Indio City Council
August 20, 2025

Professional Services Agreement with TY Lin International to prepare the... Page 668 of 1094

Professional Services Agreement with TY Lin International to prepare the... Page 669 of 1094 ATTACHMENT 1

PROJECT LOCATION MAP

Professional Services Agreement with TY Lin International to prepare the... Page 670 of 1094 Project Location Map - Indio Blvd Southbound OH over UPRR Regional Map
Vicinity Map
Project
Limits
City of Indio
I-10 Freeway
Highway 111
To City of Palm Springs
To City of
Coachella
City of
Palm Desert
Project
Location
Jefferson Street

Professional Services Agreement with TY Lin International to prepare the... Page 671 of 1094 ATTACHMENT 2

PROFESSIONAL SERVICES AGREEMENT

WITH TY LIN INTERNATIONAL

Professional Services Agreement with TY Lin International to prepare the... Page 672 of 1094

PROFESSIONAL SERVICES AGREEMENT

BY AND BETWEEN

THE CITY OF INDIO,

A CALIFORNIA MUNICIPAL CORPORATION

AND

T.Y. LIN INTERNATIONAL,

A CALIFORNIA CORPORATION

Form Approved January 7, 2025

Professional Services Agreement with TY Lin International to prepare the... Page 673 of 1094 PSA Revised 1/2025 Project No. BR2401
1 | P a g e

PROFESSIONAL SERVICES AGREEMENT

FOR PREPARATION OF PROJECT STUDY REPORT

FOR THE SOUTHBOUND INDIO BLVD OVERHEAD OVER UPRR REPLACEMENT PROJECT BETWEEN THE CITY OF INDIO AND T.Y. Lin International

THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 20TH day of August, 2025 (“Effective Date”), by and between the CITY OF INDIO (“City”), a California municipal corporation organized as a general law city and T.Y. Lin International , a California corporation (“Consultant”). For the purposes of this Agreement, City and Consultant are sometimes hereinafter referred to as “Party” and collectively referred to as the “Parties.”

RECITALS

1. City has sought by Request for Proposals the performance of professional services for the preparation of a Project Study Report pertaining to Southbound Indio Blvd Overhead over UPRR Replacement.

2. Consultant was selected by City to perform those services on the basis of Consultant’s demonstrated competence , professional qualifications and licensure necessary for the satisfactory performance of the services required.

3. Pursuant to the Chapter 33.116 of the Indio Municipal Code, the City has authority to enter into this Agreement.
a. The City Council has the authority to execute this Agreement .

4. The Parties now desire to formalize the selection of Consultant for performance of those services defined and described with particularity in Section 2 “Scope of Services and Schedule of Performance” of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, for and in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

SECTION 1. TERM OF AGREEMENT
(a) Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement shall commence on August 20, 2025 (the “Effective Date”) and continue in effect until the tasks described are completed, but in no event later than August 20, 2028, unless sooner terminated or otherwise extended by written agreement of the Parties. All days set out are calendar days.

Professional Services Agreement with TY Lin International to prepare the... Page 674 of 1094 PSA Revised 1/2025 Project No. BR2401
2 | P a g e
(b) The City Manager may, in his or her sole discretion, unilaterally exercise an option to extend the Agreement on a month -to-month basis following expiration, on the same terms and conditions, including compensation as set forth in Section 4 “Compensation and Method of Payment.”

(c) Consultant acknowledges that the Agreement term may extend over multiple City fiscal years, and that work and compensation under this Agreement is contingent on the City Council appropriating funding for and authorizing such work and compensation for those fiscal years. This Agreement may be terminated by the City Manager at the end of a fiscal year when sufficient funding is not appropriated and authorized for the subsequent fiscal year. City is not obligated to pay Consultant for any amounts not duly appropriated and authorized by City Council.

SECTION 2. SCOPE OF SERVICES, SCHEDULE AND SCHEDULE OF PERFORMANCE (a) SCOPE OF SERVICES. Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant shall at all times faithfully, competently and to the best of their ability, experience and talent perform the services and tasks set forth in Exhibit “A” “Scope of Services” incorporated as if fully set forth here (hereinafter, the “Services”) and the City agrees to retain and does hereby retain Consultant to provide the Services.

(b) SCHEDULE OF PERFORMANCE. The Services shall be completed pursuant to the schedule specified in Exhibit “A.” Should the Services not be completed pursuant to that schedule, the Consultant shall be deemed to be in Default of this Agreement. Thereafter, the City, in its sole discretion, may choose not to enforce Section 21, “ Default” of this Agreement and may instead allow Consultant to continue performing the Services.

(c) ADDITIONAL SERVICES. Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with S ection 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.

SECTION 3. CITY REPRESENTATIVE.

The City’s Director of Public Works shall represent it in all matters regarding the administration of this agreement, review and approval of all products submitted by consultant, but shall have no authority to enlarge the tasks to be performed.

Professional Services Agreement with TY Lin International to prepare the... Page 675 of 1094 PSA Revised 1/2025 Project No. BR2401
3 | P a g e
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Three Hundred Eighty- Four Thousand Three Hundred Seventy-Five Dollars and Twenty-Three Cents ($384,375.23), unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. Payment shall be made in accordance with City’s usual accounting procedures upon receipt and approval of an itemized invoice setting forth the services performed. The invoices shall be delivered to City at the address set forth in Section 24, “Notices” hereof. Under no circumstances shall the total amount paid to Consultant under this Agreement exceed the City Manager’s authority under Indio Municipal Code Section 33.116 (C)(2) without prior approval by the City Council.

(b) Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub -category), travel, materials, equipment, s upplies, and subconsultant contracts.

Subconsultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment for labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City ’s Representative shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission.

(c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within -thirty (30) days of receipt of Consultant’s correct and undisputed invoice.

(d) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

(e) If this Agreement is extended pursuant to Section 1 “Term of Agreement,” the City shall pay the same rates specified in Exhibit “B” “Compensation.”

Professional Services Agreement with TY Lin International to prepare the... Page 676 of 1094 PSA Revised 1/2025 Project No. BR2401
4 | P a g e
SECTION 5. RESERVED
SECTION 6. OWNERSHIP OF DOCUMENTS.

All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn over to City all such original ma ps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents.

If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, s tudies, surveys, reports, data, notes, computer files, files or other documents.
(a) INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT. For no additional compensation, Consultant hereby assigns to City all of Consultant’s rights, title, and interest in and to the content of all deliverable materials created by Consultant or its employees, agents, or subconsultants, including copyrights, in connection with the Services performed under this Agreement. Consultant shall promptly execute and deliver, and shall cause its employees, agents, and subconsultants to promptly execute and deliver, upon request by the City or any of its successors or a ssigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desir able to fully secure, perfect or otherwise protect to or for the City, its successors and assigns, all right, title and interest in and to the content of the deliverable materials. For purposes of this section deliverable materials includes all works, tang ible or not, created under this Agreement including, without limitation, documents, material, data, reports, manuals, specifications, artwork, drawings, sketches, computer programs and databases, schematics, photographs, video and audiovisual recordings, sound recordings, marks, logos, graphic designs, notes, website, domain names, inventions, processes, formulas matters and combinations thereof, and all forms of intellectual property. The provisions of this paragraph are binding on the successors, assigns and heirs of Consultant and shall survive the termination of Consultant’s Services under this Agreement. Any unauthorized use, modification, or transfer of the Consultant intellec tual property will be at the Client’s sole risk.

Professional Services Agreement with TY Lin International to prepare the... Page 677 of 1094 PSA Revised 1/2025 Project No. BR2401
5 | P a g e
SECTION 7. CONSULTANT’S BOOKS AND RECORDS.
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant’s performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement.

Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures.

(b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Consultant’s address indicated for receipt of notices, “Section 24,” of this Agreement.

(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Consultant’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors in interest and authorized representatives.

SECTION 8. INDEPENDENT CONSULTANT.
(a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Consultant shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City.

(b) The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant’s officers, employees, subconsultants or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner

Professional Services Agreement with TY Lin International to prepare the... Page 678 of 1094 PSA Revised 1/2025 Project No. BR2401
6 | P a g e
represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against or bind City in any manner.

(c) Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Except for the fees paid to Consultant as provided herein, the City shall not pay salaries, wages or other compensation to consultant for performing services hereunder. The City shall not be liable for compensation or indemnification to Consultant for inj ury or sickness arising out of performing services hereunder. Consultant expressly waives any claim Contractor may have to any such rights.

SECTION 9. STANDARD OF PERFORMANCE.

Consultant represents that it has the qualifications, and experience necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. In meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services in the same geographic area as are required of Consultant under this Agreement, and shall use such skill, prudence, and diligence as other members of Consultant’s professio n commonly possess and exercise.

SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.

Consultant shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances and regulations, and shall be responsible for any failure to comply with all applicable laws, ordinances and regulations. Consultant represents that Consultant has obtained or shall promptly obtain all necessary licenses to perform the Services set forth in this Agreement and that such licenses are in good standing. Consultant further represents that the services provided herein shall conform to all ordinances, policies and practices of the City. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section.

SECTION 11. RESERVED
SECTION 12. NONDISCRIMINATION.

Consultant shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this Agreement.

Professional Services Agreement with TY Lin International to prepare the... Page 679 of 1094 PSA Revised 1/2025 Project No. BR2401
7 | P a g e
SECTION 13. RESERVED
SECTION 14. CONFLICTS OF INTEREST.
(a) Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of the Services. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcon sultant. To the extent applicable, Consultant further covenants that it has not contacted with nor is performing any services, directly or indirectly, with any developer or property owner or entity owning property within the City (or a study area) and further covenant and agrees that it shall provide no service or enter into any agreement with any developer or property owner or firm or partnership owning property within the City or the study area prior to completion of work under this Agreement. Consultant further agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.
(b) City understands and acknowledges that Consultant may be, as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties.

Consultant is unaware of any stated position of City relative to such projects.

Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section.
(c) City understands and acknowledges that Consultant may perform non-related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section. (d) During the term of this Agreement, Consultant shall complete a Form 700 as determined by the City’s Filing Officer.
(e) Consultant has completed the Levine Act statement attached as Exhibit E. (f) UNDUE INFLUENCE: Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of the City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confid ential financial arrangement or financial inducement. No officer to employee of the City has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement.

Violation of this provision shall be a material breach of this Agreement entitling the City to any and all remedies at law or in equity.

Professional Services Agreement with TY Lin International to prepare the... Page 680 of 1094 PSA Revised 1/2025 Project No. BR2401
8 | P a g e
(g) During the time of their tenure with the City and for one thereafter, no member, officer or employee of City, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the services under this Agre ement shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be performed in connect with the services performed under this Agreement.

SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law .

(b) Consultant, its officers, employees, agents or subcon sultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena.

(c) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admiss ions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder.

City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Unless Consultant is adverse to City, Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

(d) If Consultant, or any officer, employee, agent or subconsultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct.

SECTION 16B. INDEMNIFICATION. (DESIGN PROFESSIONALS)
IF THIS CONSULTANT IS A DESIGN PROFESSIONAL AS DEFINED IN CAL. CIV.

CODE § 2782.8, this Section shall supersede and replace all other indemnity provisions contained in the City's specifications, which shall have no force and effect.

Professional Services Agreement with TY Lin International to prepare the... Page 681 of 1094 PSA Revised 1/2025 Project No. BR2401
9 | P a g e
DESIGN PROFESSIONAL INDEMNITY OBLIGATIONS. To the maximum extent permitted by law, Consultant shall defend, hold harmless and indemnify City, and any and all of its elected and appointed officials, officers, employees, agents, and designated volunteers (collectively, “Indemnitees”), from and against any and all claims, losses, liabilities, damages, costs and expenses, including attorneys’ fees and costs, to the extent they arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant
Consultant’s duty to defend shall consist of reimbursement of defense costs incurred by Agency in direct proportion to the Consultant’s proportionate percentage of fault.

Consultant’s percentage of fault, for both indemnity and defense, shall be determined, as applicable, by a court of law, jury or arbitrator. In the event any loss, liability or damage is incurred by way of settlement or resolution without a court, jury or arbitrator having made a determination of the Consultant’s percentage of fault, and the parties cannot mutually agree on Consultant’s percentage of fault, the parties agree to mediation with a neutral third -party to determine the Consultant’s proportionate percentage of fault for purposes of determining the amount of indemnify and defense cost reimbursement owed to the City.

APPLICABLE TO ALL CONSULTANTS:

PROMPT PAYMENT OF JUDGEMENT. Consultant shall promptly pay any judgment rendered against City or any City Personnel for any such claims or liabilities incurred due to Consultant’s.

CLAIMS. Any claim by Consultant against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six (6) months after accrual of the cause of action.

SECTION 17. INSURANCE.

Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Addendum “1” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager.

INSURANCE DOES NOT EXCUSE INDEMNIFICATION OBLIGATION. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant or Indemnitees. This indemnification obligation shall survive this Agreement and shall not be limited by any term of any insurance policy required under this Agreement.

NONWAIVER OF RIGHTS. Indemnitees do not and shall not waive any rights that they may possess against Consultant on the basis of acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement.

Professional Services Agreement with TY Lin International to prepare the... Page 682 of 1094 PSA Revised 1/2025 Project No. BR2401
10 | P a g e
WAIVER OF RIGHT OF SUBROGATION. Consultant, on behalf of itself and all parties claiming under or through it, hereby waives all rights of subrogation and contribution against the Indemnitees.

SECTION 18. ASSIGNMENT.

The expertise and experience of Consultant are material considerations for this Agreement. City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement , the performance of any of Consultant’s duties or obligations under this Agreement nor any monies due under this Agreement, without the prior written consent of the City, which may be given in the sole and absolute discretion of the City Manager . Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 20 “Termination of Agreement.” City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize subconsultants. Before retaining or contracting with any subconsultant for any services under this Agreement, Consultant shall provide City with the identity of the proposed Subconsultant, a copy of the proposed written contract between Consultant and such subconsultant which shall include an indemnity provision identical to the one provided herein identifying City as an indemnified party, or an incorporation of the indemnity provision provided therein, and proof that such proposed subconsultant carries insurance at least equal to that required by this Agreement or obtain a written waiver from the City for such insurance.

Consultant may use assistants, under its direct supervision, to perform some of the services under this Agreement. Consultant shall provide City at least fourteen (14) days’ notice prior to the departure of such assistant from this employe. Should such a ssistant leave Consultant’s employ, the City shall have the option to immediately terminate this Agreement. Upon such termination, Consultant’s sole compensation shall be payment for actual services performed up to, and including the date of termination or as otherwise agreed to in writing with the City.

SECTION 19. RESERVED

SECTION 20. TERMINATION OF AGREEMENT.

(a) City may terminate this Agreement, with or without cause, at any time by giving prior written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress.

(b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.

Professional Services Agreement with TY Lin International to prepare the... Page 683 of 1094 PSA Revised 1/2025 Project No. BR2401
11 | P a g e

(c) If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.

(d) Upon termination of this Agreement by either Consultant or City, all property belonging exclusively to City which is in Consultant’s possession shall be returned to City. Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 “Compensation and Method of Payment” of this Agreement.

(e) Upon written notice, City may suspend all or any portion of Consultant’s performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement.

Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.

SECTION 21. DEFAULT.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe i s thirty (30) days, which may be extended or reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on approved invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under Section 20 “Termination of Agreement.” Any failure on the part of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

SECTION 22. EXCUSABLE DELAYS.

Consultant shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of either Party. Such causes include, but are not limited to, acts of God, acts

Professional Services Agreement with TY Lin International to prepare the... Page 684 of 1094 PSA Revised 1/2025 Project No. BR2401
12 | P a g e
of the public enemy, acts of federal, state or local governments, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term of this Agreement shall be equitably adjusted for any delays due to such causes.

SECTION 23. COOPERATION BY CITY.

All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Services shall be furnished to Consultant in every reasonable way to facilitate, without undue delay, the Services to be performed under this Agreement.

SECTION 24. NOTICES.

All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, delivered by a reputable document delivery service (i.e. Federal Express) which provides a receipt showing the date and time of delivery; or U.S. mail, certified mail, postage prepaid and return receipt requested, addressed as follows:

TO CITY: City of Indio
Attn: City Manager
100 Civic Center Mall
Indio, CA 92201
cc: [email protected]

TO CONSULTANT: T.Y. Lin International
Attn: Daniel Fitzwilliam, PE, Vice President
3633 East Inland Empire Blvd, Suite 700
Ontario, CA 91764

Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.

SECTION 25. AUTHORITY TO EXECUTE.

The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.

Should signatory of this Agreement be unauthorized to bind Consultant, such signor shall be personally liable for the obligations set forth in this Agreement.

Professional Services Agreement with TY Lin International to prepare the... Page 685 of 1094 PSA Revised 1/2025 Project No. BR2401
13 | P a g e
SECTION 26. ADMINISTRATION AND IMPLEMENTATION.

This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 28 “Amendment” and the City Manager’s contracting authority under the Indio Municipal Code.

Professional Services Agreement with TY Lin International to prepare the... Page 686 of 1094 PSA Revised 1/2025 Project No. BR2401
14 | P a g e
SECTION 27. BINDING EFFECT.

This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

SECTION 28. AMENDMENT.

No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City in the same manner as the Agreement was approved. . Notwithstanding, t he City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority under the Indio Municipal Code. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.

SECTION 29. WAIVER.

Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.

SECTION 30. LAW TO GOVERN; VENUE.

This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California.

In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.

SECTION 32. ENTIRE AGREEMENT.

This Agreement, including the attached Exhibits and Addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Consultant and City prior to the e xecution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding. All prior or contemporaneous agreements, understandings, representations or statements, oral or otherwise, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth here and upon each party’s own independent investigation of any and all facts such party deems materials.

Professional Services Agreement with TY Lin International to prepare the... Page 687 of 1094 PSA Revised 1/2025 Project No. BR2401
15 | P a g e
SECTION 33. SEVERABILITY.

If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s) and all other parts, provisions or representations herein shall remain in full force or effect. .

SECTION 34. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:

1. Insurance requirements (“Addendum 1”)

2. All Exhibits and Addendums

3. All amendments

4. Consultant’s proposal, if any

5. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement (“Funding Restrictions”) (b) The documents listed above shall be referred to collectively as the “Agreement Documents.” The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a co nflict between any of the Agreement Documents, the Documents shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, Exhibits and Addendums, and Consultant’s proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.

SECTION 35. TIME OF ESSENCE.

Time is of the essence for each and every provision of this Agreement.

SECTION 36. FEDERAL FUNDS.

In the event the Services are funded either in whole or in part by a federal grant, Consultant shall comply with the requirements of Addendum “2” “Federal Funds.”
[SIGNATURE PAGE FOLLOWS]

Professional Services Agreement with TY Lin International to prepare the... Page 688 of 1094 PSA Revised 1/2025 Project No. BR2401
16 | P a g e
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.

