreement(s) and associated insurance documents for the subcontractor must be reviewed and preapproved by CITY Risk Manager or designee. If no side agreement is required, CONTRACTOR shall require and verify that subcontractors maintain insurance meeting all the requirements stated herein and CONTRACTOR shall ensure that CITY, its officers, officials, employees, agents, and volunteers are additional insureds. The subcontractors' certificates and endorsements shall be on file with CONTRACTOR, and CITY, prior to commencement of any work by the subcontractor.

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VI – FEDERAL CONDITIONS

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VI. FEDERAL CONDITIONS

This contract/purchase agreement is subject to a financial assistance contract between the City of Fresno and the Federal Transit Administration, which requires that this contract/agreement contain the following clauses:

NO GOVERNMENT OBLIGATION TO THIRD PARTIES

(1) The City and contractor/vendor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, t he Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the purchaser, contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract.

(2) The contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.

PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS (1) The contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. 3801 et seq. and U.S. DOT regulations, “Program Fraud Civil Remedies, “49 CFR Part 31, apply to its actions pertaining to this Projec t. Upon execution of the underlying contract, the contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed.

In addition to other penalties that may be applicable, the contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certificati on, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the contractor to the extent the Federal Government deems appropriate.
(2) The contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. 5307, the Government reserves the right to impose the penalties of 18 U.S.C. 1001 and 49 U.S.C. § 5323(l) on the contractor, to the extent the Federal Government deems appropriate.
(3) The contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions.

ACCESS TO RECORDS AND REPORTS

(1) Record Retention. The Contractor will retain and will require its subcontractors of all tiers to retain, complete and readily accessible records related in whole or in part to the contract, including, but not limited to, data, documents, reports, statistics, sub- agreements, leases,

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subcontracts, arrangements, other third- party agreements of any type, and supporting materials related to those records.

(2) Retention Period. The Contractor agrees to comply with the record retention requirements in accordance with 2 C.F.R. § 200.333. The Contractor shall maintain all books, records, accounts and reports required under this Contract for a period of at not less than three (3) years after the date of termination or expiration of this Contract, except in the event of litigation or settlement of claims arising from the performance of this Contract, in which case records shall be maintained until the disposition of all such litigation, appeals, claims or exceptions related thereto.

(3) Access to Records. The Contractor agrees to provide sufficient access to FTA and its contractors to inspect and audit records and information related to the performance of this contract as reasonably may be required.

(4) Access to the Sites of Performance . The Contractor agrees to permit FTA and its contractor’s access to the sites of performance under this contract as reasonably may be required.

FEDERAL CHANGES

(1) Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this contract. The Contractor’s failure to so comply shall constitute a material breach of this contract.

TERMINATION

(1) Termination for Convenience: The City of Fresno may terminate this contract, in whole or in part, at any time by written notice to the contractor. The contractor shall be paid its costs, including contract close out costs, and profit on work performed up to the time of termination.

The contractor shall promptly submit its termination claim to be paid by contractor. If the contractor has any property in its possession belonging to the City of Fresno, the contractor will account for the same, and dispose of it in the manner the City of Fresno directs.

(2) Termination for Default: If the contractor does not deliver supplies in accordance with the contract delivery schedule, or, if the contract is for services, the contractor fails to perform in the manner called for in the contract or if the contractor fails to comply with any other provisions of the contract, the City of Fresno may terminate this contract for default. Termination shall be effected by serving a notice of termination on the contractor setting forth the manner in which the contractor is in default. The contractor wil l only be paid the contract price for supplies delivered and accepted, or services performed in accordance with the manner of performance set forth in the contract.

(3) If it is later determined by the City of Fresno that the contractor had an excusable reason for not performing, such as a strike, fire, or flood, events which are not the fault of, or are beyond the control of the contractor, the City of Fresno, after setting up a new delivery or

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performance schedule, may allow the contractor to continue work, or treat the termination as a termination for convenience.

CIVIL RIGHTS

The City is an Equal Opportunity Employer. As such, the City agrees to comply with all applicable Federal civil rights laws and implementing regulations. Apart from inconsistent requirements imposed by Federal laws or regulations, the City agrees to comply with the requirements of 49 U.S.C. § 5323(h) (3) by not using any Federal assistance awarded by FTA to support procurements using exclusionary or discriminatory specifications.

