Attachment 2 - Agreement — Manteca City Council, September 6, 2023

1 AGREEMENT FOR PROFESSIONAL SERVICES
This Agreement is made and entered into this ____ day of ________________, 20___, by and between the CITY OF MANTECA, a public body, corporate and politic ("City") and MARK THOMAS & COMPANY, INC., a CALIFORNIA corporation ("Consultant").

RECITALS
A. Consultant is specially trained, experienced, and competent to perform the professional services required by this Agreement.

B. Consultant possesses the skill, experience, ability, background, certification, and knowledge to provide the services described in this Agreement on the terms and conditions specified herein.

C. City desires to retain Consultant to render the professional services set forth in this Agreement.

AGREEMENT

1. Scope of Services. Consultant shall perform the Design & Environmental Engineering services described in the attached Attachment 1 that is incorporated by this reference, and pursuant to the Proposal submitted by Consultant dated July 27, 2023 and negotiated Proposal dated August 8, 2023, and attached hereto as Attachment 2. Consultant shall provide these services at the time, place, and in the manner specified in Attachment 1, subject to the direction of the City through its staff that may be provided from time to time. Performance of the Design & Environmental Engineering services is sometimes referred to herein as “the Project.”

2. Work Through City Staff. Consultant shall perform its services pursuant to this Agreement solely through City staff. No communications, information or documentations shall be made directly to any applicant to the City without the prior written consent of the City. This shall not apply to the sole request of information or clarification of information by Consultant from the applicant. All requests shall be noted to City in an expeditious manner.

3. Time of Performance. Consultant’s services will commence upon execution of this Agreement and shall be completed in accordance with the Schedule of Activities, attached hereto as Attachment 3. All work shall be completed no later than DECEMBER 31, 2025. Failure to submit work products in accordance with the Schedule of Activities may result in the City withholding progress payments. Repeated failure to complete work products in accordance with the Schedule of Activities may result in a reduction of the total compensation provided for in Section 4 herein.

4. Compensation. Without additional authorization from the City, compensation to be paid to Consultant shall not exceed THREE HUNDRED THREE THOUSAND EIGHT HUNDRED EIGHTEEN DOLLARS & TWO CENTS ($303,818.02). Payment by City under ATTACHMENT 2
2 this Agreement shall not be deemed a waiver of any defects, even if those defects were known to the City at the time of payment.

5. Method of Payment. Consultant shall submit monthly billings to City specifying and describing the work performed during the preceding month. Consultant's bills shall include a brief description of the services performed, the date the services were performed, the number of hours expended and by whom, and a description of any reimbursable expenditures. Full payment of each task will only be made at such time as each task is completed.

City shall pay Consultant no later than 30 days after approval of the monthly invoice by City staff. Payments may be delayed by City if Consultant fails to provide services in accordance with the Schedule of Activities, unless the City has provided prior written consent to any delay in the schedule.

6. Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, the term "Extra Work" means any work that is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the time of execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without the City’s prior written authorization.

7. Termination. This Agreement may be terminated by the City immediately for cause, or by either party without cause upon 15 days’ prior written notice of termination. Upon termination, Consultant shall be entitled to compensation for services performed up to the effective date of termination upon submittal of an invoice for same.

8. Ownership of Documents; Confidentiality.

A. All plans, studies, documents, and other writings prepared by and for Consultant, its officers, employees, agents, and subcontractors in the course of implementing this Agreement, except working notes and internal documents, shall become the property of City upon payment to Consultant for such work. City shall have the sole right to use such materials in its discretion without further compensation to Consultant or to any other party. Consultant shall, at Consultant's expense, provide such reports, plans, studies, documents and other writings to City upon written request by City. Consultant shall not be responsible for any unauthorized modification or use of such information for other than its intended purpose.

B. All memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other documents and data, either created by or provided to Consultant in connection with the performance of this Agreement, shall be held confidential by Consultant. These materials shall not, without the City’s prior written consent, be used by Consultant for any purposes other than the performance of the services under this Agreement. Nor shall these materials be disclosed to any person or entity not connected with the performance of services under this Agreement. Nothing furnished to Consultant that is otherwise known to Consultant, or is generally known, or has become known to the related profession shall be deemed confidential. Consultant shall not use City's name or insignia, photographs relating to the Project for which Consultant's services are ATTACHMENT 2
3 rendered, or any publicity pertaining to the Consultant's services under this Agreement in any magazine, trade paper, newspaper, television or radio production, or other similar medium without the City’s prior written consent.