CITY OF INDIO
___________________________
Bryan H. Montgomery
City Manager
ATTEST:

CITY CLERK
By: ___________________________
Sabdi Sanchez, MMC
Director of City Clerk Services
APPROVED AS TO FORM:

CITY ATTORNEY
By: ___________________________
Steven Graham Pacifico
City Attorney
CONSULTANT:

By:

Daniel Fitzwilliam, PE

Its: Vice President
Attachments:

Exhibit A- Scope of Services
Exhibit B- Compensation
Attachments - Continued

Professional Services Agreement with TY Lin International to prepare the... Page 689 of 1094 PSA Revised 1/2025 Project No. BR2401
17 | P a g e
Exhibit C- Insurance (Addendums 1-3)
Exhibit D- Conflict of Interest Form
Exhibit E- Levine Act Statement
Exhibit F- Request for Proposal (if used)
Exhibit G- Consultant’s Proposal (if used)

Professional Services Agreement with TY Lin International to prepare the... Page 690 of 1094 PSA Revised 1/2025
1 | P a g e
Exhibits
EXHIBIT “A”

SCOPE OF SERVICES

Professional Services Agreement with TY Lin International to prepare the... Page 691 of 1094 Southbound Indio Boulevard over UPRR J.Holombo
Scope of work 8/6/2025
1 APPLICABLE STANDARDS
All work process and products subject to this Agreement shall be completed in strict accordance with the most recent version of Caltrans Local Assistance Procedures Manual (LAPM) as necessary to secure project authorization from Caltrans/FHWA for bridge rehabilitation or replacement. In addition, the project shall conform to the latest versions of the following standards:
• City of Indio Standards & Specifications
• City of Indio ADA Transition Plan
• Greenbook Standard Plans and Standard Specifications for Public Works Construction • Caltrans 2024 Standard Plans & Specifications
• Caltrans Local Assistance Procedures Guidelines, Chapter 6 • Local Assistance Procedures Manual, Chapter 11
• Caltrans Highway Design Manual
• Caltrans Structure Technical Policy
• Caltrans Memos to Designers
• Caltrans Seismic Design Criteria
• AASHTO LRFD Bridge Design Specifications, 8th Edition, with California Amendments • AASHTO A Policy on Geometric Design of Highways and Streets, 2018 Edition • Caltrans Standard Environmental Reference
• UPRR-BNSF Guidelines for Railroad Grade Separation Projects, Revised 2016

DELIVERABLES
All work products are subject to review and approval by the City of Indio (City) prior to submittals to Caltrans and to other agencies. As such, all deliverables shall be provided to the City in draft and final versions.

Unless otherwise noted herein, the Consultant shall provide submittals to the City in PDF format and native file format, including Word, Excel and Autocad, as requested.

WORK PLAN
The following is a complete work breakdown for the project scoping phase of the project including development of a Project Study Report (PSR) and preparation of the Highway Bridge Program (HBP) application documents. The following conventions are noted. Where the subject is implied, it is assumed to refer to the Consultant. Use of the word, “City”, refers to the City Contract Manager.

Task 1. PROJECT MANAGEMENT/ADMINISTRATION

1.1 Project Administration
Perform project management activities throughout the life of the contract including managing the schedule, budget, setting up meetings, field reviews, and managing the project team. Provide written monthly progress on activities performed, activities anticipated for the following month, and details on the health of the schedule and budget.

Professional Services Agreement with TY Lin International to prepare the... Page 692 of 1094 Southbound Indio Boulevard over UPRR J.Holombo
Scope of work 8/6/2025
2 Deliverable(s): Monthly Progress Reports, and Schedule Updates

1.2 Meetings
Schedule and lead meetings with City staff. A total of 12 meetings with 4 in-person are assumed. Attend a City Council meeting, if required.

Deliverable(s): Meeting Agendas and Minutes
Task 2. DATA COLLECTION, FIELD REVIEW, AND BASE MAPPING

2.1 Right-of-way Base Mapping
Perform a right-of-way needs assessment for the development of a base map. This task includes performing preliminary right-of-way research to show right-of-way lines on the base map and identify information about existing conditions including ownership, land use, tenants, and property boundaries. Mapping will include southbound and northbound structures and recent median improvements between northbound and southbound lanes. Document permits and agreements. Estimate costs associated with parcel acquisition and document results in a Right-of-Way Data Sheet for two build alternatives.

Deliverables: Right-of-Way Boundaries, Right-of-Way Data Sheet

2.2 Utility Coordination
Prepare utility as-built request notifications for all dry and wet utilities that will be impacted by the project and continue open communication and coordination with each impacted utility throughout the life of the project. This includes utilities that are installed in UPRR right-of-way.

Twelve utility owners could be impacted by this project. Estimate utility relocation costs for two build alternatives.

Deliverable(s): Utility as-built request notifications, Utilities Facility Maps, Relocation Costs, Field Review Notes

2.3 Bridge Evaluation
Evaluate the existing Southbound Indio Boulevard bridge per the following tasks. The Northbound Indio Boulevard Bridge can be evaluated as an optional task.

2.3.1 Bridge Inspection/Bridge Evaluation
Review Caltrans inspection reports and as-built data provided by the City. Perform a field review and bridge evaluation of the existing structure to confirm the ratings noted in the Bridge Inspection reports that are the primary contributors to the structural deficiencies. Inspection will be limited to items visible from locations outside of UPRR right-of-way. Document the field review and inspection findings with a bridge inspection/evaluation report. Attend a field review with Structures Local Assistance in accordance with Highway Bridge Program guidelines.

Deliverable(s): Bridge Inspection/Evaluation Report

Professional Services Agreement with TY Lin International to prepare the... Page 693 of 1094 Southbound Indio Boulevard over UPRR J.Holombo
Scope of work 8/6/2025
3 2.3.2 Existing Concrete Petrographic Testing
Core and extract two concrete samples at one abutment footing location. Perform petrographic tests to determine if ASR is present. Estimate current and future compressive strengths.

Prepare and submit a summary of findings and supporting data.

2.3.3 Bridge Special Feature Inspection (Optional task) Prepare and obtain UPRR right-of-entry permit for bridge inspection. Perform a Special Feature Inspection of the superstructure. Compare results with Caltrans Special Feature Inspection report.

Deliverable(s): Summary of findings and supporting data

2.3.4 Bridge Load Rating
Prepare bridge load rating calculations in accordance with the Caltrans Bridge Load Rating Manual including data from bridge inspection tasks. Compare with latest Caltrans bridge inspection report and load rating data and summarize findings to be included in the Bridge Inspection/Evaluation report.

Deliverable(s): Bridge Load Rating Calculations and Findings

2.3.5 Caltrans Structure Preliminary Geotechnical Report (SPGR) Review as-built geotechnical reports and log-of-test boring data and reports. Prepare an SPGR in conformance with Caltrans Foundation Reports for Bridges Manual.

Deliverable: SPGR
Task 3. AGENCY COORDINATION

3.1 Caltrans Local Assistance
Coordinate with Caltrans Local Assistance throughout the project duration to include scheduling and conducting meetings, submitting deliverables and responding to comments. Prepare and submit a right-of-entry permit for bridge inspection. Meetings include a kickoff meeting, a meeting to present proposed rehabilitation/replacement plans, and a comment-resolution meeting. This coordination will clarify interpretation of and compliance with Caltrans design standards and procedures.

Deliverable(s): Meeting minutes documenting discussions and agreements reached during meetings, and a comment-resolution matrix (CRM). A summary report outlining the agreed upon scope and objectives of the project.

3.2 Union Pacific Railroad
Coordinate with Union Pacific Railroad (UPRR) throughout the project duration to include scheduling and conducting meetings, submitting deliverables and responding to comments.

Meetings include a kickoff meeting, a meeting to present proposed rehabilitation/replacement plans, and a comment-resolution meeting. This coordination will clarify interpretation of and compliance with UPRR standards and procedures.

Professional Services Agreement with TY Lin International to prepare the... Page 694 of 1094 Southbound Indio Boulevard over UPRR J.Holombo
Scope of work 8/6/2025
4 Deliverable(s): Meeting minutes for three meetings documenting discussions and agreements reached during meetings, and a comment-resolution matrix (CRM). A summary report outlining the agreed upon scope and objectives of the project.

3.3 Local Transit Authorities
Coordinate with RCTC and Sunline Transit to and conduct a meeting to discuss concept plans, clarify operational requirements and discuss future commuter rail plans.

Deliverable(s): Meeting minutes and a summary of required standards and submittal requirements.

3.4 Airport Land Use Commission
Coordinate with the Airport Land Use Commission (ALUC), including conducting a meeting with staff to confirm standards and submittal requirements.

Deliverable(s): Meeting minutes documenting discussions and agreements reached during coordination meetings.

Task 4. SURVEY
Acquire aerial survey of sufficient detail to appropriately map out the project limits and overhead clearances. Include above ground utilities and obstructions to determine impacts to private improvements including, UPRR facilities, trees, bushes, fences, mailboxes, etc.

Deliverable(s): Topographic survey and base map file with one-foot contours, spot elevations, all pertinent surface features, and utilities, and be at a scale of 1 inch = 40 feet (PDF and CADD).

Task 5. TRAFFIC STUDY
Review the existing general plan mobility report for the project area including bicycle and pedestrian connectivity elements. Collect traffic counts at five roadway segments and six intersections within the project area. Based on this data, conduct a thorough traffic study to analyze current traffic patterns, turning movements, volumes, and potential impacts of the proposed bridge replacements or rehabilitations using the regional traffic model Conduct LOS and queuing analysis using existing and future traffic volumes. This includes a fee for Riverside County Transportation Model (RIVCOM) analysis by WRCOG. Evaluate the need for widening of Indio Boulevard from I-10 to Jefferson Street to accommodate projected traffic demands and non-motorized traffic access across UPRR.

Deliverable(s): Comprehensive traffic study report including methodology, findings and recommendations, with a specific section justifying the proposed widening of the bridges.

Professional Services Agreement with TY Lin International to prepare the... Page 695 of 1094 Southbound Indio Boulevard over UPRR J.Holombo
Scope of work 8/6/2025
5 Task 6. GEOMETRIC APPROVAL DRAWINGS

6.1 Concept Design Plans
Prepare concept design plans showing preliminary geometric layout for up to two alternatives.

Include a plan view strip plot (1 inch = 40 feet) exhibits depicting geometric layout of traffic lanes with curve and taper information, and aerial topographic information for two build alternatives including bike and pedestrian connectivity elements. Signage and striping details are not required. Prepare landscape architectural schematics of the median improvements. Note all utility conflicts so advance preparations for clearing the utilities can begin. Show all right of way with applicable impacts noted.

Deliverable: Draft Concept Plans and Profiles

6.2 Geometric Approval Drawings
Respond to comments on the concept design plan alternatives. Select the preferred alternative based on input from Caltrans and UPRR and revise as geometric approval drawings and landscape architectural schematics of the median improvements.

Deliverable(s): Concept Plan and Profile and Landscape Architectural Schematics Task 7. COST ESTIMATES

7.1 Preliminary Cost Estimates
Prepare preliminary cost estimates based on preliminary conceptual design for two build alternatives. Base preliminary estimates on cost/square foot data.

Deliverable(s): Initial Cost Estimates

7.2 Final Cost Estimates
Update estimates that reflect the finalized project details. Estimate construction cost using cost- per-square-foot data and incorporate utility relocation, right-of-way acquisition and structure improvements.

Deliverable(s): Final Cost Estimates
Task 8. REHABILITATION COST ANALYSIS
Evaluate the replacement cost versus the rehabilitation costs to justify whether a replacement is more cost effective in accordance with HBP Guidelines. This will include an initial analysis based on preliminary information and UPRR feedback on improvements to bridge components with substandard track clearance. Prepare a comprehensive and detailed cost analysis reflecting finalized rehabilitation strategies discussed in Task 9.

Deliverable(s): Preliminary and Final Rehabilitation Cost Analysis

Professional Services Agreement with TY Lin International to prepare the... Page 696 of 1094 Southbound Indio Boulevard over UPRR J.Holombo
Scope of work 8/6/2025
6 Task 9. ADVANCE PLANNING STUDY

9.1 Draft Advance Planning Study
Prepare a draft Advance Planning Study in accordance with Caltrans Memo to Designers 1-8.

Identify and outline key project planning considerations for a rehabilitation alternative and a replacement alternative.

Deliverable(s): Draft Advance Planning Study

9.2 Final Advance Planning Study
Prepare a comprehensive final bridge advance planning study featuring one rehabilitation with widening and one replacement alternative in accordance with Caltrans Memo to Designers 1-8.

Provide detailed planning recommendations based on the preliminary findings and any additional insights gained during the process including input from Caltrans and UPRR.

Deliverable(s): Final Advance Planning Study
Task 10. PROJECT STUDY REPORT

10.1 Draft Project Study Report Equivalent
Prepare a Draft Project Study Report Equivalent (PSRe) that documents the assumptions and results of the feasibility studies prepared as part of this project. This draft will identify and outline key planning considerations.

Deliverable(s): Draft PSRe

10.2 Final Project Study Report Equivalent
Prepare a Final PSRe after receiving review comments on the Draft PSRe from the City, Caltrans and UPRR, and incorporate all study results, conclusions, comments, and recommendations.

Deliverable(s): Final PSRe
Task 11. HBP APPLICATION PACKAGE
Prepare a draft application package for funding in accordance with Caltrans Highway Bridge Program (HBP) Guidelines. Incorporate City feedback, and prepare the Final HBP Application Package. After submittal to Caltrans, respond to comments and address eligibility concerns.

Assist the City in gaining approval of the HBP Applications and subsequent budget of the project in the HBP Program.

Deliverable(s): Draft and Final HBP Application Package Exclusions and Assumptions
The following services are not included as part of this proposal. These items could be performed as additional services.

Professional Services Agreement with TY Lin International to prepare the... Page 697 of 1094 Southbound Indio Boulevard over UPRR J.Holombo
Scope of work 8/6/2025
7 • Preliminary title reports record search
• Potholing and engineered traffic plans for potholing
• Storm water studies and a Storm Water Data Report
• Drainage studies
• Maintenance of traffic analysis
• Environmental studies, which could include the PEAR or PES form completion • VMT analysis
• UPRR permitting except as required for Bridge Special Feature Inspection (optional task)

Professional Services Agreement with TY Lin International to prepare the... Page 698 of 1094 PSA Revised 1/2025
1 | P a g e
Exhibits
EXHIBIT “B”

COMPENSATION

Professional Services Agreement with TY Lin International to prepare the... Page 699 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant Contract No. Date 7/31/2025

DIRECT LABOR
hours Actual Hourly Rate Total
106 $119.72 $12,690.32
46 $107.36 $4,938.56
60 $84.95 $5,097.00
60 $89.87 $5,392.20
112 $45.90 $5,140.80
72 $40.80 $2,937.60
18 $94.53 $1,701.54
10 $111.06 $1,110.60
84 $65.87 $5,533.08
20 $89.18 $1,783.60
110 $39.50 $4,345.00
6 $85.82 $514.92
10 $41.35 $413.50
24 $91.21 $2,189.04
120 $86.91 $10,429.20

LABOR COSTS
a) Subtotal Direct Labor Costs $64,216.96
b) Anticipated Salary Increases (see page 2 for sample) $2,167.32 c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $66,384.28

FRINGE BENEFITS
d) Fringe Benefits (Rate: 52.34% ) e) Total Fringe Benefits [(c) x (d)] $34,745.53

INDIRECT COSTS
f) Overhead (Rate: 58.02% ) g) Overhead [(c) x (f)] $38,516.16 h) General and Administrative (Rate: 42.06% ) i) Gen & Admin [(c) x (h)] $27,921.23 j) Total Indirect Costs [(e) + (g) + (i)] $101,182.92
FEE (Profit)
q) (Rate: 10.00% ) k) TOTAL FIXED PROFIT [(c) + (j)] x (q)] $16,756.72

OTHER DIRECT COSTS (ODC)
Description Unit(s) Unit Cost Total
l) Travel/Mileage Costs (supported by consultant
actual costs) 1 $2,200.00 $2,200.00
m) Equipment Rental and Supplies (itemize) 1 $10,200.00 $10,200.00 n) Permit Fees (itemize), Plan sheets (each), Test
Holes (each), etc. 0 $0.00 $0.00
o) Subconsultant Costs (attach detailed cost proposal
in same format as prime consultant estimate for
each subconsultant) 1 $145,062.00 $187,651.30
p) Total Other Direct Costs [(l) + (m) + (n) + (o)] $200,051.30 Oscar Colcol
Robert Barton
John Buckley
Kyle Schweizer
Carolyn Crull
Jay Holombo
Kumar Ghosh
Dina Kasawdish
Adam Caramazzi
Estevan Fernandez
(Sr. CADD Technician)
(QA Manager)
(Construction Engineer)
(Civil Lead)
(Sr. Civil Engineer)
(Structure Lead)
(Project Manager)
(Sr. Bridge Engineer)
(Bridge Load Rating Eng.)
(Bridge Engineer)
EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 1 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
TYLin
Classification/Title Name
(Sr. Traffic Engineer) Julie Polak
(Lead Traffic Engineer) June Duan
(Jr. Civil Engineer) Alanna Batigue
(Environmental Lead) Alicia Lemke
(Environmental Specialist) Alexis Decker
LPP 15-01 January 14, 2015
$187,651.30

Professional Services Agreement with TY Lin International to prepare the... Page 700 of 1094 Local Assistance Procedures Manual Exhibit 10-H
TOTAL COST [(c) + (j) + (k) + (p)] $384,375.23
NOTES:
•         Employees subject to prevailing wage requirements to be marked with an *. •         ODC items should be based on actual costs and supported by historical data and other documentation. •         ODC items that would be considered “tools of the trade” are not reimbursable. •         ODC items should be consistently billed directly to all clients, not just when client will pay for them as a direct cost. •         ODC items when incurred for the same purpose, in like circumstances, should not be included in any indirect cost pool or in overhead rate.