Under this Agreement, the Contractor shall at all times comply with the following requirements and shall include these requirements in each subcontract entered into as part thereof.

(1) Nondiscrimination – In accordance with Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, religion, national origin, sex, disability, or age. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue.
(2) Equal Employment Opportunity – The following equal employment opportunity requirements apply to the underlying contract:
(a) Race, Color, Creed, National Origin, Sex . In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e et seq., and Federal transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. chapter 60, and Executive Order No. 11246, "Equal Employment Opportunity in Federal Employment," September 24, 1965, 42 U.S.C. § 2000e note, as amended by any later Executive Order that amends or supersedes it, referenced in 42 U.S.C. § 2000e note.

The Contractor agrees to take affirmative action to ensure that applicants ar e employed, and that employees are treated during employment, without regard to their race, color, religion, national origin, or sex (including sexual orientation and gender identity). Such action shall include, but not be limited to, the following: employment, promotion, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any i mplementing requirements FTA may issue.
(b) Age - In accordance with the Age Discrimination in Employment Act, 29 U.S.C. §§ 621- 634, U.S. Equal Employment Opportunity Commission (U.S. EEOC) regulations, “Age Discrimination in Employment Act,” 29 C.F.R. part 1625, the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6101 et seq., U.S. Health and Human Services regulations, “Nondiscrimination on the Basis of Age in Programs or Activities Receiving Federal Financial Assistance,” 45 C.F.R. part 90, and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

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(c) Disabilities - In accordance with section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794, the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. § 12101 et seq., the Architectural Barriers Act of 1968, as amended, 42 U.S.C. §4151 et seq., and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against individuals on the basis of disability. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (3) The contractor also agrees to include these requirements in each subcontract financed whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties.

DISADVANTAGED BUSINESS ENTERPRISE (DBE)

An Interim Final Rule (IFR) published by the U.S. Department of Transportation (DOT) on October 3, 2025, eliminates the presumption that a business is disadvantaged based solely on the owner’s race, ethnicity, or sex. As a result, the DBE program still exi sts, but there is a temporary suspension while firms are being recertified. No DBE goal will be placed on this project, and proposals will not be evaluated based on proposed DBE participation.

The contractor, subrecipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 C.F.R. part 26 in the award and administration of DOT-assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:

(1) Withholding monthly progress payments;

(2) Assessing sanctions;

(3) Liquidated damages; and/or

(4) Disqualifying the contractor from future bidding as non-responsible. 49 C.F.R. § 26.13(b).

PROMPT PAYMENT

The prime contractor agrees to pay each subcontractor under this prime contract for satisfactory performance of its contract no later than seven (7) days from the receipt of each payment the prime contractor receives from The City of Fresno. Any delay or postponement of payment from the above-referenced time frame may occur only for good cause following written approval of The City of Fresno. This clause applies to both DBE and non- DBE subcontracts.

The prime contractor agrees further to return retainage payments to each subcontractor within seven (7) days after the subcontractor’s work is satisfactorily completed. The prime contractor and The City of Fresno shall provide for prompt and regular increm ental acceptances of portions of the subcontractors work to release payment of retention. The prime contractor shall pay all retainage owed to the subcontractor for satisfactory completion of the accepted work within 7 days after The City of Fresno has inspected and approved subcontractor’s work (at all tier levels). The prime withholding a subcontractor’s retention until the end of the project is not

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permitted. Retention must be released upon completion of the DBE and non- DBE subcontractor’s work.

For purposes of this section, a subcontractors’ work is satisfactorily completed when all the tasks called for in the subcontract have been accomplished and documented as required by The City of Fresno. When The City of Fresno has made an incremental acceptance of a portion of a prime contract, the work of a subcontractor covered by that acceptance is deemed to be satisfactorily completed.

Upon completion of the subcontractor’s work, the prime must inspect the work. If accepted, the prime notifies The City of Fresno Project Manager for inspection. When The City of Fresno and the prime contractor at any tier have made an incremental acceptanc e of a portion of a subcontractor’s work, the work of the subcontractor covered by that acceptance is deemed to be satisfactorily completed. After The City of Fresno’s acceptance, the primes must release retention within 7 days. To assure accepted work and payment, subcontractors must submit acceptable documentation (conditional and unconditional releases, certified payroll, etc.) to the prime.