9. Consultant's Books and Records.

A. Consultant shall maintain all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to City, for a minimum period of three years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement.

B. Consultant shall maintain all records that document performance under this Agreement for a minimum period of three years, or for any longer period required by law, from the date of termination or completion of this Agreement.

C. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit at any time during regular business hours, upon written request by the City Manager, City Attorney, City Auditor, or a designated representative of any of these officers. Copies of such documents shall be provided to City for inspection at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at Consultant's address specified in Section 16 of this Agreement.

D. Where City has reason to believe that records or documents may be lost or discarded due to the dissolution or termination of Consultant's business, City may, by written request, require that custody of the records be given to the City and that the records and documents be maintained in City Hall. Access to these records and documents shall be granted to any party authorized by Consultant, Consultant's representatives, or Consultant's successor-ininterest.

10. Independent Contractor. In the performance of the work and services required by this Agreement, Consultant shall act as and be an independent contractor and not an agent, or employee of the City. Consultant shall obtain no rights to retirement or other benefits that accrue to City's employees, and Consultant expressly waives any claim it may have to any such rights.

11. Interest of Consultant.

A. Consultant represents that neither it nor any employee has any investment or interest in real property, and shall not acquire any such interest, direct or indirect, within the area covered by this Agreement, or any other source of income, interest in real property, or investment that would be affected in any manner or degree by the performance of Consultant's services hereunder. Consultant further represents that, in the performance of its duties hereunder, no person having any such interest shall perform any services under this Agreement.

B. Consultant is not a designated employee within the meaning of the Political Reform Act because Consultant:

ATTACHMENT 2
4 (1) will conduct research and arrive at conclusions with respect to its rendition of information, advice, recommendation, or counsel independent of the control and direction of the City, or of any City official, other than normal Agreement monitoring; and
(2) possesses no authority with respect to any City decision beyond the rendition of information, advice, recommendation, or counsel. (FPPC Reg. 18700(a)(2).)

12. Professional Ability of Consultant.

A. City is relying upon the professional training and ability of Consultant to perform the services hereunder as a material inducement to enter into this Agreement.

Consultant shall therefore provide skilled professional and technical personnel to perform all services under this Agreement. All work performed by Consultant shall be in accordance with applicable legal requirements and shall meet the standard of quality ordinarily to be expected of competent professionals in Consultant's field of expertise.

B. The primary provider of the services required by this Agreement shall be Matt Brogan, PE. A list of other individuals assigned to the Project will be provided to City for its review and approval, and these individuals shall not be replaced without the City’s prior written consent.

13. Compliance with Laws. Consultant shall use the customary standard of care in its profession to comply with all applicable federal, state, and local statutes, codes, ordinances, and regulations.

14. Licenses. Consultant represents and warrants to City that it has all licenses, permits, qualifications, insurance, and approvals that are legally required of Consultant to practice its profession. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any licenses, permits, insurance, and approvals that are legally required of Consultant to practice its profession.

15. Indemnification and Hold Harmless. Consultant agrees to defend, indemnify, and hold harmless the City, its officers, officials, agents, employees, and volunteers, from and against any and all claims, demands, actions, losses, damages, injuries, and liability, direct or indirect (including any and all costs and expenses in connection therewith), arising out of Consultant’s performance of this Agreement, or Consultant’s failure to comply with any of its obligations contained in this Agreement; excluding, however, any claim arising out of the active negligence or willful misconduct of the City, its officers, agents, employees, or volunteers.

16. Insurance Requirements.

A. Job specific insurance requirements can be found on the attached Attachment

4. Other insurance provisions can be found below:

ATTACHMENT 2
5 B. Endorsements. Each general liability and automobile liability insurance policy shall be with insurers possessing an A.M. Best's rating of no less than A:VII and shall be endorsed with language substantially as follows:
(1) The City, its elected and appointed officers, officials, employees, agents and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant, including materials, parts, or equipment furnished in connection with such work.
(2) The policy shall be considered primary insurance as respects the City, its elected and appointed officers, officials, employees, agents and volunteers. Any insurance maintained by the City, including any self-insured retention the City may have, shall be considered excess insurance only and shall not contribute with it. (3) The insurance shall apply to each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company. (4) The insurer waives all rights of subrogation against the City, its elected and appointed officers, officials, employees, and agents. (5) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its elected and appointed officers, officials, employees, agents, or volunteers. (6) The insurance provided by the policy shall not be suspended, voided, canceled, or reduced in coverage or in limits except after 30 days written notice has been received by the City.
(7) The City will not accept any endorsements that were issued in 2004. Acceptable endorsement forms are CG 20 10 11 85 or both CG 20 10 10 01 and CG 20 37 10 01.

C. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the City's option, Consultant shall demonstrate financial capability for payment of those deductibles or self-insured retentions.

D. Certificates of Insurance. Consultant shall provide to City certificates of insurance with original endorsements as evidence of the required insurance coverage.

Certificates of insurance shall be filed with the City on or before commencement of performance of this Agreement. Current certification of insurance shall be kept on file with the City at all times during the term of this Agreement.

17. Notices. Any notice required to be given under this Agreement shall be in writing and either served personally or sent prepaid, first class mail. Any such notice shall be addressed ATTACHMENT 2
6 to the other party at the address set forth below. Notice shall be deemed communicated within 48 hours from the time of mailing if mailed as provided in this section.

If to City: City of Manteca
1001 W. Center Street
Manteca, CA 95337
Attention: Kyzen Nicolas, Assistant Engineer
Email: [email protected]
If to Consultant: Mark Thomas & Company, Inc.
701 University Avenue, Suite 200
Sacramento, CA 95825
Attention: Matt Brogan, PE, Principal/Vice President
Email: [email protected]

18. Entire Agreement. This Agreement constitutes the complete and exclusive statement of Agreement between the City and Consultant. All prior written and oral communications, including correspondence, drafts, memoranda, and representations, are superseded in their entirety by this Agreement.

19. Amendments. This Agreement may be amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney.

20. Assignment and Subcontracting. The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience, and competence of Consultant. Assignments of any or all rights, duties, or obligations of the Consultant under this Agreement will be permitted only with the express written consent of the City. Consultant shall not subcontract any portion of the work to be performed under this Agreement without the written authorization of the City. If City consents to such subcontract, Consultant shall be fully responsible to City for all acts or omissions of the subcontractor.

Nothing in this Agreement shall create any contractual relationship between City and subcontractor nor shall it create any obligation on the part of the City to pay any monies due to any such subcontractor other than as may be required by law.

21. Waiver. Waiver of any breach or default under this Agreement shall not constitute a continuing waiver of a subsequent breach or default of the same or any other provision under this Agreement.

22. Severability. If any provision of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.

23. Controlling Law; Venue. This Agreement and all matters relating to it shall be governed by the laws of the State of California, and any legal action relating to this Agreement shall take place in the Superior Court, County of San Joaquin.

24. Litigation Expenses and Attorneys' Fees. If either party to this Agreement commences any legal action against the other party arising out of this Agreement, the prevailing ATTACHMENT 2
7 party shall be entitled to recover its reasonable litigation expenses, including court costs, expert witness fees, discovery expenses, and attorneys' fees.

25. Mediation. The parties agree to make a good faith attempt to resolve any disputes arising out of this Agreement through mediation prior to commencing litigation. The parties shall mutually agree upon the mediator and shall divide the costs of mediation equally. If the parties are unable to agree upon a mediator, the dispute shall be submitted to JAMS/ENDISPUTE ("JAMS") or its successor in interest. JAMS shall provide the parties with the names of five qualified mediators. Each party shall have the option to strike two of the five mediators selected by JAMS, and thereafter the mediator remaining shall hear the dispute. If the dispute remains unresolved after mediation, either party may commence litigation.

26. Execution. This Agreement may be executed in several counterparts, each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy has been signed by both parties.

27. Authority to Enter Agreement. Consultant warrants that it has all requisite power and authority to conduct its business and to execute, deliver, and perform this Agreement. Each party warrants to the other that the signatories to this Agreement have the legal power, right, and authority to enter into this Agreement and to bind each party.

28. Prohibited Interests.

A. Consultant warrants that it has not employed or retained any person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement.

Further, Consultant warrants that it has neither paid nor agreed to pay any person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For any breach or violation of this warranty, City shall have the right to rescind this Agreement without liability.

B. For the term of this Agreement, no member, officer, or employee of City, during the period of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

29. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer, and it shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

30. Precedence. In case of conflict between Consultant’s Proposal/Consultant’s attachments and the City’s Agreement/City’s attachments, the City’s Agreement and City’s attachments shall take precedence over Consultant’s proposal/Consultant’s attachments.