Consultant Contract No. Date 45869

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) 45869 Avg Hourly 5 Year Contract
Rate Duration
$64,216.96 = $74.84 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $74.84 + = $78.21 Year 2 Avg Hourly Rate
Year 2 $78.21 + = $81.73 Year 3 Avg Hourly Rate
Year 3 $81.73 + = $85.41 Year 4 Avg Hourly Rate
Year 4 $85.41 + = $89.25 Year 5 Avg Hourly Rate
Total Hours
per Year
Year 1 25.00% * = 214.5 Estimated Hours Year 1
Year 2 75.00% * = 643.5 Estimated Hours Year 2
Year 3 0.00% * = 0.0 Estimated Hours Year 3
Year 4 0.00% * = 0.0 Estimated Hours Year 4
Year 5 0.00% * = 0.0 Estimated Hours Year 5
Total 100% = 858.0
Year 1 $74.84 * = $16,054.24 Estimated Hours Year 1
Year 2 $78.21 * = $50,330.04 Estimated Hours Year 2
Year 3 $81.73 * = $0.00 Estimated Hours Year 3
Year 4 $85.41 * = $0.00 Estimated Hours Year 4
Year 5 $89.25 * = $0.00 Estimated Hours Year 5
= $66,384.28
= $64,216.96
= $2,167.32 Transfer to Page 1
858.0
858.0
Total
858.0
Estimated hours
per Cost ProposalCompleted Each Year
Estimated %
858.0
858.0

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) TYLin
Total Hours
858
Proposed Escalation

4.5%

4.5%

4.5%

4.5%
Direct Labor Subtotal
per Cost Proposal per Cost Proposal
Total Hours
Cost per Year
Total Direct Labor Cost with Escalation
Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
0 0
0 (calculated above)
Avg Hourly Rate
(calculated above)
214.5
643.5

3. Calculate estimated hours per year (Multiply estimate % each year by total hours)

2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 2 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (SAMPLE CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare the... Page 701 of 1094 Local Assistance Procedures Manual Exhibit 10-H
NOTES:
•         This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. •         An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) •         This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare the... Page 702 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant Contract No. Date 7/31/2025

DIRECT LABOR
hours Actual Hourly Rate Total
2 $106.47 $212.94
4 $100.00 $400.00
24 $65.00 $1,560.00
56 $60.00 $3,360.00
32 $70.00 $2,240.00
32 $56.78 $1,816.96

LABOR COSTS
a) Subtotal Direct Labor Costs $9,589.90
b) Anticipated Salary Increases (see page 2 for sample) $323.66 c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $9,913.56

FRINGE BENEFITS
d) Fringe Benefits (Rate: 80.68% ) e) Total Fringe Benefits [(c) x (d)] $7,998.26

INDIRECT COSTS
f) Overhead (Rate: 52.39% ) g) Overhead [(c) x (f)] $5,193.71 h) General and Administrative (Rate: 52.39% ) i) Gen & Admin [(c) x (h)] $5,193.71 j) Total Indirect Costs [(e) + (g) + (i)] $18,385.69
FEE (Profit)
q) (Rate: 10.00% ) k) TOTAL FIXED PROFIT [(c) + (j)] x (q)] $2,829.92

OTHER DIRECT COSTS (ODC)
Description Unit(s) Unit Cost Total
l) Travel/Mileage Costs (supported by consultant
actual costs)
m) Equipment Rental and Supplies (itemize)
n) Permit Fees (itemize), Plan sheets (each), Test
Holes (each), etc. 1 LS $13,875.00
o) Subconsultant Costs (attach detailed cost proposal
in same format as prime consultant estimate for
each subconsultant)
p) Total Other Direct Costs [(l) + (m) + (n) + (o)] $13,875.00 TOTAL COST [(c) + (j) + (k) + (p)] $45,004.17
NOTES:
•         Employees subject to prevailing wage requirements to be marked with an *. •         ODC items should be based on actual costs and supported by historical data and other documentation. •         ODC items that would be considered “tools of the trade” are not reimbursable. •         ODC items should be consistently billed directly to all clients, not just when client will pay for them as a direct cost. •         ODC items when incurred for the same purpose, in like circumstances, should not be included in any indirect cost pool or in overhead rate.

EXHIBIT 10-H COST PROPOSAL PAGE 1 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
CL Survey and Mapping, Inc.

Classification/Title Name
Survey Project Manager Robert D. Vasquez, PLS
Sr. Project Surveyor Lam Le, PLS
Project Surveyor Jarrod Smith, PLS
Survey Party Chief * Josh Draper *
Survey Chainman * Kevin Gorecki *
Project Surveyor Jeremy Schiff, LSIT
LPP 15-01

Professional Services Agreement with TY Lin International to prepare the... Page 703 of 1094 Local Assistance Procedures Manual Exhibit 10-H

Consultant Contract No. Date 7/31/2025

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) 45869 Avg Hourly 5 Year Contract
Rate Duration
$9,589.90 = $63.93 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $63.93 + = $66.81 Year 2 Avg Hourly Rate
Year 2 $66.81 + = $69.82 Year 3 Avg Hourly Rate
Year 3 $69.82 + = $72.96 Year 4 Avg Hourly Rate
Total Hours
per Year
Year 1 25.00% * = 38 Estimated Hours Year 1
Year 2 75.00% * = 113 Estimated Hours Year 2
Year 3 0.00% * = 0 Estimated Hours Year 3
Total 100% = 150
Year 1 $63.93 * = $2,397.48 Estimated Hours Year 1
Year 2 $66.81 * = $7,516.08 Estimated Hours Year 2
Year 3 $69.82 * = $0.00 Estimated Hours Year 3
= $9,913.56
= $9,589.90
= $323.66 Transfer to Page 1
NOTES:
•         This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. •         An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) •         This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

EXHIBIT 10-H COST PROPOSAL PAGE 2 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (SAMPLE CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
CL Survery and Mapping, Inc.

Direct Labor Subtotal Total Hours
per Cost Proposal per Cost Proposal
150

2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Proposed Escalation

4.5%

4.5%

4.5%
Total

3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours
Completed Each Year per Cost Proposal
150
150
150

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year(calculated above) (calculated above) Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
38 113
0 Total Direct Labor Cost with Escalation
LPP 15-01

Professional Services Agreement with TY Lin International to prepare the... Page 704 of 1094 Note: Mark-ups are Not Allowed Prime Consultant Subconsultant 2nd Tier Subconsultant Consultant
Project No. Contract No. Date
Actual Hourly
Rate Total
Principal Alahesh Thurairajah 105.70 $ 1,268.40$ Principal Engineer / Geologist 80.60$ - $ Senior Engineer / Geologist 71.80$ 574.40$ Sr. Project Engineer / Geologist 60.50$ 1,694.00$ Project Engineer / Geologist 52.80$ - $ Sr. Staff Engineer / Geologist 49.60$ - $ Staff Engineer / Geologist 41.80$ 836.00$

LABOR COSTS
a) Subtotal Direct Labor Costs 4,372.80$
b) Anticipated Salary Increases (see page 2 for sample) 147.58$ c) TOTAL DIRECT LABOR COSTS [(a)+(b)] 4,520.38$

INDIRECT COSTS
d) Fringe Benefits (Rate 50.72% ) e) TOTAL FRINGE BENEFITS [(c) x (d)] 2,292.74$ f) Overhead (Rate 117.17% ) g) Overhead [(c) x (f)] 5,296.53 $ h) General and Administrative (Rate 0.00% ) i) Gen & Admin [(c) x (h)] - $ j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] 7,589.27$
FIXED FEE k) TOTAL FIXED FEE [(c) + (J)] x fixed fee: 10.00% 1,210.97$ l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Unit Cost TOTAL
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
l) TOTAL OTHER DIRECT COSTS $0.00
m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) Subconsultant 1:

Subconsultant 2:

Subconsultant 3:

Subconsultant 4:
m) TOTAL SUBCONSULTANTS' COSTS $0.00
n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] $0.00 TOTAL COST [(c) + (j) + (k) + (n)] 13,320.62$
Notes:

COST PROPOSAL 1

COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
Earth Mechanics. Inc.
7/29/2025
Classification/Title Name Hours
12 0
8 28
0 0
20 Description of Item Quantity Unit
consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans.

3. Anticipated salary increases calculation (page 2) must accompany.

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

2. The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the

Professional Services Agreement with TY Lin International to prepare the... Page 705 of 1094

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor Total  Hours Avg   5 year
Subtotal Per Cost cost  Proposal Hourly Contract
Proposal Rate Duration
4,372.80$               / 68 = 64.31 $              Year 1 avg Hourly rate

2. Calculate hourly rate for all years (Increase the Average Hourly rate for a year by proposed escalation%) Average hourly rate Proposed  Escalation
Year 1 64.31 $                    + 4.5% = 67.20 $              Year 2 Avg Hourly Rate Year 2 67.20 $                    + 4.5% = 70.22 $              Year 3 Avg Hourly Rate Year 3 70.22 $                    + 4.5% = 73.38 $              Year 4 Avg Hourly Rate Year 4 73.38 $                    + 4.5% = 76.69 $              Year 5 Avg Hourly Rate

3. Calculate estimated hour per year (Multiply estimate % each year by total hours) Estimated % Completed Total  Hours Per Cost  Total Hours per Each year Proposal Year
Year 1 25.0% * 68 = 17.0 Estimated  Hours Year 1
Year 2 75.0% * 68 = 51.0 Estimated  Hours Year 2
Year 3 0.0% * 68 = 0.0 Estimated  Hours Year 3
Year 4 0.0% * 68 = 0.0 Estimated  Hours Year 4
Year 5 0.0% * 68 = 0.0 Estimated  Hours Year 5
Total 100.0% Total   = 68.0

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number hours) Avg Hourly Rate Estimated  hours Cost  Per
(Calculated above) (Calculated  above) Year
Year 1 64.31 $                    * 17.0 = 1,093.20 $        Estimated Hours Year 1 Year 2 67.20 $                    * 51.0 = 3,427.18 $        Estimated Hours Year 2 Year 3 70.22 $                    * 0.0 = ‐$                  Estimated Hours Year 3 Year 4 73.38 $                    * 0.0 = ‐$                  Estimated Hours Year 4 Year 5 76.69 $                    * 0.0 = ‐$                  Estimated Hours Year 5 Total Direct Labor Cost with Escalation = 4,520.38$
Direct Labor Subtotal before Escalation = 4,372.80$
Estimated Total of Direct Labor Salary Increase = 147.58$            Transferred to page 1 Notes:
(i.e., $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology).

3.  This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

4.  Calculations for anticipated salary escalation must be provided.

1.  This is not the only way to estimate salary increases.  Other methods will be accepted if they clearly indicate the % increase, the COST PROPOSAL 1
COST‐PLUS‐FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
number of years of the contract, and a breakdown of the labor to be performed each year.

2.  An estimation that is based on direct labor multiplied by salary increase % multiplied by the number of year is not acceptable.

Professional Services Agreement with TY Lin International to prepare the... Page 706 of 1094 Certification of Direct Costs:

Prime Consultant or Subconsultant Certifying:

Name: Alahesh  Thurairajah Title*:

Signature: Date  of Certification (mm/dd/yyyy): 7/29/2025 Email: [email protected] Phone Number:

Address:

List of services the consultant is providing under the proposed contract:

3.  Title 23 United State Code Section 112 ‐ Letting of Contracts COST PROPOSAL 1
I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual, reasonable, allowable, and allocable to the contract in accordance with the contract terms and the following requirements.

1.  Generally Accepted Accounting Principles (GAAP)

2.  Terms and conditions of the contract.
714‐751‐3826
17800 Newhope Street, Suite B, Fountain Valley, CA 92708 * An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract. 541330 ‐ Geotechnical Engineering
541380 ‐ Laboratory Testing

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

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

6.  48 Code of Federal Regulations Part 9904 ‐ Cost Accounting Standards Board (when      applicable) All costs must be applied consistently and fairly to all contracts.  All documentation of compliance must be retained in the project files and be in compliance with applicable Federal and State requirements.

Costs that are non‐compliant with the Federal and State requirements are not eligible for reimbursement
President

Professional Services Agreement with TY Lin International to prepare the... Page 707 of 1094 Note: Mark-ups are Not Allowed
Consultant
Project No. Contract No. Date 7/28/2025

DIRECT LABOR
Hours
10 40
91 12
44 40
Project controller 5

LABOR COSTS
a) Subtotal Direct Labor Costs
b) Anticipated Salary Increases (see Anticipated Salary Increases page for calculations) c) Total Direct Labor Costs [(a) + (b)] 14,673.66$ 2.31132028

INDIRECT COSTS
d) Fringe Benefits ( Rate: 38.20% ) e) Total Fringe Benefits [(c) x (d)] 5,605.34$ 2.31132028 f) Overhead ( Rate: 65.06% ) 9,546.68$
h) General and Administrative ( Rate: ) i) Gen & Admin [(c) x (h)] -$ j) Total Indirect Costs [(e) + (g) + (i)] 15,152.02$

FIXED FEE
k) TOTAL FIXED FEE [(c) + (j)]* fixed fee 10% ] 2,982.57$ Quantity Unit
Actual
Actual
1 0 1
l) TOTAL OTHER DIRECT COSTS -$
Subconsultant 1: $
Subconsultant 2: $
Subconsultant 3: $
Subconsultant 4: $
-$
-$
32,808.24$

1. Calculate average hourly rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor
Subtotal per
Cost Proposal
Total Hours per
Cost Proposal
Avg Hourly
Rate
$ 14,194.59 / 242 = $58.66 Year 1 Avg Hourly Rate

2. Calculate hourly rate for all periods (Increase the Average hourly rate for a period by proposed escalation %) Avg Hourly
Rate
Proposed
Escalation
Year 1 $58.66 + 4.5% = $61.29
Year 2 $61.29 + 4.5% = $64.05
Year 3 $64.05 + 4.5% = $66.94 Year 4 Avg Hourly Rate
Year 4 $66.94 + 4.5% = $69.95 Year 5 Avg Hourly Rate

3. Calculate estimated hours per year (Multiply estimate % each period by total hours) Estimated %
Completed
Each Period
Total Hours per
Cost Proposal
Total Hours per
Period
Year 1 25.00% * 242 = 60.5 Estimated Hours Year 1
Year 2 75.00% * 242 = 181.5 Estimated Hours Year 2
Year 3 0.00% * 242 = 0 Estimated Hours Year 3
COST PROPOSAL 1

COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
Monument ROW
Utility Coordinator $52.88 4,812.08$
Sr Project Manager $86.54 865.40$
Indio BLVD Bridges
Classification/Title Name Actual Hourly Rate Total
Senior Analyst 1 $67.98 815.76$
Utility coordination Manager $74.52 2,980.80$
-$
-$
Sr Analyst 2 $63.65 2,800.60$
Analyst $42.26 1,690.40$
$45.91
-$
229.55$
Mileage Federal Rate
$0.00
14,194.59$
479.07$
g) Overhead [(c) x (f)
l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Description of Item Unit Cost Total
m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) (m) TOTAL SUBCONSULTANS' COSTS
-$
$0.00 -$
Year 2 Avg Hourly Rate
Year 3 Avg Hourly Rate
(n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] TOTAL COST [(c) + (j) + (k) + (n)]
COST PROPOSAL 1

COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
5 Year
Contract Duration
Prime Consultant
Subconsultant
2nd Tier Subconsultant

Professional Services Agreement with TY Lin International to prepare the... Page 708 of 1094 Year 4 0.00% * 242 = 0 Estimated Hours Year 4
Year 5 0.00% * 242 = 0 Estimated Hours Year 5
Total 100% Total = 242

4. Calculate Total Costs including Escalation (Multiply average hourly rate by the number of hours) Avg Hourly
Rate
Estimated
Hours
(calculated above) (calculated above)
Year 1 $58.66 * 60.5 = $3,548.65 Estimated Hours Year 1 Year 2 $61.29 * 181.5 = $11,125.01 Estimated Hours Year 2 Year 3 $64.05 * 0 = $0.00 Estimated Hours Year 3
Year 4 $66.94 * 0 = $0.00 Estimated Hours Year 4
Year 5 $69.95 * 0 = $0.00 Estimated Hours Year 5
= $14,673.66
= $14,194.59
= $479.07 Transfer to Page 1
Name: Title*:

Signature: Date of Certification (mm/dd/yyyy): 7/28/2025 Email: Phone Number:

Address:

List services the consultant is providing under the proposed contract:

Real Estate and Right of Way Services, Utility Coordination All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable federal and state requirements. Costs that are noncompliant with the federal and state requirements are not eligible for reimbursement.

Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Rate(s).

Prime Consultant or Subconsultant Certifying:

Joey Mendoza Vice President

1. Generally Accepted Accounting Principles (GAAP)

2. Terms and conditions of the contract

3. Title 23 United States Code Section 112 - Letting of Contracts

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

5. 23 Code of Federal Regulations Part 172 - Procurement, Management, and Administration of Engineering and Design Related Service6. 48 Code of Federal Regulations Part 9904 - Cost Accounting Standards Board (when applicable) [email protected] 949.378.0687
200 Spectrum Center, Suite 300, Irvine CA 92618
*An individual executive or financial officer of the consultant’s or subconsultant’s organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract.

Total Direct Labor Cost with Escalation
Direct Labor Subtotal before escalation
Estimated total of Direct Labor Salary Increase
COST PROPOSAL 1
Certification of Direct Costs:

I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual, reasonable, and allocable to the contract in accordance with the contract terms and the following requirements:

Cost
Per Period

Professional Services Agreement with TY Lin International to prepare the... Page 709 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant Contract No. Date 8/1/2025

DIRECT LABOR
hours Actual Hourly Rate Total
50 $144.35 $7,217.50

LABOR COSTS
a) Subtotal Direct Labor Costs $7,217.50
b) Anticipated Salary Increases (see page 2 for sample) $243.59 c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $7,461.09

FRINGE BENEFITS
d) Fringe Benefits (Rate: ) e) Total Fringe Benefits [(c) x (d)] $0.00

INDIRECT COSTS
f) Overhead - Safe Harbor (Rate: 110.00% ) g) Overhead [(c) x (f)] $8,207.20 h) General and Administrative (Rate: ) i) Gen & Admin [(c) x (h)] $0.00 j) Total Indirect Costs [(e) + (g) + (i)] $8,207.20
FEE (Profit)
q) (Rate: 10.00% ) k) TOTAL FIXED PROFIT [(c) + (j)] x (q)] $1,566.83

OTHER DIRECT COSTS (ODC)
Description Unit(s) Unit Cost Total
l) Travel/Mileage Costs (supported by consultant
actual costs) 1 $360.00 $360.00
m) Equipment Rental and Supplies (itemize) 0 $0.00 $0.00 n) Permit Fees (itemize), Plan sheets (each), Test
Holes (each), etc. 0 $0.00 $0.00
o) Subconsultant Costs (attach detailed cost proposal
in same format as prime consultant estimate for
each subconsultant) 0 $0.00 $0.00
p) Total Other Direct Costs [(l) + (m) + (n) + (o)] $360.00 TOTAL COST [(c) + (j) + (k) + (p)] $17,595.12
NOTES:
•         Employees subject to prevailing wage requirements to be marked with an *. •         ODC items should be based on actual costs and supported by historical data and other documentation. •         ODC items that would be considered “tools of the trade” are not reimbursable. •         ODC items should be consistently billed directly to all clients, not just when client will pay for them as a direct cost. •         ODC items when incurred for the same purpose, in like circumstances, should not be included in any indirect cost pool or in overhead rate.