INCORPORATION OF FTA 4220.1G TERMS

(1) The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1G, dated January 17, 2025, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA - mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The contractor shall not perform any act, fail to perform any act, or refuse to comply with any City of Fresno request, which would cause the City of Fresno to be in violation of the FTA terms and conditions.

(2) Flow Down – The incorporation of FTA terms has unlimited flow down.

SUSPENSION AND DEBARMENT

The Contractor shall comply and facilitate compliance with U.S. DOT regulations, “Non- procurement Suspension and Debarment,” 2 C.F.R. part 1200, which adopts and supplements the U.S. Office of Management and Budget (U.S. OMB) “Guidelines to Agencies on Government Wide Debarment and Suspension (Non-procurement),” 2 C.F.R. part 180. These provisions apply to each contract at any tier of $25,000 or more, and to each contract at any tier for a federally required audit (irrespective of the contract amount), and to each contract at any tier that must be approved by an FTA official irrespective of the contract amount. As such, the Contractor shall verify that its principals, affiliates, and subcontractors are eligible to participate in this federally funded contrac t and are not presently declared by any Federal department or agency to be:

a) Debarred from participation in any federally assisted Award; b) Suspended from participation in any federally assisted Award; c) Proposed for debarment from participation in any federally assisted Award; d) Declared ineligible to participate in any federally assisted Award; e) Voluntarily excluded from participation in any federally assisted Award; or

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f) Disqualified from participation in any federally assisted Award.

By signing and submitting its bid or proposal, the bidder or proposer certifies as follows:

The certification in this clause is a material representation of fact relied upon by the City. If it is later determined by the City that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. part 180, subpart C, as supplemented by 2 C.F.R. part 1200, while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions.

RESOLUTION OF DISPUTES, BREACHES, OR OTHER LITIGATION

(1) The validity of this Agreement and of any of its terms and provisions, as well as the rights and duties of the parties, shall be governed by the laws of the State of California. In the event of litigation between the two parties, proper venue shall be laid in a court of competent jurisdiction in the County of Fresno, State of California.

(2) Disputes arising in the performance of this Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of (Recipient)’s Maintenance Manager. This decision shall be final and conclusive unles s with ten (10) days from the date of receipt of its copy, the Contractor mails or otherwise furnishes a written appeal to the Maintenance Manager. In connection with any such appeal, the Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of the Maintenance Manager shall be binding upon the contractor and the Contractor shall abide by the decision.

(3) Pending final resolution of a dispute hereunder, the Contractor shall proceed diligently with the performance of this Agreement and in accordance with the City’s decision.

LOBBYING
The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that:
(1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, 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 the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an em ployee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form -LLL, "Disclosure of Lobbying Activities," in accordance with its instructions.

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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. (3) The prospective participant also agrees by submitting his or her bid or proposal 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 subrecipients shall certify and disclose accordingly.

The certificate titled Non-Lobbying Certification must be completed and returned with your proposal. This certificate is located behind the form page 22.

CLEAN AIR

(1) The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office.

(2) The Contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA.

CLEAN WATER

(1) The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. § 1251 et seq .

The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office.

(2) The Contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA.

FLY AMERICA

Fly America Requirements:

(1) Definitions. As used in this clause- “International air transportation” means transportation by air between a place in the United States and a place outside the United States or between two places both of which are outside the United States. “United St ates” means the 50 States, the District of Columbia, and outlying areas. “U.S.-flag air carrier” means an air carrier holding a certificate under 49 U.S.C. Chapter 411.

(2) When Federal funds are used to fund travel, Section 5 of the International Air Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. 40118) (Fly America Act) requires contractors, recipients, and others use U.S. -flag air carriers for U.S. Government -financed international air transportation of personnel (and their personal effects) or property, to the

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extent that service by those carriers is available. It requires the Comptroller General of the United States, in the absence of satisfactory proof of the necessity for foreign- flag air transportation, to disallow expenditures from funds, appropriated or ot herwise established for the account of the United States, for international air transportation secured aboard a foreign- flag air carrier if a U.S.-flag air carrier is available to provide such services.

(3) If available, the contractor, in performing work under this contract, shall use U.S. -flag carriers for international air transportation of personnel (and their personal effects) or property.

(4) In the event that the contractor selects a carrier other than a U.S. -flag air carrier for international air transportation, the contractor shall include a statement on vouchers involving such transportation essentially as follows:

Statement of Unavailability of U.S.-Flag Air Carriers

International air transportation of persons (and their personal effects) or property by U.S. -flag air carrier was not available or it was necessary to use foreign- flag air carrier service for the following reasons. See FAR § 47.403.