31. Federal Aid Provisions. The Consultant’s services are federally funded, which necessitates compliance with additional requirements. Special attention is directed to Caltrans ATTACHMENT 2
8 Local Assistance Procedures Manual Exhibit 10-R: A&E Boilerplate Agreement Language, which is incorporated as part of this Agreement.

This Space Purposely Left Blank
ATTACHMENT 2
9 TO EFFECTUATE THIS AGREEMENT, each of the parties has caused this Agreement to be executed by its duly authorized representative as of the date set forth in the introductory paragraph on page 1 above.

CITY OF MANTECA: CONSULTANT:

MARK THOMAS & COMPANY, INC.
_________________________________ ___________________________________ Toni Lundgren (Type name of Consultant/form of organization)* City Manager
ATTEST: By: ___________________________________
(Signature)
_________________________________ ___________________________________ Cassandra Candini-Tilton, (Type name and title)
Director of Legislative Services
COUNTERSIGNED: By: ___________________________________
(Signature)
_________________________________ ___________________________________ Jared Hansen, (Type name and title)
Deputy Director of Finance
COUNTERSIGNED: Address: ____________________________
_________________________________ ____________________________ Dawn Cortesi,
Acting Director of Human Resources Telephone: ____________________________ APPROVED AS TO FORM:

L. David Nefouse, City Attorney
By:_________________________________
Daniella Green, Assistant City Attorney
Zach Siviglia, President
R. Matt Brogan, Secretary
701 University Avenue, Suite 200
Sacramento, CA 95825
(916) 381-9100
___________
ature)
h Siviglia Pr
_____________________________
ignature)
ATTACHMENT 2
10 ATTACHMENT 1

REQUEST FOR PROPOSAL
ATTACHMENT 2
11 ATTACHMENT 2
CONSULTANT’S PROPOSAL
ATTACHMENT 2
City of Manteca
JULY 27, 2023

MAIN STREET BIKE
& PEDESTRIAN

IMPROVEMENTS
HSIPL 5242 (035)

SUBMISSION DATE

PROJECT

PREPARED FOR

PROPOSAL
ATTACHMENT 2
(916) 381-9100
701 UNIVERSITY AVENUE, SUITE 200
SACRAMENTO, CA 95825 MARKTHOMAS.COM
July 27, 2023
Kyzen Nicolas
City of Manteca - Engineering Department
1001 West Center Street, Suite E
Manteca, CA 95337
Dear Kyzen:

The City of Manteca (City) is seeking qualified consultants to provide design and environmental services for the HSIPL 5242(035) Main Street Bike and Pedestrian Improvement Project (Project). Mark Thomas prepared the grant application for Highway Safety Improvement Program (HSIP) that helped the City secure funds to improve a portion of Main Street from Northgate Drive to Alameda Street. The proposed bike and pedestrian improvements include installation of Class II bike lanes, installation of raised median, enhanced pedestrian crossings with curb extensions, modification of signal loops, and installation of pedestrian median fencing.

For more than 96 years, Mark Thomas has provided civil and structural engineering, landscape architecture, land surveying, and utility coordination for transportation projects that include all modes of travel to local agencies throughout the Central Valley. The City is familiar with Mark Thomas, having delivered several projects in the City, including the ATP & HSIP Grant Writing Services, Main Street Improvements from Yosemite Avenue to Atherton Drive, Main Street Pavement Improvements, Airport Way/Yosemite Avenue to Daniels Street Widening, and the SR 120/Union Road Interchange. These projects demonstrate our technical capabilities and our dedication to working closely with the City.

Daniel Blomquist, PE will lead the team as project manager. He has more than 22 years of experience in the management and design of transportation and public works projects. His projects include bike and pedestrian improvements, roadway improvements, complete streets, and road widenings. He has worked on projects with similar elements as the Main Street Bike and Pedestrian Improvement, has coordinated with Caltrans Local Assistance for the delivery of numerous projects with Federal funds, and his participation in the grant application process gives him better understanding of what the project will entail. He will be supported by a team familiar with working with the City and have experience designing bike and pedestrian improvements.

Mark Thomas and our subconsultants have delivered numerous projects together, which provides for efficient and effective project delivery. We have teamed with Bennett Engineering Services + Y&C Transportation Consultants (Bennett) and Crawford & Associates (Crawford) for this project. Work for this project will be performed out of the Sacramento office in addition to the subconsultant office locations listed on the table below. A memorandum from each firm can be found following the cover letter.