(Jr. Highway Engr)
(Project Manager) Daniel Moreno
(Sr. Civil Engineer)
(Envir. Scientist)
EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 1 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
OTS
Classification/Title Name
LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare the... Page 710 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Consultant Contract No. Date 45870

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) 45870 Avg Hourly 5 Year Contract
Rate Duration
$7,217.50 = $144.35 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $144.35 + = $150.85 Year 2 Avg Hourly Rate
Year 2 $150.85 + = $157.63 Year 3 Avg Hourly Rate
Year 3 $157.63 + = $164.73 Year 4 Avg Hourly Rate
Year 4 $164.73 + = $172.14 Year 5 Avg Hourly Rate
Total Hours
per Year
Year 1 25.00% * = 12.5 Estimated Hours Year 1
Year 2 75.00% * = 37.5 Estimated Hours Year 2
Year 3 0.00% * = 0.0 Estimated Hours Year 3
Year 4 0.00% * = 0.0 Estimated Hours Year 4
Year 5 0.00% * = 0.0 Estimated Hours Year 5
Total 100% = 50.0
Year 1 $144.35 * = $1,804.38 Estimated Hours Year 1
Year 2 $150.85 * = $5,656.72 Estimated Hours Year 2
Year 3 $157.63 * = $0.00 Estimated Hours Year 3
Year 4 $164.73 * = $0.00 Estimated Hours Year 4
Year 5 $172.14 * = $0.00 Estimated Hours Year 5
= $7,461.09
= $7,217.50
= $243.59 Transfer to Page 1
NOTES:
•         This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. •         An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) •         This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 2 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (SAMPLE CALCULATIONS FOR ANTICIPATED SALARY INCREASES)

3. Calculate estimated hours per year (Multiply estimate % each year by total hours)

2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Cost per Year
Total Direct Labor Cost with Escalation
Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
0 0
0 (calculated above)
Avg Hourly Rate
(calculated above)

12.5 37.5

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) OTS
Total Hours
50 Proposed Escalation

4.5%

4.5%

4.5%

4.5%
Direct Labor Subtotal
per Cost Proposal per Cost Proposal
Total Hours
per Cost ProposalCompleted Each Year
Estimated %

50.0 50.0

50.0 50.0
Total

50.0 Estimated hours
LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare the... Page 711 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant Contract No. Date 7/31/2025

DIRECT LABOR
hours Actual Hourly Rate Total
10 $80.00 $800.00
17 $58.32 $991.44
16 $40.00 $640.00
56 $38.00 $2,128.00

LABOR COSTS
a) Subtotal Direct Labor Costs $4,559.44
b) Anticipated Salary Increases (see page 2 for sample) $153.88 c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $4,713.32

FRINGE BENEFITS
d) Fringe Benefits (Rate: 38.42% ) e) Total Fringe Benefits [(c) x (d)] $1,810.86

INDIRECT COSTS
f) Overhead (Rate: 35.30% ) g) Overhead [(c) x (f)] $1,663.80 h) General and Administrative (Rate: 50.74% ) i) Gen & Admin [(c) x (h)] $2,391.54 j) Total Indirect Costs [(e) + (g) + (i)] $5,866.20
FEE (Profit)
q) (Rate: 10.00% ) k) TOTAL FIXED PROFIT [(c) + (j)] x (q)] $1,057.95

OTHER DIRECT COSTS (ODC)
Description Unit(s) Unit Cost Total
l) Travel/Mileage Costs (supported by consultant
actual costs) 134 $0.70 $93.80
m) Equipment Rental and Supplies (itemize) 0 $0.00 $0.00 n) Permit Fees (itemize), Plan sheets (each), Test 0 $0.63 $0.00 Holes (each), etc. 0 $0.00
o) Subconsultant Costs (attach detailed cost proposal
in same format as prime consultant estimate for
each subconsultant) 0 $0.00 $0.00
p) Total Other Direct Costs [(l) + (m) + (n) + (o)] $93.80 TOTAL COST [(c) + (j) + (k) + (p)] $11,731.27
NOTES:
•         Employees subject to prevailing wage requirements to be marked with an *. •         ODC items should be based on actual costs and supported by historical data and other documentation. •         ODC items that would be considered “tools of the trade” are not reimbursable. •         ODC items should be consistently billed directly to all clients, not just when client will pay for them as a direct cost. •         ODC items when incurred for the same purpose, in like circumstances, should not be included in any indirect cost pool or in overhead rate.

Principal Landscape Architect David Preciado
Project Manager Jaime Sandoval
Sr. Landscape Designer Samantha Murray
Landscape Designer Carolina Ogden-Tinoco
EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 1 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
Reddy Engineering Services, Inc ('RE Services')
Classification/Title Name
LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare the... Page 712 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Consultant Contract No. Date 7/31/2025

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Avg Hourly 5 Year Contract
Rate Duration
$4,559.44 = $46.05 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $46.05 + = $48.13 Year 2 Avg Hourly Rate
Year 2 $48.13 + = $50.29 Year 3 Avg Hourly Rate
Year 3 $50.29 + = $52.56 Year 4 Avg Hourly Rate
Year 4 $52.56 + = $54.92 Year 5 Avg Hourly Rate
Total Hours
per Year
Year 1 25.00% * = 24.8 Estimated Hours Year 1
Year 2 75.00% * = 74.3 Estimated Hours Year 2
Year 3 0.00% * = 0.0 Estimated Hours Year 3
Year 4 0.00% * = 0.0 Estimated Hours Year 4
Year 5 0.00% * = 0.0 Estimated Hours Year 5
Total 100% = 99.0
Year 1 $46.05 * = $1,139.86 Estimated Hours Year 1
Year 2 $48.13 * = $3,573.46 Estimated Hours Year 2
Year 3 $50.29 * = $0.00 Estimated Hours Year 3
Year 4 $52.56 * = $0.00 Estimated Hours Year 4
Year 5 $54.92 * = $0.00 Estimated Hours Year 5
= $4,713.32
= $4,559.44
= $153.88 Transfer to Page 1
NOTES:
•         This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. •         An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) •         This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

Effective multiplier with escalation = (c + j + k)/a = 2.5523908 Page 2 of 5 Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
25 74
0 0
0 Total Direct Labor Cost with Escalation

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year(calculated above) (calculated above) Total

3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours
Completed Each Year per Cost Proposal

99.0 99.0

99.0 99.0

99.0 per Cost Proposal per Cost Proposal
99 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Proposed Escalation

4.5%

4.5%

4.5%

4.5%

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (SAMPLE CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
Reddy Engineering Services, Inc ('RE Services')
Direct Labor Subtotal Total Hours
EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 2 OF 2
LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare the... Page 713 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant Contract No. Date 30-Jul-25

DIRECT LABOR
hours Actual Hourly Rate Total
40 $78.50 $3,140.00
52 $63.75 $3,315.00
52 $69.25 $3,601.00
8 $90.22 $721.76
16 $77.47 $1,239.52

LABOR COSTS
a) Subtotal Direct Labor Costs $12,017.28
b) Anticipated Salary Increases (see page 2 for sample) $389.12 c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $12,406.40

FRINGE BENEFITS
d) Fringe Benefits (Rate: 71.73% ) e) Total Fringe Benefits [(c) x (d)] $8,899.11

INDIRECT COSTS
f) Overhead (Rate: 155.76% ) g) Overhead [(c) x (f)] $19,324.21 h) General and Administrative (Rate: 0.00% ) i) Gen & Admin [(c) x (h)] $0.00 j) Total Indirect Costs [(e) + (g) + (i)] $28,223.32
FEE (Profit)
q) (Rate: 10.00% ) k) TOTAL FIXED PROFIT [(c) + (j)] x (q)] $4,062.97

OTHER DIRECT COSTS (ODC)
Description Unit(s) Unit Cost Total
l) Travel/Mileage Costs (supported by consultant
actual costs) 5 $1,500.00 $7,500.00
m) Equipment Rental and Supplies (itemize) $0.00
n) Permit Fees (itemize), Plan sheets (each), Test
Holes (each), etc. 2 $500.00 $1,000.00 Coring & shipping o) Subconsultant Costs (attach detailed cost proposal
in same format as prime consultant estimate for
each subconsultant) 2 $7,000.00 $14,000.00 Snooper & traffic control p) Total Other Direct Costs [(l) + (m) + (n) + (o)] $22,500.00 TOTAL COST [(c) + (j) + (k) + (p)] $67,192.69
NOTES:
•         Employees subject to prevailing wage requirements to be marked with an *. •         ODC items should be based on actual costs and supported by historical data and other documentation. •         ODC items that would be considered “tools of the trade” are not reimbursable. •         ODC items should be consistently billed directly to all clients, not just when client will pay for them as a direct cost. •         ODC items when incurred for the same purpose, in like circumstances, should not be included in any indirect cost pool or in overhead rate.

Project Manager Brian Kehoe
Senior Associate William Rosenblatt
Senior Associate Curtis Schroeder
Principal Wade Clark
Senior Petrographer Derek Cong
EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 1 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
Wiss, Janney, Elstner Associates, Inc.

Classification/Title Name
LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare the... Page 714 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Consultant Contract No. Date 7/30/2025

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) 45868 Avg Hourly 5 Year Contract
Rate Duration
$12,017.28 = $71.53 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $71.53 + = $74.39 Year 2 Avg Hourly Rate
Year 2 $74.39 + = $77.37 Year 3 Avg Hourly Rate
Year 3 $77.37 + = $80.46 Year 4 Avg Hourly Rate
Year 4 $80.46 + = $83.68 Year 5 Avg Hourly Rate
Total Hours
per Year
Year 1 19.05% * = 32.0 Estimated Hours Year 1
Year 2 80.95% * = 136.0 Estimated Hours Year 2
Year 3 0.00% * = 0.0 Estimated Hours Year 3
Year 4 0.00% * = 0.0 Estimated Hours Year 4
Year 5 0.00% * = 0.0 Estimated Hours Year 5
Total 100% = 168.0
Year 1 $71.53 * = $2,289.29 Estimated Hours Year 1
Year 2 $74.39 * = $10,117.11 Estimated Hours Year 2
Year 3 $77.37 * = $0.00 Estimated Hours Year 3
Year 4 $80.46 * = $0.00 Estimated Hours Year 4
Year 5 $83.68 * = $0.00 Estimated Hours Year 5
= $12,406.40
= $12,017.28
= $389.12 Transfer to Page 1
NOTES:
•         This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. •         An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) •         This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
32 136
0 0
0 Total Direct Labor Cost with Escalation

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year(calculated above) (calculated above) Total

3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours
Completed Each Year per Cost Proposal
168.0
168.0

0.0 0.0

0.0 per Cost Proposal per Cost Proposal
168

2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Proposed Escalation
4%
4%
4%
4%

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (SAMPLE CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
Wiss, Janney, Elstner Associates, Inc.

Direct Labor Subtotal Total Hours
EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 2 OF 2
LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare the... Page 715 of 1094 PSA Revised 1/2025
1 | P a g e
Addendum 1 – Insurance
EXHIBIT “C”
INSURANCE - ADDENDUM “1”
Without limiting Consultant’s indemnification of City, and prior to commencement of work and/or services under this Agreement, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII.

Consultant shall provide the following scope and limits of insurance:

MINIMUM SCOPE OF INSURANCE. Consultant shall maintain the following types and limits of insurance:

GENERAL LIABILITY INSURANCE. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.

AUTOMOBILE LIABILITY INSURANCE. Consultant shall maintain automobile liability insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.

PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.

WORKERS’ COMPENSATION INSURANCE. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000 per accident or disease). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers.

UMBRELLA OR EXCESS LIABILITY INSURANCE. [Optional depending on limits required]. As an option to meet the limits of insurance required by this Agreement, Consultant may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial

Professional Services Agreement with TY Lin International to prepare the... Page 716 of 1094 PSA Revised 1/2025
2 | P a g e
Addendum 1 – Insurance
general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:
• A drop -down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;
• Pay on behalf of wording as opposed to reimbursement; • Concurrency of effective dates with primary policies; • Policies shall “follow form” to the underlying primary policies; and • Insureds under primary policies shall also be insureds under the umbrella or excess policies.

Should Consultant obtain and maintain an excess liability policy, such policy shall be excess over commercial general liability, automobile liability and employer’s liability policies.

PROOF OF INSURANCE. Consultant shall provide certificates of insurance and required endorsements to Agency as evidence of the insurance coverage required herein.

Insurance certificates and endorsements must be approved by the Agency’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with Agency for the contract period and any additional length of time required thereafter. Agency reserves the right to require complete, certified copies of all required insurance policies, at any time.

DURATION OF COVERAGE. Consultant shall procure and maintain for the contract period, and any additional length of time required thereafter, insurance against claims for injuries to persons or damages to property, or financial loss which may arise from or in connection with the performance of the Work hereunder by Consultant, their agents, representatives, employees, or subconsultants.

PRIMARY/NONCONTRIBUTING. Coverage provided by Consultant shall be primary and any insurance or self -insurance procured or maintained by Agency shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and u mbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of Agency before the Agency’s own insurance or s elf-insurance shall be called upon to protect it as a maned insured.

CITY’S RIGHT OF ENFORCEMENT. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced Agency has the right but not the duty to obtain the insurance It deems necessary, and any premium paid by Agency will be promptly reimbursed by Consultant or Agency will withhold amounts sufficient to pay premium from Consultant payments.

In the alternative, Agency may cancel this Agreement.

Professional Services Agreement with TY Lin International to prepare the... Page 717 of 1094 PSA Revised 1/2025
3 | P a g e
Addendum 1 – Insurance
ACCEPTABLE INSURERS. All insurance policies shall be issued by an Insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the Agency’s Risk Manager.

WAIVER OF SUBROGATION. All Insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against Agency, its elected or appointed officers, agents, officials, employees, and volunteers or shall specifically allow Consultant or other s providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its n right of recovery against Agency and shall require similar written express waivers and insurance clauses from each of its subconsultants.

ENFORCEMENT OF CONTRACT PROVISIONS (NON ESTOPPEL). Consultant acknowledges and agrees that any actual or alleged failure on the part of the Agency to inform Consultant of non-compliance with any requirement imposes no additional obligations on the Agency nor does it waive any rights hereunder.

REQUIREMENTS NOT LIMITING . Requirements of specific coverage features or limits obtained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance.

Specific reference to a given coverage feature Is for purposes of clarification only as it pertains to given issue and is not intended by any party or Insured lo be all Inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than t he minimums shown above, the Agency requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available Insurance proceeds in excess of the specified minimum limits of Insurance and coverage shall be available to the Agency.

NOTICE OF CANCELLATION. Consultant agrees to oblige its insurance agent or broker and insurers to provide the Agency with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. If any of the Consultant's insurers are unwilling to provide such notice, then Consultant shall have the responsibility of notifying the Agency immediately in the event of Consultant's failure to renew any of the required insurance coverages, or insurer's cancellation or non-renewal.

PROHIBITION OF UNDISCLOSED COVERAGE LIMITATIONS . None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to Agency and approved of in writing.

SEPARATION OF INSUREDS . A severability of interest provision must apply for all additional insureds ensuring that Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brough, except with respect to

Professional Services Agreement with TY Lin International to prepare the... Page 718 of 1094 PSA Revised 1/2025
4 | P a g e
Addendum 1 – Insurance
the insurer’s limits of liability. The policy(ies) shall not contain any cross -liability exclusions.

PASS THROUGH CLAUSE . Consultant agrees to ensure that its subconsultants, subcontractors, and any other party who is brought onto or involved in the project/service by Consultant (hereinafter collectively "Subcontractor'"), provide the same minimum insurance coverage and endorsements required of Consultant under this Agreement Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. However, in the event Consultant's Subcontractor cannot comply with this requirement, which proof must be submitted to the Agency, Consultant may still be able to utilize the Subcontractor provided Consultant shall be required to ensure that its Subcontractor provide and maintain insurance coverage and endorsements sufficient to the specific risk of exposure involved with Subcontractor's scope of work and services, with limits less than required of the Consultant, but in all other terms consistent with the Consultant's requirements under this Agreement. This provision does not relieve the Consultant of its contractual obligations under the Agreement and/or limit its liability lo the amount of insurance coverage provided by its Subcontractors. This provision is intended solely to provide Consultant with the ability to util ize a Subcontractor who may be otherwise qualified to perform the work or services but may not carry the same insurance limits as required of the Consultant under this Agreement given the limited scope of work or services provided by the Subcontractors, and others engaged in the project and/or services, will be submitted to the Agency.

CITY’S RIGHT TO REVISE SPECIFICATIONS. The Agency reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the Agency and Consultant may renegotiate Consultant's compensation.

SELF-INSURED RETENTIONS . Any self -insured retentions must be declared to and approved by Agency. Agency reserves the right to require that self -insured retentions by eliminated, lowered, or replaced by a deductible, or require proof of ability to pay losses and related investig ations, claim administration, and defense expenses within the retention through confirmation from the underwriter.

TIMELY NOTICE OF CLAIMS . Consultant shall give Agency prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.

ADDITIONAL INSURANCE. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

Professional Services Agreement with TY Lin International to prepare the... Page 719 of 1094 PSA Revised 1/2025
5 | P a g e
Addendum 1 – Insurance
OTHER PROVISIONS. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City.
(A) OTHER REQUIREMENTS. Consultant shall deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with.

The City Attorney may require that Con sultant furnish City with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.

1. Upon request from the City, Consultant shall furnish certificates and endorsements from each subcontractor identical to those Consultant provides.

2. Any deductibles or self -insured reten tions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim
administration, defense expenses and claims.

3. The procuring of such required policy or policies of insurance shall not be construed to limit Consultant’s liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement.

4. Coverage provided by Consultant shall be primary and any insurance or self- insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non - contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.

5. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

Professional Services Agreement with TY Lin International to prepare the... Page 720 of 1094 PSA Revised 1/2025
6 | P a g e
Addendum 1 – Insurance

6. General liability , automobile liability and umbrella/excess liability insurance policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies.

Professional Services Agreement with TY Lin International to prepare the... Page 721 of 1094 PSA Revised 1/2025
1 | Page
Exhibits
ADDENDUM “2"

FEDERAL FUNDS

Professional Services Agreement with TY Lin International to prepare the... Page 722 of 1094 PSA Revised 1/2025
2 | Page
Exhibits
As used throughout Addendum 2, LOCAL AGENCY shall mean the City of Indio.

ARTICLE I INTRODUCTION – NOT USED
ARTICLE II CONSULTANT’S REPORTS OR MEETINGS
A. CONSULTANT shall submit progress reports at least once a month. The report should be sufficiently detailed for the LOCAL AGENCY’s Contract Administrator to determine, if CONSULTANT is performing to expectations, or is on schedule; to provide communication of interim findings, and to sufficiently address any difficulties or special problems encountered, so remedies can be developed.

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

ARTICLE III STATEMENT OF WORK – NOT USED

ARTICLE IV PERFORMANCE PERIOD
A. This AGREEMENT shall go into effect on the Effective Date, contingent upon approval by LOCAL AGENCY, and CONSULTANT shall commence work after notification to proceed by LOCAL AGENCY’S Contract Administrator. The AGREEMENT shall end on August 20, 2028 , unless extended by AGREEMENT amendment.

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

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

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 723 of 1094 PSA Revised 1/2025
3 | Page
Exhibits
be made prior to approval of any work, or for any work performed prior to approval of this AGREEMENT.

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

E. The total amount payable by LOCAL AGENCY shall not exceed Three Hundred Eighty-Four Thousand Three Hundred Seventy -Five Dollars and Twenty -Three Cents ($384,375.23).

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

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

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 724 of 1094 PSA Revised 1/2025
4 | Page
Exhibits

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

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

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

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

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

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 725 of 1094 PSA Revised 1/2025
5 | Page
Exhibits
C. Neither the pendency of a dispute nor its consideration by LOCAL AGENCY will excuse CONSULTANT from full and timely performance, in accordance with the terms of this AGREEMENT.

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

E. CONSULTANT’s Cost Proposal may be subject to a CPA ICR Audit Work Paper Review and/or audit by the Independent Office of Audits and Investigations (IOAI). IOAI, at its sole discretion, may review and/or audit and approve the CPA ICR documentation. The Cost Proposal shall be adjusted by the CONSULTANT and approved by the LOCAL AGENCY Contract Administrator to conform to the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report.

Refusal by the CONSULTANT to incorporate the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report will be considered a breach of the AGREEMENT terms and cause for termination of the AGREEMENT and disallowance of prior reimbursed costs.

1. During IOAI’s review of the ICR audit work papers created by the CONSULTANT’s independent CPA, IOAI will work with the CPA and/or CONSULTANT toward a resolution of issues that arise during the review.