Stated Reason(s):________________________________________________________ ___________________________________________________________________ ___________________________________________________________________

ENERGY CONSERVATION

(1) The contractor agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.

ADA ACCESS

(1) In accordance with section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794, the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. § 12101 et seq., the Architectural Barriers Act of 1968, as amended, 42 U.S.C. § 4151 et s eq., and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against individuals on the basis of disability. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

SAFE OPERATION OF MOTOR VEHICLES

(1) Seat Belt Use - The Contractor is encouraged to adopt and promote on- the-job seat belt use policies and programs for its employees and other personnel that operate company-owned vehicles, company -rented vehicles, or personally operated vehicles. The terms “company - owned” and “company -leased” refer to vehicles owned or leased either by the Contractor or City.

(2) Distracted Driver - The Contractor agrees to adopt and enforce workplace safety policies to decrease crashes caused by distracted drivers, including policies to ban text messaging while

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using an electronic device supplied by an employer, and driving a vehicle the driver owns or rents, a vehicle Contactor owns, leases, or rents, or a privately-owned vehicle when on official business in connection with the work performed under this agreement.

NOTICE OF LEGAL MATTERS AFFECTING THE FEDERAL GOVERNMENT

(1) The Contractor agrees that if a current or prospective legal matter that may affect the Federal Government emerges, the Contractor shall promptly notify the City of the legal matter in accordance with 2 C.F.R. §§ 180.220 and 1200.220.

(2) The types of legal matters that require notification include, but are not limited to, a major dispute, breach, default, litigation, or naming the Federal Government as a party to litigation or a legal disagreement in any forum for any reason.

(3) Matters that may affect the Federal Government include, but are not limited to, the Federal Government’s interests in the Award, the accompanying Underlying Agreement, and any Amendments thereto, or the Federal Government’s administration or enforcemen t of federal laws, regulations, and requirements.

(4) Additional Notice to U.S. DOT Inspector General . The contractor must promptly notify the City and U.S. DOT Inspector General in addition to the FTA Chief Counsel or Regional Counsel for the Region in which the City is located, if the contractor has knowledge of potential fraud, waste, or abuse occurring on a Project receiving assistance from FTA. The notification provision applies if a person has or may have submitted a false claim under the False Claims Act, 31 U.S.C. § 3729, et seq., or has or may have committed a criminal or civil violation of law pertaining to such matters as fraud, conflict of interest, bid rigging, misappropriation or embezzlement, bribery, gratuity, or similar misconduct involving federal assistance. This responsibility occurs whether the Project is subject to this Agreement or an other agreement between the City and FTA, or an agreement involving a principal, officer, employee, agent, or Third-Party Participant of the City. It also applies to subcontractors at any tier. Knowledge, as used in this paragraph, includes, but is not lim ited to, knowledge of a criminal or civil investigation by a Federal, state, or local law enforcement or other investigative agency, a criminal indictment or civil complaint, or probable cause that could support a criminal indictment, or any other credible information in the possession of the contractor. In this paragraph, “promptly” means to refer information without delay and without change. This notification provision applies to all divisions of the Recipient, including divisions tasked with law enforcement or investigatory functions.

(5) The Contractor further agrees to include the above clause in each subcontract, at every tier, financed in whole or in part with Federal assistance provided by the FTA.

PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE

SERVICES OR EQUIPMENT
The Contractor agrees to comply with 2 CFR 200.216 and Public Law 115- 232, Section 889, and may not 1) procure or obtain; 2) extend or renew a contract to procure; or 3) enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system for this federally

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funded agreement. As described in, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). a) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities).

b) Telecommunications or video surveillance services provided by such entities or using such equipment.

c) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonabl y believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.

TRAFFICKING IN PERSONS

Contractor agrees that it and its employees that participate in the contract, may not: Engage in severe forms of trafficking in persons during the period of time the contract is in effect, procure a commercial sex act during the period of time that the contract is in effect, or use forced labor in the performance of the contract or subcontracts thereunder. Contractor will inform City immediately of any information it receives from any source alleging a violation of the prohibitions listed in section.