FIRM SERVICE LOCATION % OF WORK
Bennett Engineering (DBE) Traffic Signal Design Sacramento 15% Crawford Geotechnical Sacramento 3.7%
By submitting this proposal, we commit to providing an experienced, available team whose time will be dedicated to serving the City on this project. We acknowledge receipt of all addenda and we request the City evaluate our proposal based upon the scope of services for the Project. Mark Thomas’ proposal shall remain valid for no less than one hundred eighty (180) days from the day of submittal. As a principal of Mark Thomas, I am authorized to negotiate and contractually bind the firm and attest that all information included in the proposal is true and correct.

Sincerely,

MARK THOMAS & COMPANY, INC
Matt Brogan, PE
Principal + Vice President
ATTACHMENT 2
July 27, 2023
Matt Brogan, PE
Mark Thomas & Company, Inc.
701 University Avenue, Suite 200
Sacramento, CA 95825
Re: Main Street Bike and Pedestrian Improvement Project Dear Mr. Brogan,
Bennett Engineering Services + Y&C Transportation Consultants is pleased to team with Mark Thomas & Company, Inc. (Mark Thomas) to perform traffic/electrical engineering for the Main Street Bike and Pedestrian Improvement Project.

Our firm will perform these services out of our Sacramento, CA office.

We are in receipt of all addenda for this RFP and can assure Mark Thomas and the City of Manteca that all information pertaining to our firm that is contained in the proposal is true and correct. We further confirm that all key personnel proposed for this project shall, upon award of a contract, not be removed or replaced without the prior written consent of the City.

Please contact me at (916) 397-4481 or via email [email protected] should you have any questions.

Sincerely,
Leo Rubio, PE, President and CEO
Bennett Engineering Services + Y&C Transportation Consultants ATTACHMENT 2
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ATTACHMENT 2
A. Provide a response to the following question: Has your firm ever been terminated from a contract? Mark Thomas has not been teminated from a contract.

B. If Consultant has been terminated from a contract, describe the facts and circumstances in detail, on a separate sheet.

Not applicable.

CO N T R AC T T E R M I N AT I O N

CIRCUMSTANCES
ATTACHMENT 2

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 1 ends

Q UA L I F I C AT I O N S , R E L AT E D

EXPERIENCE, AND REFERENCES

FIRM PROFILE
Mark Thomas provides civil and structures engineering, surveying, landscape architecture, planning & urban design, and construction management services to clients throughout California. Since the company’s founding in 1927, we have focused on providing excellent client service and delivering projects with a tailored approach to meet our clients’ goals. Our reputation is realized through more than 360 team members in offices that are strategically located to support the communities in which we live.

Our firm is built on providing sound and innovative engineering solutions and high-quality customer service for public works and transportation projects. Our staff is knowledgeable of design standards for roadway, highway, drainage, utility and bridge projects. Our solutions have benefited all types of projects including complete streets, active transportation, intersection improvements, bridge overcrossings and freeway interchanges with a focus of implementing a multidisciplinary approach on projects. Mark Thomas’ engineering design of roadway projects includes planning, preliminary engineering and final PS&E.

Because of our extensive experience with Caltrans design approvals and project delivery, local agencies seek our expertise to lead their public works projects within state right of way and for project delivery through Caltrans Local Assistance.

DEMONSTRATED EXPERIENCE
We have served a range of clients throughout California, including many local public agencies. We have worked with the City of Manteca (City) on several projects including, Airport Way/Yosemite Avenue to Daniels Street Widening, Yosemite Avenue to Atherton Drive Main Street Improvements, Main Street Pavement Improvements, and SR 120/Union Road Interchange.

In addition, having prepared the grant application for the Main Street Bike & Pedestrian Improvement project and successfully securing the funds, Mark Thomas is ideally suited to deliver the design. We are intimately familiar with the project and have unmatched understanding of foreseeable challenges and can offer solutions to help mitigate them an deliver the project within schedule. We apply a flexible and progressive approach that balances the needs of all concerned with realistic construction budgets and innovative yet proven design practices.

STAFFING CAPABILITIES
With more than 360 employees, Mark Thomas utilizes a lookahead plan which allows us to properly allocate resources to current and potential future projects to ensure deliverables are submitted on time and of the highest quality. If unforeseen circumstances arise, we have the technology and experience to share work among our more than 360 engineers, surveyors, designers, and technicians statewide.

Our dedicated highspeed networking systems allow seamless sharing of project information between offices, subconsultants, and clients.