Each party agrees to use its best efforts to resolve any audit disputes in a timely manner. If IOAI identifies significant issues during the review and is unable to issue a cognizant approval letter, LOCAL AGENCY will reimburse the CONSULTANT at an accepted ICR until a FAR (Federal Acquisition Regulation) comp liant ICR (e.g. 48 CFR Part 31; GAGAS (Generally Accepted Auditing Standards); CAS (Cost Accounting Standards), if applicable; in accordance with procedures and guidelines of the American Association of State Highways and Transportation Officials (AASHTO) Audit

Professional Services Agreement with TY Lin International to prepare the... Page 726 of 1094 PSA Revised 1/2025
6 | Page
Exhibits
Guide; and other applicable procedures and guidelines) is received and approved by IOAI.

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

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

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

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 727 of 1094 PSA Revised 1/2025
7 | Page
Exhibits
CONSULTANT's obligation to pay its Subconsultants is an independent obligation from the LOCAL AGENCY's obligation to make payments to the CONSULTANT.

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

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

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

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

F. Prompt Progress Payment

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

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

G. Prompt Payment of Withheld Funds to Subconsultants

The LOCAL AGENCY may hold retainage from CONSULTANT and shall make prompt and regular incremental acceptances of portions, as determined by the LOCAL AGENCY, of the contract work, and pay retainage to CONSULTANT

Professional Services Agreement with TY Lin International to prepare the... Page 728 of 1094 PSA Revised 1/2025
8 | Page
Exhibits
based on these acceptances. The LOCAL AGENCY shall designate one of the methods below in the contract to ensure prompt and full payment of any retainage kept by CONSULTANT or subconsultant to a subconsultant.

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

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

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

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

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 729 of 1094 PSA Revised 1/2025
9 | Page
Exhibits
obtained from an appraiser mutually agreeable to by LOCAL AGENCY and CONSULTANT, if it is determined to sell the equipment, the terms and conditions of such sale must be approved in advance by LOCAL AGENCY.

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

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

B. The CONSULTANT shall comply with all of the applicable provisions of the California Labor Code requiring the payment of prevailing wages. The General Prevailing Wage Rate Determinations applicable to work under this AGREEMENT are available and on file with the Department of Transportation's Regional/District Labor Compliance Officer
(https://dot.ca.gov/programs/construction/labor-compliance). These wage rates are made a specific part of this AGREEMENT by reference pursuant to Labor Code §1773.2 and will be applicable to work performed at a construction project site. Prevailing wages will be applicable to all inspection work performed at LOCAL AGENCY construction sites, at LOCAL AGENCY facilities and at off-site locations that are set up by the construction contractor or one of its subcontractors solely and specifically to serve LOCAL AGENCY projects.

Prevailing wage requirements do not apply to inspection work performed at the facilities of vendors and commercial materials suppliers that provide goods and services to the general public.

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

D. Payroll Records

1. Each CONSULTANT and Subconsultant shall keep accurate certified payroll records and supporting documents as mandated by Labor Code §1776 and as defined in 8 CCR §16000 showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by the CONSULTANT or Subconsultant in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:

Professional Services Agreement with TY Lin International to prepare the... Page 730 of 1094 PSA Revised 1/2025
10 | Page
Exhibits
a. The information contained in the payroll record is true and correct. b. The employer has complied with the requirements of Labor Code §1771, §1811, and §1815 for any work performed by his or her employees on the public works project.

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

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

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

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

6. The CONSULTANT or Subconsultant shall have ten (10) calendar days in

Professional Services Agreement with TY Lin International to prepare the... Page 731 of 1094 PSA Revised 1/2025
11 | Page
Exhibits
which to comply subsequent to receipt of written notice requesting the records enumerated in paragraph (1) above. In the event the CONSULTANT or Subconsultant fails to comply within the ten (10) day period, he or she shall, as a penalty to LOCAL AGENCY, fo rfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Such penalties shall be withheld by LOCAL AGENCY from payments then due. CONSULTANT is not subject to a penalty assessment pursuant to this section due to the failure of a Subconsultant to comply with this section.

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

F. Penalty

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

2. The amount of this forfeiture shall be determined by the Labor Commissioner and shall be based on consideration of mistake, inadvertence, or neglect of the CONSULTANT or Subconsultant in failing to pay the correct rate of prevailing wages, or the previous record of the CONSULTANT or Subconsultant in meeting their respective prevailing wage obligations, or the willful failure by the CONSULTANT or Subconsultant to pay the correct rates of prevailing wages. A mistake, inadvertence, or neglect in failing to pay the correct rates of prevailing wages is not excusable if the CONSULTANT or Subconsultant had knowledge of the obligations under the Labor Code. The CONSULTANT is responsible for paying the appropriate rate, including any escalations that take place during the term of the AGREEMENT.

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

4. If a worker employed by a Subconsultant on a public works project is not

Professional Services Agreement with TY Lin International to prepare the... Page 732 of 1094 PSA Revised 1/2025
12 | Page
Exhibits
paid the general prevailing per diem wages by the Subconsultant, the CONSULTANT of the project is not liable for the penalties described above unless the CONSULTANT had knowledge of that failure of the Subconsultant to pay the specified prevailing rate of wages to those workers or unless the CONSULTANT fails to comply with all of the following requirements:
a. The AGREEMENT executed between the CONSULTANT and the Subconsultant for the performance of work on public works projects shall include a copy of the requirements in Labor Code §§ 1771, 1775, 1776, 1777.5, 1813, and 1815.
b. The CONSULTANT shall monitor the payment of the specified general prevailing rate of per diem wages by the Subconsultant to the employees by periodic review of the certified payroll records of the Subconsultant.
c. Upon becoming aware of the Subconsultant’s failure to pay the specified prevailing rate of wages to the Subconsultant’s workers, the CONSULTANT shall diligently take corrective action to halt or rectify the failure, including but not limited to, retaining sufficient funds due the Subconsultant for work performed on the public works project.
d. Prior to making final payment to the Subconsultant for work performed on the public works project, the CONSULTANT shall obtain an affidavit signed under penalty of perjury from the Subconsultant that the Subconsultant had paid the specified general prevailing rate of per diem wages to the Subconsultant’s employees on the public works project and any amounts due pursuant to Labor Code §1813.

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

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

G. Hours of Labor
Eight (8) hours labor constitutes a legal day's work. The CONSULTANT shall forfeit, as a penalty to the LOCAL AGENCY, twenty-five dollars ($25) for each

Professional Services Agreement with TY Lin International to prepare the... Page 733 of 1094 PSA Revised 1/2025
13 | Page
Exhibits
worker employed in the execution of the AGREEMENT by the CONSULTANT or any of its Subconsultants for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of the Labor Code, and in particular §§1810 to 1815 thereof, inclusive, except that work performed by employees in excess of eight (8) hours per day, and forty (40) hours during any one week, shall be permitted upon compensation for all hours worked in excess of eight (8) hours per day and forty (40) hours in any week, at not less than one and one -half (1.5) times the basic rate of pay, as provided in §1815.

H. Employment of Apprentices

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

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

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

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

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

C. The CONSULTANT hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the

Professional Services Agreement with TY Lin International to prepare the... Page 734 of 1094 PSA Revised 1/2025
14 | Page
Exhibits
performance of services under this AGREEMENT.

D. The CONSULTANT hereby certifies that the CONSULTANT or subconsultant and any firm affiliated with the CONSULTANT or subconsultant that bids on any construction contract or on any Agreement to provide construction inspection for any construction project res ulting from this AGREEMENT, has established necessary controls to ensure a conflict of interest does not exist.

An affiliated firm is one, which is subject to the control of the same persons, through joint ownership or otherwise.

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

ARTICLE XV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR

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

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

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

B. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. §135 2. Any person who fails to file the required certification shall be subject to a civil penalty of not less than ten thousand dollars ($10,000) and not more than one hundred thousand dollars

Professional Services Agreement with TY Lin International to prepare the... Page 735 of 1094 PSA Revised 1/2025
15 | Page
Exhibits
($100,000) for each such failure.

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

ARTICLE XVI NON -DISCRIMINATION CLAUSE AND STATEMENT OF

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

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

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

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

E. CONSULTANT and its subconsultants shall give written notice of their

Professional Services Agreement with TY Lin International to prepare the... Page 736 of 1094 PSA Revised 1/2025
16 | Page
Exhibits
obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

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

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

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

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

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

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

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

3. Does not have a proposed debarment pending; and

4. Has not been indicted, convicted, or had a civil judgment rendered

Professional Services Agreement with TY Lin International to prepare the... Page 737 of 1094 PSA Revised 1/2025
17 | Page
Exhibits
against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years.

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

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

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

ARTICLE XVIII DISADVANTAGED BUSINESS ENTERPRISES (DBE)

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

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

CONSULTANT shall meet the DBE goal shown elsewhere in these special provisions or demonstrate that they made adequate Good Faith Efforts (GFE) to meet this goal. It is CONSULTANT’s responsibility to verify at date of proposal opening that the DBE firm is certified as a DBE by using the California Unified Certification Program (CUCP) database and possesses the most specific available North American Industry Classification System (NAICS) codes and work code applicable to the type of work the firm will perform on the contract. Additionally, the CONSULTANT is responsible to document the verification record by printing out the CUCP data for each DBE firm. A list of DBEs certified by the CUCP can be found at https://dot.ca.gov/programs/civil- rights/dbe-search.

All DBE participation will count toward the California Department of Transportation’s federally mandated statewide overall DBE goal. Credit for materials or supplies CONSULTANT purchases from DBEs counts towards the goal in the following manner:
• 100 percent counts if the materials or supplies are obtained from a DBE manufacturer.
• 60 percent counts if the materials or supplies are purchased from a DBE regular dealer.
• Only fees, commissions, and charges for assistance in the procurement and delivery of materials or supplies count if obtained from a DBE that

Professional Services Agreement with TY Lin International to prepare the... Page 738 of 1094 PSA Revised 1/2025
18 | Page
Exhibits
is neither a manufacturer nor regular dealer. 49 CFR 26.55 defines "manufacturer" and "regular dealer."
This AGREEMENT is subject to 49 CFR 26 entitled “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”. CONSULTANTs who enter into a federally -funded agreement will assist the LOCAL AGENCY in a g ood faith effort to achieve California's statewide overall DBE goal.

B. The goal for DBE participation for this AGREEMENT is 22 %. Participation by DBE CONSULTANT or subconsultants shall be in accordance with information contained in Exhibit 10- O2: Consultant Contract DBE Commitment attached hereto and incorporated as part of the AGREEMENT. If a DBE subconsultant is unable to perform, CONSULTANT must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met.

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

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

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

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

Failure by the CONSULTANT to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying CONSULTANT from future proposing as non-responsible

Professional Services Agreement with TY Lin International to prepare the... Page 739 of 1094 PSA Revised 1/2025
19 | Page
Exhibits
E. Termination and Replacement of DBE Subconsultants
CONSULTANT shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless CONSULTANT or DBE subconsultant obtains the LOCAL AGENCY’s written consent. CONSULTANT shall not terminate or replace a listed DB E for convenience and perform the work with their own forces or obtain materials from other sources without authorization from the LOCAL AGENCY. Unless the LOCAL AGENCY’s consent is provided, the CONSULTANT shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 10-02: Consultant Contract DBE Commitment form.

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

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

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

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

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

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

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

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

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

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

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

11. The LOCAL AGENCY determines other documented good cause.

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

Professional Services Agreement with TY Lin International to prepare the... Page 740 of 1094 PSA Revised 1/2025
20 | Page
Exhibits

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

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

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

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

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

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

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 741 of 1094 PSA Revised 1/2025
21 | Page
Exhibits
of agreement to perform on the Contract
• Revised Exhibit 10-O2: Consultant Contract DBE Commitment

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

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

The LOCAL AGENCY shall request CONSULTANT to:

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

2. Provide this notification before starting the affected work

3. Maintain records including:
• Name and business address of each 1st-tier subconsultant • Name and business address of each DBE subconsultant, DBE vendor, and DBE trucking company, regardless of tier
• Date of payment and total amount paid to each business (see

Professional Services Agreement with TY Lin International to prepare the... Page 742 of 1094 PSA Revised 1/2025
22 | Page
Exhibits
Exhibit 9-F: Monthly Disadvantaged Business Enterprise Payment) If CONSULTANT is a DBE CONSULTANT, they shall include the date of work performed by their own forces and the corresponding value of the work.

If a DBE is decertified before completing its work, the DBE must notify CONSULTANT in writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify CONSULTANT in writing of the certification date. CONSULTANT shall submit the notifications to the LOCAL AGENCY. On work completion, CONSULTANT shall complete Exhibit 17-O: Disadvantaged Business Enterprises (DBE) Certification Status Change and submit the form to the LOCAL AGENCY within 30 days of contract acceptance.

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

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

G. Commercially Useful Function
DBEs must perform a commercially useful function (CUF) under 49 CFR 26.55 when performing work or supplying materials listed on the DBE Commitment form. The DBE value of work will only count toward the DBE commitment if the DBE performs a CUF. A DBE performs a CUF when it is responsible for execution of the work of the AGREEMENT and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible, with respect to materials and supplies used on the AGREEMENT, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself.

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 743 of 1094 PSA Revised 1/2025
23 | Page
Exhibits
Within 10 days of a DBE initially performing work or supplying materials on the Contract, CONSULTANT shall submit to the LPA the initial evaluation and validation of DBE performance of a CUF using the LAPM 9 -J: Disadvantaged Business Enterprise Commerciall y Useful Function Evaluation. Include the following information with the submittal:
• Subcontract agreement with the DBE
• Purchase orders
• Bills of lading
• Invoices
• Proof of payment
CONSULTANT must monitor all DBE’s performance of CUF by conducting quarterly evaluations and validations throughout their duration of work on the Contract using the LAPM 9 -J: DBE Commercially Useful Function Evaluation.

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

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

The LOCAL AGENCY will verify DBEs performance of CUF by reviewing the initial and quarterly submissions of LAPM 9 -J: DBE Commercially Useful Function Evaluation, submitted supporting information, field observations, and through any additional LOCAL AGENCY evaluations. The LOCAL AGENCY must evaluate DBEs and their CUF performance throughout the duration of a Contract. The LOCAL AGENCY will provide written notice to the CONSULTANT and the DBE at least two (2) business days prior to any evaluation. The CONSULTANT and the DBE must participate in the evaluation. Upon completing the evaluation, the LOCAL AGENCY must share the evaluation results with the CONSULTANT and the DBE. An evaluation could include items that must be remedied upon receipt.

If the LOCAL AGENCY determines the DBE is not performing a CUF, the CONSULTANT must suspend performance of the noncompliant work.

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

If CONSULTANT and/or the LOCAL AGENCY determine that a listed DBE is not performing a CUF in performance of their DBE committed work, CONSULTANT

Professional Services Agreement with TY Lin International to prepare the... Page 744 of 1094 PSA Revised 1/2025
24 | Page
Exhibits
must immediately suspend performance of the noncompliant portion of the work. LOCAL AGENCY may deny payment for the noncompliant portion of the work. LOCAL AGENCY will ask the CONSULTANT to submit a corrective action plan (CAP) to the LOCAL AGENGY within five (5) days of the noncompliant CUF determination. The CAP must identify how the CONSULTANT will correct the noncompliance findings for the remaining portion of the DBE's work. LOCAL AGENCY has five (5) days to review the CAP in conjunction with the CONSULTANT’s review. The CONSULTANT must implement the CAP within five (5) days of the LOCAL AGENCY's approval. The LOCAL AGENCY will then authorize the prior noncompliant portion of work for the DBE's committed work.

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

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

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

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

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 745 of 1094 PSA Revised 1/2025
25 | Page
Exhibits
[email protected] with a copy to local administering agencies.

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

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

ARTICLE XIX INSURANCE – NOT USED

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

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

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

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

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

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 746 of 1094 PSA Revised 1/2025
26 | Page
Exhibits
Administrator.

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

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

A. Any dispute, other than audit, concerning a question of fact arising under this AGREEMENT that is not disposed of by agreement shall be decided by a committee consisting of LOCAL AGENCY’s Contract Administrator and the Director of Public Works , who may consider written or verbal information submitted by CONSULTANT.

B. Not later than thirty (30) calendar days after completion of all deliverables necessary to complete the plans, specifications and estimate, CONSULTANT may request review by LOCAL AGENCY Governing Board of unresolved claims or disputes, other than audit. The request for review will be submitted in writing.

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

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

ARTICLE XXV SAFETY
A. CONSULTANT shall comply with OSHA regulations applicable to CONSULTANT regarding necessary safety equipment or procedures. CONSULTANT shall

Professional Services Agreement with TY Lin International to prepare the... Page 747 of 1094 PSA Revised 1/2025
27 | Page
Exhibits
comply with safety instructions issued by LOCAL AGENCY Safety Officer and other LOCAL AGENCY representatives. CONSULTANT personnel shall wear hard hats and safety vests at all times while working on the construction project site.

B. Pursuant to the authority contained in Vehicle Code §591, LOCAL AGENCY has determined that such areas are within the limits of the project and are open to public traffic. CONSULTANT shall comply with all of the requirements set forth in Divisions 11, 12, 1 3, 14, and 15 of the Vehicle Code. CONSULTANT shall take all reasonably necessary precautions for safe operation of its vehicles and the protection of the traveling public from injury and damage from such vehicles.

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

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

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

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

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

Professional Services Agreement with TY Lin International to prepare the... Page 748 of 1094 PSA Revised 1/2025
28 | Page
Exhibits
project or project location shall be at City’s sole risk.

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

E. LOCAL AGENCY may permit copyrighting reports or other agreement products. If copyrights are permitted; the AGREEMENT shall provide that the FHWA shall have the royalty -free nonexclusive and irrevocable right to reproduce, publish, or otherwise use; and to authorize others to use, the work for government purposes.

ARTICLE XXVII CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION

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

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

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

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

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

C. CONSULTANT shall not comment publicly to the press or any other media regarding the AGREEMENT or LOCAL AGENCY’s actions on the same, except

Professional Services Agreement with TY Lin International to prepare the... Page 749 of 1094 PSA Revised 1/2025
29 | Page
Exhibits
to LOCAL AGENCY’s staff, CONSULTANT’s own personnel involved in the performance of this AGREEMENT, at public hearings, or in response to questions from a Legislative committee.

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

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

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

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

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

ARTICLE XXXI PROMPT PAYMENT
A. PROMPT PAYMENT FROM LOCAL AGENCY TO CONSULTANT
he LOCAL AGENCY shall make all project progress payment within 30 days after receipt of an undisputed and properly submitted payment request from CONSULTANT on a professional service contract. If the LOCAL AGENCY fails to pay promptly, the LOCAL AGENCY shall pay interest to the CONSULTANT, which accrues at the rate of 10 percent per annum on the principal amount

Professional Services Agreement with TY Lin International to prepare the... Page 750 of 1094 PSA Revised 1/2025
30 | Page
Exhibits
of a money judgment remaining unsatisfied and pro-rated as necessary. Upon receipt of the payment request, the LOCAL AGENCY shall act in accordance with both of the following:
(1) The LOCAL AGENCY shall review each payment request as soon as feasible after receipt to verify it is a proper payment request. (2) The LOCAL AGENCY must return any payment request deemed improper by the LOCAL AGENCY to the CONSULTANT as soon as feasible, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall include documentation setting forth in writing the reasons why it is an improper payment request.