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VII – SCOPE OF WORK

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VII. SCOPE OF WORK

PROJECT INFORMATION:

With a population of 591,531 people, Fresno is the fifth largest city in California covering an area of 159 square miles. Fresno Area Express (FAX) is the public transit agency and paratransit operator serving the City of Fresno. The FAX fixed-route network consists of a fleet of 138 buses, 110 in operation during peak periods servicing 18 routes covering 457 directional route miles. Paratransit operations are serviced by a fleet of 50 vehicles. In FY202 4, FAX provided 9,606,251 passenger trips while Handy Ride provided 154,181 transit trips.

The FAX fixed- route network consists of 1,518 bus stops. Because of the wide range of weather conditions experienced in Fresno, ranging from occasional sub-freezing temperatures in the winter to routine 100+ degree summers, bus stop shading is an important element of this project. A key focus of this project is recommendations for low -cost, and even temporary shading options for those fixed-route transit bus stops without shading.

SCOPE OF WORK:

This scope defines the comprehensive requirements for the selected vendor to undertake the development of the Transit Design Guidelines and Toolkit. These tools are intended to systematically document findings into a robust resource to facilitate the efficient design and standardization of station elements and amenities for FAX 's transit network. The primary goal of the Guidelines and Toolkit is to consolidate essential programmatic information necessary for the development of passenger facilities, encompas sing everything from small local bus stops to major neighborhood centers.

The foundation of the Transit Design Guidelines and Toolkit will be built upon NACTO standards, including lane configurations, stop locations, and bicycle interactions, customized to suit FAX's specific needs and operational context. The selected vendor will integrate existing FAX data and collaborate closely with the City of Fresno and Caltrans to ensure alignment with regional standards and requirements. Given Fresno's diverse weather conditions, including temperature extremes, particular emphasis will be placed on developing creative shading solutions. This will include exploring low -cost and temporary shading options that enhance passenger comfort and safety.

The resulting document will serve as a comprehensive guidebook, providing clear and actionable guidelines for the design and implementation of transit facilities across the FAX fixed-route network. By establishing a standardized approach, FAX aims to streamline future development efforts, improve consistency in station design, and enhance the overall quality of transit services provided to the community.

Task 1 – Project Management
The selected vendor will operate as an extension of FAX staff by providing project management, facilitating information exchange, coordinating, and conducting internal meetings, and the quality assurance (QA) review of deliverables. The project team will coordinate with the FAX Project Manager to manage the successful execution of this scope of work. The Project Management task ensures efficient delivery of the Transit Design Guidelines and Toolkit development project, facilitating seamless coordination and communication among stakeholders. Key activities include:

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1. General
a. Manage project activities over an anticipated 18- month duration within allocated budget and timeline.
b. Coordinate closely with FAX Project Manager, FAX Capital Development, FAX Operations, FAX Assets and Facilities, City of Fresno Public Works, and City of Fresno Planning as required.

2. Meetings
a. Conduct a kick-off meeting at project onset with selected vendor staff, FAX Project Manager, FAX staff, City staff, and relevant agencies.
b. Initially hold weekly progress meetings, transitioning to bi -monthly or as needed, utilizing both in-person and virtual platforms for optimal participation. c. Internal meetings with City staff, as necessary.

3. Progress Reports
a. Prepare and submit monthly progress reports coinciding with invoice submissions.

4. Project Schedule Management
a. Develop and maintain a detailed project schedule, tracking milestones and deliverables throughout the project lifecycle.
b. Manage meeting logistics including agendas, materials, and minutes to ensure effective communication and progress tracking.

Task 2 – Development of Draft Transit Design Guidelines and Toolkit The purpose of this task is to develop a comprehensive Draft Transit Design Guidelines and Toolkit that builds upon NACTO standards and addresses specific needs of the FAX transit network. The Draft Guidelines and Toolkit will serve as essential resources for the systematic development of transit facilities, ranging from local bus stops to major transit centers, across Fresno. The Draft Design Guidelines and Toolkit will be developed into a resource that defines a clear vision for transit facilities and a set of standard transit amenities that create consistency in design across the entire FAX bus transit network through Task 4. This task will include the following, but is not limited to:

Draft Design Guidelines:

The Draft Design Guidelines will establish standardized drawings and specifications for both new and updated transit facilities within the FAX network. This includes:

1. Standard Bus Stop Designs:
a) Development of conceptual plans that adhere to NACTO, Caltrans, and City of Fresno standards.
b) Detailed specifications for civil and architectural elements, incorporating feedback from FAX staff regarding criteria such as ridership levels and location specifics.
c) Inclusion of recommendations for colors, materials, lighting, and other design elements to ensure consistency and functionality.