FIRM FINANCIAL CONDITION
Mark Thomas provides stability that few other firms can offer, even during changing economic times. As a privately owned company, we are positioned to ride out the financial down-turns and ownership changes that impact larger, publicly traded companies in our industry. We are rated financially strong by Dun & Bradstreet and have never relied on our line of credit to maintain company operations. The firm has never experienced receivership or other financial difficulties since its founding. » California Corporation
» Founded in 1927
» 360+ employees
» 10 offices in California:
– Sacramento
– Roseville
– Fresno
– San Jose
– Walnut Creek
– Oakland
– Cupertino
– Irvine
– Ontario
– Lakewood

SERVICES OFFERED
» Bicycle/Pedestrian/Trail
Design
» Highway & Interchange
Design
» Bridge/Structure
Design
» Utility Engineering,
Right of Way, &
Surveying
» Roadway
Improvements
» Landscape Architecture
» Strategic Funding
» Construction
Management
ATTACHMENT 2

CLIENT REFERENCE
Koosun Kim
Former City of Manteca
Deputy Director
City of Manteca
1001 W. Center Street
Manteca, CA 95337
(209) 456-8419

PERIOD OF PERFORMANCE
2018-2018
FEE
$14,904

KEY STAFF
Daniel Blomquist

ATP & HSIP GRANT WRITING SERVICES

MANTECA
Mark Thomas worked with the City of Manteca and
their grant writing consultant to prepare information for multiple Highway Safety Improvement Program (HSIP) and
Active Transportation Program (ATP) grant applications.

We worked with City staff to identify corridors and potential improvements that met the criteria for the two programs, including complete street and safety improvements along Main Street, Yosemite Avenue, Center Street, Woodward
Avenue, and Lathrop Road. We prepared conceptual design and cost estimates for five ATP applications that included Class II bike lanes, Class III sharrows, and crosswalks. The intent was to create a bikeway loop around the City and to build off current design projects along the corridors. We also prepared similar conceptual designs and cost estimates for three HSIP applications that included Class II bike lanes, pedestrian crossing improvements, and raised medians. We also prepared collision data lists and diagrams and prepared benefit/cost calculations to support the HSIP grant efforts.

PROJECT EXPERIENCE WITH REFERENCE INFORMATION
Mark Thomas specializes in the management and design of transportation improvements involving active transportation improvements, trails, and Caltrans facility design. To demonstrate our capability to deliver the City’s projects, below are examples of our previous project experience delivering projects similar in scope to this project.

STATE, FEDERAL & AGENCY COORDINATION EXPERIENCE
Mark Thomas routinely manages complex projects involving multiple disciplines. These projects have involved receiving approvals and permits from various stakeholders including: Caltrans Local Assistance, local jurisdictions, and resource agencies. We have delivered thousands of projects for public works agencies throughout California. We understand that effective and on-going communication is needed with the client and key stakeholders for the successful delivery of this project. Our approach will be to coordinate closely with the entire team to successfully integrate the interests and demands of agencies, dsign standards, stakeholders, local businesses and developers, utilities, cost, and maintenance concerns encountered during design. The preliminary design phase is an especially collaborative process between members of the design team, City departments, and stakeholders, in which issues are identified, solutions proposed, and sketches developed for design variations, options or alternatives

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 2 ends

BEAR CREEK/PIXLEY SLOUGH BIKE/

PEDESTRIAN PATH HSIP

STOCKTON
Mark Thomas prepared PS&E and environmental clearance for the Bear Creek and Pixley Slough Improvements project in the City of Stockton. The project is federally-funded and includes restriping existing roadways to include Class II buffered bike lanes, widening roadway shoulders to create new bike routes, creating new bicycle and pedestrian crossings at existing multiuse pathway and roadway intersections, and extending multiuse pathways to signalized intersections to improve bicycle and pedestrian access. Intersection and crossing improvements include new curb ramps, detection for bicycles, and installation rectangular rapid flashing beacons. Portions of the existing roadways and pathways pavement will be rehabilitated to support increased bicycle and pedestrian use.