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

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

ARTICLE XXXII TITLE VI ASSURANCES

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

Professional Services Agreement with TY Lin International to prepare the... Page 751 of 1094 PSA Revised 1/2025
31 | Page
Exhibits
in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the agreement covers a program set forth in Appendix B of the Regulations.
c. Solicitations for Sub-agreements, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONSULTANT for work to be performed under a Sub- agreement, including procurements of materials or leases of equipment, each potential sub-applicant or supplier shall be notified b y CONSULTANT of the CONSULTANT’S obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin.
d. Information and Reports : CONSULTANT shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertain compliance with such Regulations or directives. Where any information required of CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, CONSULTANT shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONSULTANT has made to obtain the information.
e. Sanctions for Noncompliance: In the event of CONSULTANT’s noncompliance with the nondiscrimination provisions of this agreement, the recipient shall impose such agreement sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:
i. withholding of payments to CONSULTANT under the Agreement within a reasonable period of time, not to exceed 90 days; and/or ii. cancellation, termination or suspension of the Agreement, in whole or in part.
f. Incorporation of Provisions: CONSULTANT shall include the provisions of paragraphs (1) through (6) in every sub- agreement, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto.

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

Professional Services Agreement with TY Lin International to prepare the... Page 752 of 1094 PSA Revised 1/2025
32 | Page
Exhibits

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

Pertinent Non-Discrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21.
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42
• U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal -aid programs and projects);
• Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex;
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27;
• The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex);
• The Civil Rights Restoration Act of 1987, (PL 100 -209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the def inition of the terms “programs or activities” to include all of the programs or activities of the Federal -aid recipients, sub -recipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38;
• The Federal Aviation Administration’s Non- discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex);

Professional Services Agreement with TY Lin International to prepare the... Page 753 of 1094 PSA Revised 1/2025
33 | Page
Exhibits
• Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low- Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English Proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C.1681 et seq).

ARTICLE XXXIII NOTIFICATION – NOT USED
ARTICLE XXXIV CONTRACT – NOT USED
ARTICLE XXXV SIGNATURES – NOT USED

Professional Services Agreement with TY Lin International to prepare the... Page 754 of 1094 PSA Revised 1/2025
1 | P a g e
Exhibits
ADDENDUM “3"
BONDS

Professional Services Agreement with TY Lin International to prepare the... Page 755 of 1094 PSA Revised 1/2025
2 | P a g e
Exhibits
EXHIBIT “D”

CONFLICT OF INTEREST FORM

CONSULTANT FINANCIAL DISCLOSURES

Consultant will comply with all conflict of interest laws and regulations including, without limitations, City’s Conflict of Interest Code (on file in the City Clerk’s Office). It is incumbent upon the Consultant to notify the City of any staff changes relating to this Agreement. The City Manager has made the following determination and Consultant, by his/her signature, acknowledges said determination as set out in FPPC Regulation 18701(a) 02.

A. In accomplishing the scope of services of this Agreement, all officers, employees, and/or agents of Consultant will be performing a specialized function (subject to review and approval of the City Council), and therefore, is unlikely to have a conflict of interest arise. No disclosures are required of any officers, employees, and/or agents of Consultant. Consultants duties are as follows:
__________________________________________________________________ __________

________________________________
____________________________
Brian Montgomery, City Manager Consultant Signature and Title

B. In accomplishing the scope of services of this Agreement, Consultant will be performing a specialized service for the City, and there is substantial likelihood that the Consultant may make or participate in making, a governmental decision, which may have a foreseeable material effect on a financial interest. As a result, the Consultant shall be subject to the Disclosure Category “Consultant” of the City’s Conflict of Interest Code.

________________________________
____________________________
Brian Montgomery, City Manager Consultant Signature and Title

Professional Services Agreement with TY Lin International to prepare the... Page 756 of 1094 PSA Revised 1/2025
3 | P a g e
Exhibits
EXHIBIT “E”

LEVINE ACT STATEMENT
California Government Code § 84308, commonly referred to as the “Levine Act,” precludes an officer of a local governmental agency from participating in the award of a contract if he or she receives any political contributions totaling more than $500 in the 12 months preceding the pendency of the contract award, and for three months following the final decision, from the person or company awarded the contract. This prohibition applies to contributions to the officer, or received by the officer on behalf of any other officer, or on behalf of any candidate for office or on behalf of any committee.

This statement must be provided for the company and for each consultant who will work with the City.

City of Indio Council Members as of the date of this document:

Glenn Miller
Elaine Holmes
Oscar Ortiz
Waymond Ferrmon
Ben Guitron IV

1. Have you or your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City of Indio Council Member in the 12 months preceding the date of the issuance of this RFP?____ YES NO
If so, that Council member is: ___________________

2. Do you or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contributions of more than $500 to any City of Indio Council Member in the three months following the award of the
contract?____ YES NO
If so, that Council member is: ___________________

Answering yes to either of the two questions above does not preclude the City of Indio from awarding a contract to your firm. It may, however, preclude the identified Council Member from participating in the contract award process for this contract.

DATE (SIGNATURE OF CONSULTANT)

(NAME)

( NAME OF COMPANY)

Professional Services Agreement with TY Lin International to prepare the... Page 757 of 1094 PSA Revised 1/2025
4 | P a g e
Exhibits
EXHIBIT “F”

REQUEST FOR PROPOSAL

Professional Services Agreement with TY Lin International to prepare the... Page 758 of 1094 PSA Revised 1/2025
5 | P a g e
Exhibits
EXHIBIT “G”
CONSULTANT’S PROPOSAL

Professional Services Agreement with TY Lin International to prepare the... Page 759 of 1094 City of Indio
City Council
August 20, 2025

STAFF REPORT

To: City Council
From: Bryan H. Montgomery, City Manager
Prepared by: Timothy Wassil, Public Works Director
Subject: Professional Services Agreement with TY Lin International to prepare a Project Study Report for the Rehabilitation of the Jackson Street Bridge over Union the in BR2402, No. Railroad, City amount Pacific Project of $537,035.79

RECOMMENDATION:

Staff recommends that the City Council approve a Professional Services Agreement with TY Lin International to prepare a Project Study Report for the Rehabilitation of the Jackson Street Bridge over Union Pacific Railroad, City Project No. BR2402, in the amount of $537,035.79.

SUMMARY:

The existing Jackson Street Bridge over Union Pacific Railroad (UPRR), Bridge No. 56C-0291, is in need of structural rehabilitation based on the results of the bi-annual bridge inspection reports. The City received grant funding to perform a Project Study Report (PSR) to better define the most cost- effective and preferred alternative to correct the deficiencies listed in the Bridge Inspection Report.

BACKGROUND INFORMATION:

In 2017, during the preparation of the City’s Bridge Preventative Maintenance Program, review of the latest bridge inspection reports indicated that the Jackson Street Bridge over UPRR was eligible for grant funding from the Federal Highway Bridge Program (HBP) due to the bridge’s low sufficiency rating and designation as “Structurally Deficient”.

The City submitted an HBP application for the preparation of a PSR which would define the scope of the than rather replacement bridge analysis for a including necessary rehabilitation cost rehabilitation. Due to HBP funding constraints, the funding was not made available until Fiscal Year 2023/24. The City received authorization to start the PSR on March 19, 2024.

On October 28, 2024, the City released a Request for Proposals (RFP) from qualified firms to submit proposals for the development of the PSR, and on December 12, 2024, the City received proposals from the following four (4) firms:

Bidder’s Name Location
CNS Engineers Riverside, CA
Dokken Engineering San Diego, CA
Michael Baker International Palm Desert, CA
AGENDA ITEM #9.24
Professional Services Agreement with TY Lin International to prepare a P... Page 760 of 1094 Bidder’s Name Location
TY Lin International Ontario, CA

An Evaluation committee made up of City staff evaluated the proposals based on their experience, understanding of the work to be done, quality of staff, familiarity with state and federal procedures, and demonstrated technical ability to meet the needs of the project. Through this process, the Evaluation Committee selected TY Lin International as the most qualified consultant.

Staff has negotiated the final cost proposal from TY Lin International and believes their fee to be fair and reasonable for the services and staffing requested.

FINANCIAL SUMMARY:

Current FY Financial
Impact:
$537,035.79 In current year budget: Yes
Current FY General
Fund Impact:
$0 Budget adjustment: N/A
Next FY Financial
Impact:
$0 Strategic Objective: Public Safety
Source of funds: Gas Tax Fund-Org-Object
Reference:
210-521063

Additional Financial Details:

The total cost of the Professional Services Agreement with TY Lin International is expected to be $537,035.79. The City has received federal funding from the HBP to cover 80% of the total cost for these services. The total cost to the City is outlined below:

Total Cost $537,035.79
Federal Funds (80%) $429,628.63
Indio Share (20%) $107,407.16

The City’s share is budgeted in the approved Capital Improvement Plan in Fiscal Year 2025/26 using Gas Tax funds.

ATTACHMENTS:

Attachment 1 - Project Location Map
Attachment 2 - PSA - TY Lin International BR2402 REV

APPROVAL(S):

Juan Raya, City Engineer Approved - 13 Aug 2025
Timothy Wassil, Public Works Director Approved - 13 Aug 2025 Steven Graham Pacifico, City Attorney Approved - 14 Aug 2025 Ruby D. Walla, Director of Finance Approved - 14 Aug 2025 Bryan H. Montgomery, City Manager Approved - 14 Aug 2025

Professional Services Agreement with TY Lin International to prepare a P... Page 761 of 1094 ATTACHMENT 1

PROJECT LOCATION MAP

Professional Services Agreement with TY Lin International to prepare a P... Page 762 of 1094 Application for Highway Bridge Program Funds
Project Location Map - Jackson Street OH over Indio Blvd.

Regional Map
Vicinity Map
Project
Limits
City of Indio
Jackson Street
City of
Coachella
Highway 111
To City of Palm Springs
To City of
Coachella
City of
Palm Desert
Project
Location

Professional Services Agreement with TY Lin International to prepare a P... Page 763 of 1094 ATTACHMENT 2

PROFESSIONAL SERVICES AGREEMENT

WITH TY LIN INTERNATIONAL

Professional Services Agreement with TY Lin International to prepare a P... Page 764 of 1094

PROFESSIONAL SERVICES AGREEMENT*

BY AND BETWEEN

THE CITY OF INDIO,

A CALIFORNIA MUNICIPAL CORPORATION

AND

T.Y. LIN INTERNATIONAL,

A CALIFORNIA CORPORATION

Form Approved January 7, 2025

Professional Services Agreement with TY Lin International to prepare a P... Page 765 of 1094 PSA Revised 1/2025 Project No. BR2402
1 | P a g e

PROFESSIONAL SERVICES AGREEMENT

FOR PREPARATION OF PROJECT STUDY REPORT

FOR THE JACKSON STREET OVERHEAD OVER UPRR REPLACEMENT PROJECT BETWEEN THE CITY OF INDIO AND T.Y. Lin International

THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 20TH day of August, 2025 (“Effective Date”), by and between the CITY OF INDIO (“City”), a California municipal corporation organized as a general law city and T.Y. Lin International , a California corporation (“Consultant”). For the purposes of this Agreement, City and Consultant are sometimes hereinafter referred to as “Party” and collectively referred to as the “Parties.”

RECITALS

1. City has sought by Request for Proposals the performance of professional services for the preparation of a Project Study Report pertaining to Jackson Street Overhead over UPRR Replacement.

2. Consultant was selected by City to perform those services on the basis of Consultant’s demonstrated competence , professional qualifications and licensure necessary for the satisfactory performance of the services required.

3. Pursuant to the Chapter 33.116 of the Indio Municipal Code, the City has authority to enter into this Agreement.
a. The City Council has the authority to execute this Agreement .

4. The Parties now desire to formalize the selection of Consultant for performance of those services defined and described with particularity in Section 2 “Scope of Services and Schedule of Performance” of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, for and in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

SECTION 1. TERM OF AGREEMENT
(a) Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement shall commence on August 20, 2025 (the “Effective Date”) and continue in effect until the tasks described are completed, but in no event later than August 20, 2028, unless sooner terminated or otherwise extended by written agreement of the Parties. All days set out are calendar days.

Professional Services Agreement with TY Lin International to prepare a P... Page 766 of 1094 PSA Revised 1/2025 Project No. BR2402
2 | P a g e
(b) The City Manager may, in his or her sole discretion, unilaterally exercise an option to extend the Agreement on a month -to-month basis following expiration, on the same terms and conditions, including compensation as set forth in Section 4 “Compensation and Method of Payment.”

(c) Consultant acknowledges that the Agreement term may extend over multiple City fiscal years, and that work and compensation under this Agreement is contingent on the City Council appropriating funding for and authorizing such work and compensation for those fiscal years. This Agreement may be terminated by the City Manager at the end of a fiscal year when sufficient funding is not appropriated and authorized for the subsequent fiscal year. City is not obligated to pay Consultant for any amounts not duly appropriated and authorized by City Council.

SECTION 2. SCOPE OF SERVICES, SCHEDULE AND SCHEDULE OF PERFORMANCE (a) SCOPE OF SERVICES. Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant shall at all times faithfully, competently and to the best of their ability, experience and talent perform the services and tasks set forth in Exhibit “A” “Scope of Services” incorporated as if fully set forth here (hereinafter, the “Services”) and the City agrees to retain and does hereby retain Consultant to provide the Services.

(b) SCHEDULE OF PERFORMANCE. The Services shall be completed pursuant to the schedule specified in Exhibit “A.” Should the Services not be completed pursuant to that schedule, the Consultant shall be deemed to be in Default of this Agreement. Thereafter, the City, in its sole discretion, may choose not to enforce Section 21, “ Default” of this Agreement and may instead allow Consultant to continue performing the Services.

(c) ADDITIONAL SERVICES. Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with S ection 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.

SECTION 3. CITY REPRESENTATIVE.

The City’s Director of Public Works shall represent it in all matters regarding the administration of this agreement, review and approval of all products submitted by consultant, but shall have no authority to enlarge the tasks to be performed.

Professional Services Agreement with TY Lin International to prepare a P... Page 767 of 1094 PSA Revised 1/2025 Project No. BR2402
3 | P a g e
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Five Hundred Thirty- Seven Thousand Thirty -Five Dollars and Seventy -Nine Cents ($537,035.79), unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. Payment shall be made in accordance with City’s usual accounting procedures upon receipt and approval of an itemized invoice setting forth the services performed. The invoices shall be delivered to City at the address set forth in Section 24, “Notices” hereof. Under no circumstances shall the total amount paid to Consultant under this Agreement exceed the City Manager’s authority under Indio Municipal Code Section 33.116 (C)(2) without prior approval by the City Council.

(b) Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub -category), travel, materials, equipment, s upplies, and subconsultant contracts.

Subconsultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment for labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City ’s Representative shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission.

(c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within -thirty (30) days of receipt of Consultant’s correct and undisputed invoice.

(d) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

(e) If this Agreement is extended pursuant to Section 1 “Term of Agreement,” the City shall pay the same rates specified in Exhibit “B” “Compensation.”

Professional Services Agreement with TY Lin International to prepare a P... Page 768 of 1094 PSA Revised 1/2025 Project No. BR2402
4 | P a g e
SECTION 5. RESERVED
SECTION 6. OWNERSHIP OF DOCUMENTS.

All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents.

If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, s tudies, surveys, reports, data, notes, computer files, files or other documents.
(a) INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT. For no additional compensation, Consultant hereby assigns to City all of Consultant’s rights, title, and interest in and to the content of all deliverable materials created by Consultant or its employees, agents, or subconsultants, including copyrights, in connection with the Services performed under this Agreement. Consultant shall promptly execute and deliver, and shall cause its employees, agents, and subconsultants to promptly execute and deliver, upon request by the City or any of its successors or a ssigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desir able to fully secure, perfect or otherwise protect to or for the City, its successors and assigns, all right, title and interest in and to the content of the deliverable materials. For purposes of this section deliverable materials includes all works, tang ible or not, created under this Agreement including, without limitation, documents, material, data, reports, manuals, specifications, artwork, drawings, sketches, computer programs and databases, schematics, photographs, video and audiovisual recordings, sound recordings, marks, logos, graphic designs, notes, website, domain names, inventions, processes, formulas matters and combinations thereof, and all forms of intellectual property. The provisions of this paragraph are binding on the successors, assigns and heirs of Consultant and shall survive the termination of Consultant’s Services under this Agreement. Any unauthorized use, modification, or transfer of the Consultant intellec tual property will be at the Client’s sole risk.

Professional Services Agreement with TY Lin International to prepare a P... Page 769 of 1094 PSA Revised 1/2025 Project No. BR2402
5 | P a g e
SECTION 7. CONSULTANT’S BOOKS AND RECORDS.
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant’s performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement.

Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures.

(b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Consultant’s address indicated for receipt of notices, “Section 24,” of this Agreement.

(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Consultant’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors in interest and authorized representatives.

SECTION 8. INDEPENDENT CONSULTANT.
(a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Consultant shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City.

(b) The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant’s officers, employees, subconsultants or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner

Professional Services Agreement with TY Lin International to prepare a P... Page 770 of 1094 PSA Revised 1/2025 Project No. BR2402
6 | P a g e
represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against or bind City in any manner.

(c) Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Except for the fees paid to Consultant as provided herein, the City shall not pay salaries, wages or other compensation to consultant for performing services hereunder. The City shall not be liable for compensation or indemnification to Consultant for inj ury or sickness arising out of performing services hereunder. Consultant expressly waives any claim Contractor may have to any such rights.

SECTION 9. STANDARD OF PERFORMANCE.

Consultant represents that it has the qualifications, and experience necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. In meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services in the same geographic area as are required of Consultant under this Agreement, and shall use such skill, prudence, and diligence as other members of Consultant’s profession commonly possess and exercise.

SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.

Consultant shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances and regulations, and shall be responsible for any failure to comply with all applicable laws, ordinances and regulations. Consultant represents that Consultant has obtained or shall promptly obtain all necessary licenses to perform the Services set forth in this Agreement and that such licenses are in good standing. Consultant further represents that the services provided herein shall conform to all ordinances, policies and practices of the City. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section.

SECTION 11. RESERVED
SECTION 12. NONDISCRIMINATION.

Consultant shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this Agreement.

Professional Services Agreement with TY Lin International to prepare a P... Page 771 of 1094 PSA Revised 1/2025 Project No. BR2402
7 | P a g e
SECTION 13. RESERVED
SECTION 14. CONFLICTS OF INTEREST.
(a) Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of the Services. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcon sultant. To the extent applicable, Consultant further covenants that it has not contacted with nor is performing any services, directly or indirectly, with any developer or property owner or entity owning property within the City (or a study area) and further covenant and agrees that it shall provide no service or enter into any agreement with any developer or property owner or firm or partnership owning property within the City or the study area prior to completion of work under this Agreement. Consultant further agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.
(b) City understands and acknowledges that Consultant may be, as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties.

Consultant is unaware of any stated position of City relative to such projects.

Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section.
(c) City understands and acknowledges that Consultant may perform non-related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section. (d) During the term of this Agreement, Consultant shall complete a Form 700 as determined by the City’s Filing Officer.
(e) Consultant has completed the Levine Act statement attached as Exhibit E. (f) UNDUE INFLUENCE: Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of the City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confid ential financial arrangement or financial inducement. No officer to employee of the City has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement.

Violation of this provision shall be a material breach of this Agreement entitling the City to any and all remedies at law or in equity.