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2. Transit Center Designs:
a) Creation of design standards for transit centers, encompassing existing Bus Rapid Transit Stations and other major hubs.
b) Critical dimensions for civil and architectural elements, with detailed notes on colors, materials, lighting, and amenities.
c) Integration of platform specifications for Bus Rapid Transit Stations and other high-capacity transit nodes.

3. Shading Elements:
a) Emphasis on innovative shading solutions tailored to Fresno's varying weather conditions, including sub-freezing winters, scorching summers, and high winds. b) Exploration of cost -effective and temporary shading options to enhance passenger comfort and safety at bus stops lacking natural shade that should be considered for the final document.

Draft Toolkit:

1. Amenities and Functional Elements:
a) Detailed specifications for shelters, seating arrangements, signage, lighting, and informational displays.
b) Recommendations for ADA -compliant features, emergency communication systems, and surveillance measures.

2. Weather Protection and Comfort:
a) Design concepts for canopies, roofs, heating, and cooling elements to mitigate weather impacts on passengers.

3. Greening and Aesthetics:
a) Guidelines for incorporating greenery, landscaping, and stormwater management features to improve aesthetics and environmental sustainability.

4. Operational Considerations:
a) Strategies for maintenance access, easy -to-clean surfaces, and sustainable practices in transit facility management.

5. Implementation Tools:
a) Pilot program suggestions for testing new features in controlled settings before broader deployment.
b) Identification of funding sources and strategies for capital and operational improvements.

Deliverables:
• Draft Transit Design Guidelines and Toolkit incorporating stakeholder feedback and detailed design specifications.

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Task 3 – Outreach and Engagement
The Outreach and Engagement task aims to gather comprehensive feedback from FAX riders and stakeholders to inform the development of the Transit Design Guidelines and Toolkit. This includes:

1. Outreach Plan Development:
a) Develop an Outreach Plan targeting a diverse range of current and potential FAX riders to solicit input on desired amenities and design preferences for bus stops and transit centers.
b) Conduct a passenger survey to capture feedback on amenities such as shelter, seating, signage, and safety features.
c) Facilitate focus groups with representative FAX riders to gather qualitative insights and preferences.
d) Organize pop-up activities at various bus stops to engage directly with riders and gather real-time feedback.

2. Collaboration with Fresno State Students:
a) Partner with Fresno State students involved in a separate existing initiative developing innovative shade solutions for bus stops.
b) Review and incorporate creative shade concepts into the toolkit under development.

Deliverables:
• Comprehensive Outreach Plan outlining strategies, methodologies, and anticipated outcomes.
• Compiled survey results and focus group findings.
• Documentation of collaborative efforts with Fresno State students and outcomes of shade solution reviews.

Task 4 - Final Documentation Development
The Final Documentation Development task focuses on compiling and finalizing the Transit Design Guidelines and Toolkit based on feedback and recommendations gathered during outreach activities. This includes:

1. Incorporation of Feedback:
a) Develop a review and approval process for final design standards by FAX stakeholders.
b) Incorporate feedback received from FAX through a minimum of two review cycles.

2. Document Finalization:
a) Develop a finalized document that includes a comprehensive table of contents outlining the structure and contents of the guidelines and toolkit. b) Provide detailed, finalized drawings for a minimum of five standard drawing sets:
three sets covering a range of bus stop designs and two sets for transit centers.

Ensure each set includes architectural details, dimensions, material specifications, and recommended amenities. The designs should be versatile and address varying conditions, ensuring applicability across different site scenarios.

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c) Create a toolkit designed to address unique cases, including a variety of amenity and shading options tailored to different environments and conditions. This toolkit should offer flexible solutions for non- standard situations and allow for easy customization based on site-specific requirements.
d) Ensure the final document is accessible in PDF format to facilitate easy dissemination and reference by FAX staff and stakeholders.

Deliverables:
• Final Transit Design Guidelines and Toolkit document in PDF format (FAX ownership). • Detailed documentation of review cycles and approval processes. • Standard drawing sets for bus stops and transit centers, including architectural details, dimensions, materials specifications, and recommended amenities. • CAD files for all standard drawings issued. Files shall be clearly identified as what design they are for.

Fresno City CouncilAugust 13, 2026

Fresno City Council
August 13, 2026