CLIENT REFERENCE
Rosa Alvarez
Associate Engineer
City of Stockton
22 E. Weber Avenue #301,
Room 301
Stockton, CA 95202
(209) 937-8134

PERIOD OF PERFORMANCE
2019-2023
FEE
$300,000

KEY STAFF
Daniel Blomquist
ATTACHMENT 2

MAIN STREET IMPROVEMENTS,

YOSEMITE AVENUE TO ATHERTON
DRIVE

MANTECA
Mark Thomas provided construction management and
inspection services, SWPPP inspection, environmental
monitoring, material testing and coordination for the
reconstruction of Main Street from Yosemite Avenue to
Atherton Drive. The project included rehabilitation of
the pavement, signing and striping, Class II bike lanes, and ADA-compliant ramps. The pavement was largely
rehabilitated using a grind and overlay with dig out
locations for full reconstruction. A portion of the project near the Yosemite Avenue intersection was previously
located within a state highway and had Portland cement
concrete panels. This portion of the project used cracking and seating methodology. A rubberized hot mix asphalt
(HMA) final lift was applied along the entire project limits.

The paving at the SR 120 overcrossing required a Caltrans encroachment permit and coordination with Caltrans. The project was federally-funded and required compliance
with the Caltrans LAPM.

ADA law required improvement of non-compliant curb
ramps. Mark Thomas identified 21 non-compliant curb
ramps that were not included on the plans that needed
to be improved. We worked with the design engineer
to provide field observations of the existing ramps and constructability review of the designed ramps.

CLIENT REFERENCE
Koosun Kim
Former City of Manteca
Deputy Director
City of Manteca
1001 W. Center Street
Manteca, CA 95337
(209) 456-8419

PERIOD OF PERFORMANCE
2018-2020
FEE
$199,901

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 3 ends

WEST MAIN STREET MOBILITY &

SAFETY IMPROVEMENTS

WOODLAND
Mark Thomas worked with the City of Woodland to
provide design services for bicycle and pedestrian mobility improvements to West Main Street. This project included restriping the roadway for Class 2 bike lanes, closing gaps between existing sidewalks, installation of ADA-compliant curb ramps, reconstruction of roadway pavement, installing new drainage facilities, and traffic signal modifications and new signal interconnect to transform West Main Street to a complete street. Construction was completed in 2020. The project involved federal funding and coordination with
adjacent commercial properties to conform to driveways
and drainage improvements. The project utilized mobile
LiDAR scanning for field surveying. Using this method to collect survey data saved schedule and eliminated public inconvenience of survey crews in the public right of way.

CLIENT REFERENCE
Clara Olmedo
Associate Engineer
City of Woodland
300 First Street Engineering
Division
Woodland, CA 95695
(530) 661-5824

PERIOD OF PERFORMANCE
2017-2020
FEE
$640,392

KEY STAFF
Daniel Blomquist
Matt Brogan
Kyle Dana
ATTACHMENT 2
Key Staff

PRINCIPAL IN CHARGE
Matt Brogan, PE

CITY OF MANTECA
Kyzen Nicolas

PROJECT MANAGER
Dan Blomquist PE

PROJECT STAFF

CIVIL LEAD
Arsalan Gharachorloo PE

CIVIL SUPPORT
Kyle Dana
Eric Lappen
SURVEY
Sherri Zimmerman, PLS

PUBLIC OUTREACH
Paul Martin, PE, TE, LCI
Dan Blomquist, PE

TRAFFIC SIGNAL DESIGN
Daniel Yau, PE, TE, PTOE (Bennett)

MATERIALS TESTING
Benjamin Crawford, PE, GE (Crawford)

P R O P O S E D S TA F F I N G A N D P R OJ EC T

ORGANIZATION
Mark Thomas is providing the City with a well-rounded team that will work as an extension of City staff to deliver the Main Street Bike and Pedestrian Improvement project. The organization chart depicts the lines of communication and responsibilities for our team. Our team consists of experienced personnel with past successful participation. Brief resumes along with a listing of our staff qualifications are included in the following pages.

SUBCONSULTANTS
In order to provide comprehensive services, we have selected trusted subconsultants to help us deliver the project. We selected our team based on our ongoing working relationship and previous track record of success with them on similar types of projects. Bennett Engineering is a DBE certified firm to ensure DBE goals are met.

Bennett Engineering Services
Traffic Signal Design
Bennett Engineering Services + Y&C Transportation
Consultants’ (Bennett) traffic/electrical engineering division is committed to providing excellent traffic engineering services to both public and private sectors throughout
Northern California and Nevada. Bennett Engineering has recently worked on two projects with the City of Manteca, Yosemite Avenue Rehabilitation and SR-120/McKinley
Avenue Interchange.