Professional Services Agreement with TY Lin International to prepare a P... Page 772 of 1094 PSA Revised 1/2025 Project No. BR2402
8 | P a g e
(g) During the time of their tenure with the City and for one thereafter, no member, officer or employee of City, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the services under this Agre ement shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be performed in connect with the services performed under this Agreement.

SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law .

(b) Consultant, its officers, employees, agents or subcon sultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena.

(c) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admiss ions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder.

City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Unless Consultant is adverse to City, Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

(d) If Consultant, or any officer, employee, agent or subconsultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct.

SECTION 16B. INDEMNIFICATION. (DESIGN PROFESSIONALS)
IF THIS CONSULTANT IS A DESIGN PROFESSIONAL AS DEFINED IN CAL. CIV.

CODE § 2782.8, this Section shall supersede and replace all other indemnity provisions contained in the City's specifications, which shall have no force and effect.

Professional Services Agreement with TY Lin International to prepare a P... Page 773 of 1094 PSA Revised 1/2025 Project No. BR2402
9 | P a g e
DESIGN PROFESSIONAL INDEMNITY OBLIGATIONS. To the maximum extent permitted by law, Consultant shall defend, hold harmless and indemnify City, and any and all of its elected and appointed officials, officers, employees, agents, and designated volunteers (collectively, “Indemnitees”), from and against any and all claims, losses, liabilities, damages, costs and expenses, including attorneys’ fees and costs, to the extent they arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant
Consultant’s duty to defend shall consist of reimbursement of defense costs incurred by Agency in direct proportion to the Consultant’s proportionate percentage of fault.

Consultant’s percentage of fault, for both indemnity and defense, shall be determined, as applicable, by a court of law, jury or arbitrator. In the event any loss, liability or damage is incurred by way of settlement or resolution without a court, jury or arbitrator having made a determination of the Consultant’s percentage of fault, and the parties cannot mutually agree on Consultant’s percentage of fault, the parties agree to mediation with a neutral third -party to determine the Consultant’s proportionate percentage of fault for purposes of determining the amount of indemnify and defense cost reimbursement owed to the City.

APPLICABLE TO ALL CONSULTANTS:

PROMPT PAYMENT OF JUDGEMENT. Consultant shall promptly pay any judgment rendered against City or any City Personnel for any such claims or liabilities incurred due to Consultant’s.

CLAIMS. Any claim by Consultant against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six (6) months after accrual of the cause of action.

SECTION 17. INSURANCE.

Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Addendum “1” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager.

INSURANCE DOES NOT EXCUSE INDEMNIFICATION OBLIGATION. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant or Indemnitees. This indemnification obligation shall survive this Agreement and shall not be limited by any term of any insurance policy required under this Agreement.

NONWAIVER OF RIGHTS. Indemnitees do not and shall not waive any rights that they may possess against Consultant on the basis of acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement.

Professional Services Agreement with TY Lin International to prepare a P... Page 774 of 1094 PSA Revised 1/2025 Project No. BR2402
10 | P a g e
WAIVER OF RIGHT OF SUBROGATION. Consultant, on behalf of itself and all parties claiming under or through it, hereby waives all rights of subrogation and contribution against the Indemnitees.

SECTION 18. ASSIGNMENT.

The expertise and experience of Consultant are material considerations for this Agreement. City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement , the performance of any of Consultant’s duties or obligations under this Agreement nor any monies due under this Agreement, without the prior written consent of the City, which may be given in the sole and absolute discretion of the City Manager . Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 20 “Termination of Agreement.” City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize subconsultants. Before retaining or contracting with any subconsultant for any services under this Agreement, Consultant shall provide City with the identity of the proposed Subconsultant, a copy of the proposed written contract between Consultant and such subconsultant which shall include an indemnity provision identical to the one provided herein identifying City as an indemnified party, o r an incorporation of the indemnity provision provided therein, and proof that such proposed subconsultant carries insurance at least equal to that required by this Agreement or obtain a written waiver from the City for such insurance.

Consultant may use assistants, under its direct supervision, to perform some of the services under this Agreement. Consultant shall provide City at least fourteen (14) days’ notice prior to the departure of such assistant from this employe. Should such a ssistant leave Consultant’s employ, the City shall have the option to immediately terminate this Agreement. Upon such termination, Consultant’s sole compensation shall be payment for actual services performed up to, and including the date of termination or as otherwise agreed to in writing with the City.

SECTION 19. RESERVED

SECTION 20. TERMINATION OF AGREEMENT.

(a) City may terminate this Agreement, with or without cause, at any time by giving prior written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress.

(b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.

Professional Services Agreement with TY Lin International to prepare a P... Page 775 of 1094 PSA Revised 1/2025 Project No. BR2402
11 | P a g e

(c) If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.

(d) Upon termination of this Agreement by either Consultant or City, all property belonging exclusively to City which is in Consultant’s possession shall be returned to City. Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 “Compensation and Method of Payment” of this Agreement.

(e) Upon written notice, City may suspend all or any portion of Consultant’s performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement.

Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.

SECTION 21. DEFAULT.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe i s thirty (30) days, which may be extended or reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on approved invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under Section 20 “Termination of Agreement.” Any failure on the part of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

SECTION 22. EXCUSABLE DELAYS.

Consultant shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of either Party. Such causes include, but are not limited to, acts of God, acts

Professional Services Agreement with TY Lin International to prepare a P... Page 776 of 1094 PSA Revised 1/2025 Project No. BR2402
12 | P a g e
of the public enemy, acts of federal, state or local governments, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term of this Agreement shall be equitably adjusted for any delays due to such causes.

SECTION 23. COOPERATION BY CITY.

All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Services shall be furnished to Consultant in every reasonable way to facilitate, without undue delay, the Services to be performed under this Agreement.

SECTION 24. NOTICES.

All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, delivered by a reputable document delivery service (i.e. Federal Express) which provides a receipt showing the date and time of delivery; or U.S. mail, certified mail, postage prepaid and return receipt requested, addressed as follows:

TO CITY: City of Indio
Attn: City Manager
100 Civic Center Mall
Indio, CA 92201
cc: [email protected]

TO CONSULTANT: T.Y. Lin International
Attn: Daniel Fitzwilliam, PE, Vice President
3633 East Inland Empire Blvd, Suite 700
Ontario, CA 91764

Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.

SECTION 25. AUTHORITY TO EXECUTE.

The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.

Should signatory of this Agreement be unauthorized to bind Consultant, such signor shall be personally liable for the obligations set forth in this Agreement.

Professional Services Agreement with TY Lin International to prepare a P... Page 777 of 1094 PSA Revised 1/2025 Project No. BR2402
13 | P a g e
SECTION 26. ADMINISTRATION AND IMPLEMENTATION.

This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 28 “Amendment” and the City Manager’s contracting authority under the Indio Municipal Code.

Professional Services Agreement with TY Lin International to prepare a P... Page 778 of 1094 PSA Revised 1/2025 Project No. BR2402
14 | P a g e
SECTION 27. BINDING EFFECT.

This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

SECTION 28. AMENDMENT.

No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City in the same manner as the Agreement was approved. . Notwithstanding, t he City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority under the Indio Municipal Code. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.

SECTION 29. WAIVER.

Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.

SECTION 30. LAW TO GOVERN; VENUE.

This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California.

In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.

SECTION 32. ENTIRE AGREEMENT.

This Agreement, including the attached Exhibits and Addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Consultant and City prior to the e xecution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding. All prior or contemporaneous agreements, understandings, representations or statements, oral or otherwise, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth here and upon each party’s own independent investigation of any and all facts such party deems materials.

Professional Services Agreement with TY Lin International to prepare a P... Page 779 of 1094 PSA Revised 1/2025 Project No. BR2402
15 | P a g e
SECTION 33. SEVERABILITY.

If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s) and all other parts, provisions or representations herein shall remain in full force or effect. .

SECTION 34. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:

1. Insurance requirements (“Addendum 1”)

2. All Exhibits and Addendums

3. All amendments

4. Consultant’s proposal, if any

5. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement (“Funding Restrictions”) (b) The documents listed above shall be referred to collectively as the “Agreement Documents.” The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a co nflict between any of the Agreement Documents, the Documents shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, Exhibits and Addendums, and Consultant’s proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.

SECTION 35. TIME OF ESSENCE.

Time is of the essence for each and every provision of this Agreement.

SECTION 36. FEDERAL FUNDS.

In the event the Services are funded either in whole or in part by a federal grant, Consultant shall comply with the requirements of Addendum “2” “Federal Funds.”
[SIGNATURE PAGE FOLLOWS]

Professional Services Agreement with TY Lin International to prepare a P... Page 780 of 1094 PSA Revised 1/2025 Project No. BR2402
16 | P a g e
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.

CITY OF INDIO
___________________________
Bryan H. Montgomery
City Manager
ATTEST:

CITY CLERK
By: ___________________________
Sabdi Sanchez, MMC
Director of City Clerk Services
APPROVED AS TO FORM:

CITY ATTORNEY
By: ___________________________
Steven Graham Pacifico
City Attorney
CONSULTANT:

By:

Daniel Fitzwilliam, PE

Its: Vice President
Attachments:

Exhibit A- Scope of Services
Exhibit B- Compensation
Attachments - Continued

Professional Services Agreement with TY Lin International to prepare a P... Page 781 of 1094 PSA Revised 1/2025 Project No. BR2402
17 | P a g e
Exhibit C- Insurance (Addendums 1-3)
Exhibit D- Conflict of Interest Form
Exhibit E- Levine Act Statement
Exhibit F- Request for Proposal (if used)
Exhibit G- Consultant’s Proposal (if used)

Professional Services Agreement with TY Lin International to prepare a P... Page 782 of 1094 PSA Revised 1/2025
1 | P a g e
Exhibits
EXHIBIT “A”

SCOPE OF SERVICES

Professional Services Agreement with TY Lin International to prepare a P... Page 783 of 1094 Jackson Street Bridge OH over UPRR J.Holombo
Scope of work 8/6/2025
1 APPLICABLE STANDARDS
All work process and products subject to this Agreement shall be completed in strict accordance with the most recent version of Caltrans Local Assistance Procedures Manual (LAPM) as necessary to secure project authorization from Caltrans/FHWA for bridge rehabilitation or replacement. In addition, the project shall conform to the latest versions of the following standards:
• City of Indio Standards & Specifications
• City of Indio ADA Transition Plan
• Greenbook Standard Plans and Standard Specifications for Public Works Construction • Caltrans 2024 Standard Plans & Specifications
• Caltrans Local Assistance Procedures Guidelines, Chapter 6 • Caltrans Local Assistance Procedures Manual, Chapter 11 • Caltrans Highway Design Manual
• Caltrans Structure Technical Policy
• Caltrans Memos to Designers
• Caltrans Seismic Design Criteria
• AASHTO LRFD Bridge Design Specifications, 8th Edition, with California Amendments • AASHTO A Policy on Geometric Design of Highways and Streets, 2018 Edition • Caltrans Standard Environmental Reference
• UPRR-BNSF Guidelines for Railroad Grade Separation Projects, Revised 2016

DELIVERABLES
All work products are subject to review and approval by the City of Indio (City) prior to submittals to Caltrans and to other agencies. As such, all deliverables shall be provided to the City in draft and final versions.

Unless otherwise noted herein, the Consultant shall provide submittals to the City in PDF and native file format, including Word, Excel and Autocad, as requested.

WORK PLAN
The following is a complete work breakdown for the project scoping phase of the project including development of a Project Study Report (PSR) and preparation of the Highway Bridge Program (HBP) application documents. The following conventions are noted. Where the subject is implied, it is assumed to refer to the Consultant. Use of the word, “City”, refers to the City’s Contract Manager.

Task 1. PROJECT MANAGEMENT/ADMINISTRATION

1.1 Project Administration
Perform project management activities throughout the life of the contract including managing the schedule, budget, setting up meetings, field reviews, and managing the project team. Provide written monthly progress on activities performed, activities anticipated for the following month, and details on the health of the schedule and budget.

Professional Services Agreement with TY Lin International to prepare a P... Page 784 of 1094 Jackson Street Bridge OH over UPRR J.Holombo
Scope of work 8/6/2025
2 Deliverable(s): Monthly Progress Reports, and Schedule Updates

1.2 Meetings
Schedule and lead meetings with City staff. A total of 12 meetings with 4 in-person are assumed. Attend a City Council meeting, if required.

Deliverable(s): Meeting Agendas and Minutes
Task 2. DATA COLLECTION, FIELD REVIEW, AND BASE MAPPING

2.1 Right-of-way Base Mapping
Perform a right-of-way needs assessment for the development of a base map. This task includes performing preliminary right-of-way research to show right-of-way lines on the base map and identify information about existing conditions including ownership, land use, tenants, and property boundaries. Document permits and agreements. Estimate costs associated with parcel acquisition and document results in a Right-of-Way Data Sheet for two build alternatives.

Deliverables: Right-of-Way Boundaries, Right-of-Way Data Sheet

2.2 Utility Coordination
Prepare utility as-built request notifications for all dry and wet utilities that will be impacted by the project and continue open communication and coordination with each impacted utility throughout the life of the project. This includes utilities that are installed in UPRR rights of way.

Twelve utility owners could be impacted by this project. Estimate utility relocation costs for two build alternatives.

Deliverable(s): Utility as-built request notifications, Utilities Facility Maps, Relocation Costs, Potholing, Field Review Notes

2.3 Bridge Evaluation
Evaluate the existing Jackson Street Overhead Bridge per the following tasks.

2.3.1 Bridge Inspection/Bridge Evaluation
Review Caltrans inspection reports and as-built data provided by the City. Perform a field review and bridge evaluation of the existing structure to confirm the ratings noted in the Bridge Inspection reports that are the primary contributors to the structural deficiencies. Inspection will be limited to locations outside of UPRR right-of-way. Document the field review and inspection findings with a bridge inspection/evaluation report. Attend a field review with Structures Local Assistance in accordance with Highway Bridge Program guidelines.

Deliverable(s): Bridge Inspection/Evaluation Report

2.3.2 Existing Concrete Petrographic Testing
Extract concrete sample cores from up to four of the pile caps that are outside of the UPRR right-of-way. Perform petrographic tests to determine if ASR is present. Estimate current and future compressive strengths.

Deliverable(s): A summary of findings and supporting data.

Professional Services Agreement with TY Lin International to prepare a P... Page 785 of 1094 Jackson Street Bridge OH over UPRR J.Holombo
Scope of work 8/6/2025
3 2.3.3 Bridge Load Rating
Prepare bridge load rating calculations in accordance with the Caltrans Bridge Load Rating Manual including data from bridge inspection tasks. Compare with latest Caltrans bridge inspection report and load rating data and summarize findings to be included in the Bridge Inspection/Evaluation report.

Deliverable(s): Bridge Load Rating Calculations and Findings

2.3.4 Caltrans Structure Preliminary Geotechnical Report (SPGR) Review as-built geotechnical reports and log-of-test boring data and reports. Prepare an SPGR in conformance with Caltrans Foundation Reports for Bridges Manual.

Deliverable: SPGR

2.3.5 NSTM Inspection (Optional Task)
Prepare and obtain UPRR right-of-entry permit. Perform an NSTM inspection of the superstructure using a snooper truck. Compare results with Caltrans NSTM reports.

Deliverables: Summary of findings and supporting data.

Task 3. AGENCY COORDINATION

3.1 Caltrans Local Assistance
Coordinate with Caltrans Local Assistance throughout the project duration to include scheduling and conducting meetings, submitting deliverables and responding to comments. Meetings include a kickoff meeting, a meeting to present proposed rehabilitation/replacement plans, and a comment-resolution meeting. This coordination will clarify interpretation of and compliance with Caltrans design standards and procedures.

Deliverable(s): Meeting minutes documenting discussions and agreements reached during meetings, and a comment-resolution matrix (CRM). A summary report outlining the agreed upon scope and objectives of the project.

3.2 Union Pacific Railroad
Coordinate with Union Pacific Railroad (UPRR) throughout the project duration to include scheduling and conducting meetings, submitting deliverables and responding to comments.

Prepare and submit a right-of-entry permit for bridge inspection. Meetings include a kickoff meeting, a meeting to present proposed rehabilitation/replacement plans, and a comment- resolution meeting. This coordination will clarify interpretation of and compliance with UPRR standards and procedures.

Deliverable(s): Meeting minutes for three meetings documenting discussions and agreements reached during meetings, and a comment-resolution matrix (CRM). A summary report outlining the agreed upon scope and objectives of the project.

Professional Services Agreement with TY Lin International to prepare a P... Page 786 of 1094 Jackson Street Bridge OH over UPRR J.Holombo
Scope of work 8/6/2025
4 3.3 Local Transit Authorities
Coordinate with RCTC and Sunline Transit and conduct a meeting to discuss concept plans, clarify operational requirements and discuss future commuter rail plans.

Deliverable(s): Meeting minutes documenting discussions and agreements reached during coordination meetings.

Task 4. SURVEY
Acquire aerial survey of sufficient detail to appropriately map out the project limits and overhead clearances. Include above ground utilities and obstructions to determine impacts to private improvements including, UPRR facilities, trees, bushes, fences, mailboxes, etc.

Deliverable(s): Topographic survey and base map file with one-foot contours, spot elevations, all pertinent surface features, and utilities, and be at a scale of 1 inch = 40 feet (PDF and CADD).

Task 5. TRAFFIC STUDY
Review the existing general plan mobility report for the project area including bicycle and pedestrian connectivity elements. Collect traffic counts at five roadway segments and six intersections within the project area. Based on this data, conduct a thorough traffic study to analyze current traffic patterns, turning movements, volumes, and potential impacts of the proposed bridge replacements or rehabilitations using the regional traffic model. Conduct LOS and queuing analysis using existing and future traffic volumes. This includes a fee for Riverside County Transportation Model (RIVCOM) analysis by WRCOG. Evaluate the need for widening to accommodate projected traffic demands and non-motorized traffic access across UPRR.

Deliverable(s): Comprehensive traffic study report including methodology, findings and recommendations, with a specific section justifying the proposed widening of the bridges.

Task 6. GEOMETRIC APPROVAL DRAWINGS

6.1 Concept Design Plans
Prepare concept design plans showing preliminary geometric layout for up to two alternatives.

Include a plan view strip plot (1 inch = 40 feet) exhibits depicting geometric layout of traffic lanes with curve and taper information, and aerial topographic information for two build alternatives.

Prepare schematics of impacted landscaped park areas and medians impacted by bridge and approach roadway improvements. Signage and striping details are not required. Note all utility conflicts so advance preparations for clearing the utilities can begin. Show all right of way with applicable impacts noted.

Deliverable: Draft Concept Plans and Profiles

Professional Services Agreement with TY Lin International to prepare a P... Page 787 of 1094 Jackson Street Bridge OH over UPRR J.Holombo
Scope of work 8/6/2025
5 6.2 Geometric Approval Drawings
Respond to comments on the concept design plan alternatives. Select the preferred alternative based on input from Caltrans and UPRR and revise as geometric approval drawings and landscape architectural schematics.

Deliverable(s): Concept Plan and Profile
Task 7. COST ESTIMATES

7.1 Preliminary Cost Estimates
Prepare a preliminary cost estimates based on preliminary conceptual design for two build alternatives. Base preliminary estimates on cost/square foot data.

Deliverable(s): Initial Cost Estimates

7.2 Final Cost Estimates
Update estimates reflecting the finalized project details. Estimate construction cost using cost- per-square-foot data and incorporate utility relocation, right-of-way acquisition and structure improvements.

Deliverable(s): Final Cost Estimates
Task 8. REHABILITATION COST ANALYSIS
Evaluate the replacement cost versus the rehabilitation costs to justify whether a replacement is more cost effective in accordance with HBP Guidelines. This will include an initial analysis based on preliminary information. Prepare a comprehensive and detailed cost analysis reflecting finalized rehabilitation strategies discussed in Task 9.

Deliverable(s): Preliminary and Final Rehabilitation Cost Analysis Task 9. ADVANCE PLANNING STUDY

9.1 Draft Advance Planning Study
Prepare a draft Advance Planning Study in accordance with Caltrans Memo to Designers 1-8.

Identify and outline key project planning considerations for a rehabilitation alternative and a replacement alternative.

Deliverable(s): Draft Advance Planning Study

9.2 Final Advance Planning Study
Prepare a comprehensive final bridge advance planning study featuring one rehabilitation with widening and one replacement alternative in accordance with Caltrans Memo to Designers 1-8.

Provide detailed planning recommendations based on the preliminary findings and any additional insights gained during the process including input from Caltrans and UPRR.

Deliverable(s): Final Advance Planning Study

Professional Services Agreement with TY Lin International to prepare a P... Page 788 of 1094 Jackson Street Bridge OH over UPRR J.Holombo
Scope of work 8/6/2025
6 Task 10. PROJECT STUDY REPORT

10.1 Draft Project Study Report Equivalent
Prepare a Draft Project Study Report Equivalent (PSRe) that documents the assumptions and results of the feasibility studies prepared as part of this project. This draft will identify and outline key planning considerations.

Deliverable(s): Draft PSRe

10.2 Final Project Study Report Equivalent
Prepare a Final PSRe after receiving review comments on the Draft PSRe from the City, Caltrans and UPRR, and incorporate all study results, conclusions, comments, and recommendations.

Deliverable(s): Final PSRe
Task 11. HBP APPLICATION PACKAGE
Prepare a draft application package for funding in accordance with Caltrans Highway Bridge Program (HBP) Guidelines. Incorporate City feedback, and prepare the Final HBP Application Package. After submittal to Caltrans, respond to comments and address eligibility concerns.

Assist the City in gaining approval of the HBP Applications and subsequent budget of the project in the HBP Program.

Deliverable(s): Draft and Final HBP Application Package Task 12. Community Art Preservation

12.1 Community Art Preservation Feasibility
Evaluate feasibility of preserving the community art features on the columns, abutments and approach retaining walls near the southern abutment. Document extents of the community art, describe preservation approaches and strategies, evaluate methods of obtaining community input and prepare schematics of impacts to parking lot.

Deliverable(s): Memorandum summarizing community art preservation study findings Exclusions and Assumptions
The following services are not included as part of this proposal. These items could be performed as part of additional services.
• Preliminary title reports record search
• Engineered traffic plans for potholing
• Storm water studies and a Storm Water Data Report
• Drainage studies
• Maintenance of traffic analysis
• Environmental studies, which could include the PEAR or PES form completion

Professional Services Agreement with TY Lin International to prepare a P... Page 789 of 1094 Jackson Street Bridge OH over UPRR J.Holombo
Scope of work 8/6/2025
7 • VMT analysis
• UPRR permitting, except as required for bridge inspection

Professional Services Agreement with TY Lin International to prepare a P... Page 790 of 1094 PSA Revised 1/2025
1 | P a g e
Exhibits
EXHIBIT “B”

COMPENSATION

Professional Services Agreement with TY Lin International to prepare a P... Page 791 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant Contract No. Date 7/31/2025

DIRECT LABOR
hours Actual Hourly Rate Total
188 $119.72 $22,507.36
116 $107.36 $12,453.76
76 $84.95 $6,456.20
100 $89.87 $8,987.00
216 $45.90 $9,914.40
108 $40.80 $4,406.40
18 $94.53 $1,701.54
36 $111.06 $3,998.16
192 $65.87 $12,647.04
88 $89.18 $7,847.84
200 $39.50 $7,900.00
20 $85.82 $1,716.40
24 $41.35 $992.40
32 $92.94 $2,974.08
LABOR COSTS 0
a) Subtotal Direct Labor Costs $104,502.58
b) Anticipated Salary Increases (see page 2 for sample) $3,526.96 c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $108,029.54

FRINGE BENEFITS
d) Fringe Benefits (Rate: 52.34% ) e) Total Fringe Benefits [(c) x (d)] $56,542.66

INDIRECT COSTS
f) Overhead (Rate: 58.02% ) g) Overhead [(c) x (f)] $62,678.74 h) General and Administrative (Rate: 42.06% ) i) Gen & Admin [(c) x (h)] $45,437.23 j) Total Indirect Costs [(e) + (g) + (i)] $164,658.63
FEE (Profit)
q) (Rate: 10.00% ) k) TOTAL FIXED PROFIT [(c) + (j)] x (q)] $27,268.82

OTHER DIRECT COSTS (ODC)
Description Unit(s) Unit Cost Total
l) Travel/Mileage Costs (supported by consultant
actual costs) 1 $2,200.00 $2,200.00
m) Equipment Rental and Supplies (itemize) 1 $0.00 $0.00 n) Permit Fees (itemize), Plan sheets (each), Test
Holes (each), etc. 0 $0.00 $0.00
o) Subconsultant Costs (attach detailed cost proposal
in same format as prime consultant estimate for
each subconsultant) 1 $234,878.80 $234,878.80
p) Total Other Direct Costs [(l) + (m) + (n) + (o)] $237,078.80 TOTAL COST [(c) + (j) + (k) + (p)] $537,035.79
(Preservation Engineer) Nathan Hicks
(Jr. Civil Engineer) Alanna Batigue
(Environmental Lead) Alicia Lemke
(Environmental Specialist) Alexis Decker
EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 1 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
TYLin
Classification/Title Name
(Structure Lead)
(Project Manager)
(Sr. Bridge Engineer)
(Bridge Load Rating Eng.)
(Bridge Engineer)
(Sr. CADD Technician)
(QA Manager)
(Construction Engineer)
(Civil Lead)
(Sr. Civil Engineer)
Jay Holombo
Kumar Ghosh
Dina Kasawdish
Adam Caramazzi
Estevan Fernandez
Oscar Colcol
Robert Barton
John Buckley
Kyle Schweizer
Carolyn Crull
LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare a P... Page 792 of 1094 Local Assistance Procedures Manual Exhibit 10-H
NOTES:
•         Employees subject to prevailing wage requirements to be marked with an *. •         ODC items should be based on actual costs and supported by historical data and other documentation. •         ODC items that would be considered “tools of the trade” are not reimbursable. •         ODC items should be consistently billed directly to all clients, not just when client will pay for them as a direct cost. •         ODC items when incurred for the same purpose, in like circumstances, should not be included in any indirect cost pool or in overhead rate.

Consultant Contract No. Date 45869

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) 45869 Avg Hourly 5 Year Contract
Rate Duration
$104,502.58 = $73.91 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $73.91 + = $77.23 Year 2 Avg Hourly Rate
Year 2 $77.23 + = $80.71 Year 3 Avg Hourly Rate
Year 3 $80.71 + = $84.34 Year 4 Avg Hourly Rate
Year 4 $84.34 + = $88.13 Year 5 Avg Hourly Rate
Total Hours
per Year
Year 1 25.00% * = 353.5 Estimated Hours Year 1
Year 2 75.00% * = 1060.5 Estimated Hours Year 2
Year 3 0.00% * = 0.0 Estimated Hours Year 3
Year 4 0.00% * = 0.0 Estimated Hours Year 4
Year 5 0.00% * = 0.0 Estimated Hours Year 5
Total 100% = 1414.0
Year 1 $73.91 * = $26,125.65 Estimated Hours Year 1
Year 2 $77.23 * = $81,903.90 Estimated Hours Year 2
Year 3 $80.71 * = $0.00 Estimated Hours Year 3
Year 4 $84.34 * = $0.00 Estimated Hours Year 4
Year 5 $88.13 * = $0.00 Estimated Hours Year 5
= $108,029.54
= $104,502.58
= $3,526.96 Transfer to Page 1
EXHIBIT 10-H COST PROPOSAL (EXAMPLE #1) PAGE 2 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (SAMPLE CALCULATIONS FOR ANTICIPATED SALARY INCREASES)

3. Calculate estimated hours per year (Multiply estimate % each year by total hours)

2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Cost per Year
Total Direct Labor Cost with Escalation
Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
0 0
0 (calculated above)
Avg Hourly Rate
(calculated above)
354
1061

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) TYLin
Total Hours
1414
Proposed Escalation

4.5%

4.5%

4.5%

4.5%
Direct Labor Subtotal
per Cost Proposal per Cost Proposal
Total Hours
per Cost ProposalCompleted Each Year
Estimated %
1414.0
1414.0
1414.0
1414.0
Total
1414.0
Estimated hours
LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare a P... Page 793 of 1094 Local Assistance Procedures Manual Exhibit 10-H
NOTES:
•         This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. •         An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) •         This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

LPP 15-01 January 14, 2015

Professional Services Agreement with TY Lin International to prepare a P... Page 794 of 1094 Local Assistance Procedures Manual Exhibit 10-H
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant Contract No. Date 7/31/2025

DIRECT LABOR
hours Actual Hourly Rate Total
2 $106.47 $212.94
4 $100.00 $400.00
20 $65.00 $1,300.00
40 $60.00 $2,400.00
32 $70.00 $2,240.00
32 $56.78 $1,816.96

LABOR COSTS
a) Subtotal Direct Labor Costs $8,369.90
b) Anticipated Salary Increases (see page 2 for sample) $282.48 c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $8,652.38

FRINGE BENEFITS
d) Fringe Benefits (Rate: 80.68% ) e) Total Fringe Benefits [(c) x (d)] $6,980.74

INDIRECT COSTS
f) Overhead (Rate: 52.39% ) g) Overhead [(c) x (f)] $4,532.98 h) General and Administrative (Rate: 52.39% ) i) Gen & Admin [(c) x (h)] $4,532.98 j) Total Indirect Costs [(e) + (g) + (i)] $16,046.71
FEE (Profit)
q) (Rate: 10.00% ) k) TOTAL FIXED PROFIT [(c) + (j)] x (q)] $2,469.91

OTHER DIRECT COSTS (ODC)
Description Unit(s) Unit Cost Total
l) Travel/Mileage Costs (supported by consultant
actual costs)
m) Equipment Rental and Supplies (itemize)
n) Permit Fees (itemize), Plan sheets (each), Test
Holes (each), etc.
o) Subconsultant Costs (attach detailed cost proposal
in same format as prime consultant estimate for
each subconsultant) 1 LS $12,875.00
p) Total Other Direct Costs [(l) + (m) + (n) + (o)] $12,875.00 TOTAL COST [(c) + (j) + (k) + (p)] $40,044.01
NOTES:
•         Employees subject to prevailing wage requirements to be marked with an *. •         ODC items should be based on actual costs and supported by historical data and other documentation. •         ODC items that would be considered “tools of the trade” are not reimbursable. •         ODC items should be consistently billed directly to all clients, not just when client will pay for them as a direct cost. •         ODC items when incurred for the same purpose, in like circumstances, should not be included in any indirect cost pool or in overhead rate.

EXHIBIT 10-H COST PROPOSAL PAGE 1 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
CL Survey and Mapping, Inc.

Classification/Title Name
Survey Project Manager Robert D. Vasquez, PLS
Sr. Project Surveyor Lam Le, PLS
Project Surveyor Jarrod Smith, PLS
Survey Party Chief * Josh Draper *
Survey Chainman * Kevin Gorecki *
Project Surveyor Jeremy Schiff, LSIT
LPP 15-01

Professional Services Agreement with TY Lin International to prepare a P... Page 795 of 1094 Local Assistance Procedures Manual Exhibit 10-H

Consultant Contract No. Date 7/31/2025

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Avg Hourly 5 Year Contract
Rate Duration
$8,369.90 = $64.38 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $64.38 + = $67.28 Year 2 Avg Hourly Rate
Year 2 $67.28 + = $70.31 Year 3 Avg Hourly Rate
Year 3 $70.31 + = $73.47 Year 4 Avg Hourly Rate
Total Hours
per Year
Year 1 25.00% * = 33 Estimated Hours Year 1
Year 2 75.00% * = 98 Estimated Hours Year 2
Year 3 0.00% * = 0 Estimated Hours Year 3
Total 100% = 130
Year 1 $64.38 * = $2,092.48 Estimated Hours Year 1
Year 2 $67.28 * = $6,559.91 Estimated Hours Year 2
Year 3 $70.31 * = $0.00 Estimated Hours Year 3
= $8,652.38
= $8,369.90
= $282.48 Transfer to Page 1
NOTES:
•         This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. •         An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) •         This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

EXHIBIT 10-H COST PROPOSAL PAGE 2 OF 2

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (SAMPLE CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
CL Survery and Mapping, Inc.

Direct Labor Subtotal Total Hours
per Cost Proposal per Cost Proposal
130

2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Proposed Escalation

4.5%

4.5%

4.5%
Total

3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours
Completed Each Year per Cost Proposal
130
130
130

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year(calculated above) (calculated above) Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
33 98
0 Total Direct Labor Cost with Escalation
LPP 15-01

Professional Services Agreement with TY Lin International to prepare a P... Page 796 of 1094 Note: Mark-ups are Not Allowed Prime Consultant Subconsultant 2nd Tier Subconsultant Consultant
Project No. Contract No. Date
Actual Hourly
Rate Total
Principal Alahesh Thurairajah 105.70 $ 1,268.40$ Principal Engineer / Geologist 80.60$ - $ Senior Engineer / Geologist 71.80$ 574.40$ Sr. Project Engineer / Geologist 60.50$ 1,694.00$ Project Engineer / Geologist 52.80$ - $ Sr. Staff Engineer / Geologist 49.60$ - $ Staff Engineer / Geologist 41.80$ 836.00$

LABOR COSTS
a) Subtotal Direct Labor Costs 4,372.80$
b) Anticipated Salary Increases (see page 2 for sample) 147.58$ c) TOTAL DIRECT LABOR COSTS [(a)+(b)] 4,520.38$

INDIRECT COSTS
d) Fringe Benefits (Rate 50.72% ) e) TOTAL FRINGE BENEFITS [(c) x (d)] 2,292.74$ f) Overhead (Rate 117.17% ) g) Overhead [(c) x (f)] 5,296.53 $ h) General and Administrative (Rate 0.00% ) i) Gen & Admin [(c) x (h)] - $ j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] 7,589.27$
FIXED FEE k) TOTAL FIXED FEE [(c) + (J)] x fixed fee: 10.00% 1,210.97$ l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Unit Cost TOTAL
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
l) TOTAL OTHER DIRECT COSTS $0.00
m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) Subconsultant 1:

Subconsultant 2:

Subconsultant 3:

Subconsultant 4:
m) TOTAL SUBCONSULTANTS' COSTS $0.00
n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] $0.00 TOTAL COST [(c) + (j) + (k) + (n)] 13,320.62$
Notes:
consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans.

3. Anticipated salary increases calculation (page 2) must accompany.

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

2. The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the 20 Description of Item Quantity Unit
12 0
8 28
0 0
7/29/2025
Classification/Title Name Hours
COST PROPOSAL 1

COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
Earth Mechanics. Inc.

Professional Services Agreement with TY Lin International to prepare a P... Page 797 of 1094

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor Total  Hours Avg   5 year
Subtotal Per Cost cost  Proposal Hourly Contract
Proposal Rate Duration
4,372.80$               / 68 = 64.31 $              Year 1 avg Hourly rate

2. Calculate hourly rate for all years (Increase the Average Hourly rate for a year by proposed escalation%) Average hourly rate Proposed  Escalation
Year 1 64.31 $                    + 4.5% = 67.20 $              Year 2 Avg Hourly Rate Year 2 67.20 $                    + 4.5% = 70.22 $              Year 3 Avg Hourly Rate Year 3 70.22 $                    + 4.5% = 73.38 $              Year 4 Avg Hourly Rate Year 4 73.38 $                    + 4.5% = 76.69 $              Year 5 Avg Hourly Rate

3. Calculate estimated hour per year (Multiply estimate % each year by total hours) Estimated % Completed Total  Hours Per Cost  Total Hours per Each year Proposal Year
Year 1 25.0% * 68 = 17.0 Estimated  Hours Year 1
Year 2 75.0% * 68 = 51.0 Estimated  Hours Year 2
Year 3 0.0% * 68 = 0.0 Estimated  Hours Year 3
Year 4 0.0% * 68 = 0.0 Estimated  Hours Year 4
Year 5 0.0% * 68 = 0.0 Estimated  Hours Year 5
Total 100.0% Total   = 68.0

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number hours) Avg Hourly Rate Estimated  hours Cost  Per
(Calculated above) (Calculated  above) Year
Year 1 64.31 $                    * 17.0 = 1,093.20 $        Estimated Hours Year 1 Year 2 67.20 $                    * 51.0 = 3,427.18 $        Estimated Hours Year 2 Year 3 70.22 $                    * 0.0 = ‐$                  Estimated Hours Year 3 Year 4 73.38 $                    * 0.0 = ‐$                  Estimated Hours Year 4 Year 5 76.69 $                    * 0.0 = ‐$                  Estimated Hours Year 5 Total Direct Labor Cost with Escalation = 4,520.38$
Direct Labor Subtotal before Escalation = 4,372.80$
Estimated Total of Direct Labor Salary Increase = 147.58$            Transferred to page 1 Notes:
(i.e., $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology).

3.  This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

4.  Calculations for anticipated salary escalation must be provided.

1.  This is not the only way to estimate salary increases.  Other methods will be accepted if they clearly indicate the % increase, the COST PROPOSAL 1
COST‐PLUS‐FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
number of years of the contract, and a breakdown of the labor to be performed each year.

2.  An estimation that is based on direct labor multiplied by salary increase % multiplied by the number of year is not acceptable.

Professional Services Agreement with TY Lin International to prepare a P... Page 798 of 1094 Certification of Direct Costs:

Prime Consultant or Subconsultant Certifying:

Name: Alahesh  Thurairajah Title*:

Signature: Date  of Certification (mm/dd/yyyy): 7/29/2025 Email: [email protected] Phone Number:

Address:

List of services the consultant is providing under the proposed contract:
714‐751‐3826
17800 Newhope Street, Suite B, Fountain Valley, CA 92708 * An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract. 541330 ‐ Geotechnical Engineering
541380 ‐ Laboratory Testing

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

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

6.  48 Code of Federal Regulations Part 9904 ‐ Cost Accounting Standards Board (when      applicable) All costs must be applied consistently and fairly to all contracts.  All documentation of compliance must be retained in the project files and be in compliance with applicable Federal and State requirements.

Costs that are non‐compliant with the Federal and State requirements are not eligible for reimbursement
President

3.  Title 23 United State Code Section 112 ‐ Letting of Contracts COST PROPOSAL 1
I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual, reasonable, allowable, and allocable to the contract in accordance with the contract terms and the following requirements.

1.  Generally Accepted Accounting Principles (GAAP)

2.  Terms and conditions of the contract.