The firm specializes in traffic signals, lighting, and
transportation electrical systems and has completed
traffic and electrical engineering plans, specifications, and construction cost estimates (PS&E) for more than 1,000
transportation projects for more than 100 public agencies, including the City of Manteca.

Year Founded: 1979 | Bennett merged with Y&C in 2023
Crawford
Materials Testing
Crawford specializes in geotechnical engineering,
inspection and materials testing, engineering geology,
and environmental assessments for public works
projects. Crawford has completed many transportation
projects throughout Northern California and within
the City of Manteca and San Joaquin County that have
included interchanges, bridges, roadways, and pavement
rehabilitation. These projects have commonly been
funded directly by FHWA and also through Caltrans (HBP, HBRR, Safe Routes to Schools, etc.). They understand the information required for providing recommendations that limit construction risks and ensure project delivery within schedule and budget. Crawford has provided quality
services on-time and within budget for San Joaquin County over many years and their continued repeat County clients attest to the quality of on-time and within budget services provided.

Year Founded: 2012

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 4 ends

Key staff will be available
to the extent proposed for
the duration of the project,
no person designated as
“key” shall be removed
or replaced without prior
written concurrence of the
City.

ATTACHMENT 2

PROJECT ROLE
Project Manager
Public Outreach

EDUCATION
MS in Civil Engineering

REGISTRATION
CA PE C65875

YEARS OF EXPERIENCE
22 YEARS WITH MARK THOMAS

7.5 OFFICE LOCATION
Sacramento

AVAILABILITY
40%

CURRENT ASSIGNMENTS AND
COMMITMENT (%)
Bascom Avenue Complete Street
(25%)
Gibson Road/SR-113 Interchange
(15%)
Other Projects (20%)

DAN BLOMQUIST, PE

RELEVANT EXPERIENCE AND BACKGROUND
Dan has extensive experience providing civil engineering with expertise in design and construction of roadway, transportation facilities and featuring complete streets improvements. He has experience working on planning, design and construction of local roadway and transit improvements, compliance with federal, state and local design standards including NACTO and AASHTO design guidelines, Caltrans Highway Design Manual (HDM) and ADA requirements. He has extensive experience evaluating project cost and potential pavement rehabilitation and drainage improvements.

BENEFIT TO THE CITY
Dan has an established relationship with the City and intimately familiar with the project, he worked on the ATP & HSIP Grant Writing Services project to secure funding for the Main Street Bike & Pedestrian Improvement project. He provides extensive experience implementing bicycle and pedestrian facilities that improve mobility without impacting traffic operations. Dan also has a strong background in transit design including on-street bus stops and pads

REPRESENTATIVE PROJECTS
Dan has been the project engineer for multimodal roadway improvements throughout northern California. He recently completed work on the E. Main Street Improvements for the City of Woodland and the Bear Creek/Pixley Slough Bike/Pedestrian Path HSIP project in Stockton, which are similar to the proposed project and involve designing innovative bicycle and pedestrian facilities and preparation of documents to comply with federal funding requirements.

ARSALAN GHARACHORLOO, PE

RELEVANT EXPERIENCE AND BACKGROUND
Arsalan has extensive experience in civil engineering with expertise in design and construction of roadway and transportation facilities and traffic signal operations. He has experience working on planning, design and construction of improvements in the public right of way, requiring NEPA and CEQA documentation, compliance with Federal, State and local design standards including AASHTO design guidelines, Caltrans Highway Design Manual, and the California MUTCD. He has extensive experience with compliance with current ADA requirements; preparing of plans, specifications and estimates; management of state and federal grants; and preparing presentations to community groups, committees, boards, and councils.

BENEFIT TO THE CITY
Arsalan’s knowledge of transportation standards and experience with compliance with State funding will be leveraged during the design of the City’s project. He will develop construction staging and traffic handling plans to minimize impacts to local business along Main Street which will be a key consideration for the project. He also provides experience designing bicycle and pedestrian facilities that maximize connectivity and user safety.

REPRESENTATIVE PROJECTS
Arsalan has project engineer experience for projects similar to the City’s proposed project, including, Green Valley Road Multiuse Pathway Improvements in Santa Cruz County and Watt Avenue and I-80 Transit Center Improvements in Sacramento County.

PROJECT ROLE
Civil Lead

EDUCATION
MS in Civil Engineering

REGISTRATION
CA PE C90101

YEARS OF EXPERIENCE
7 YEARS WITH MARK THOMAS

1.6 OFFICE LOCATION
Sacramento

AVAILABILITY
45%

CURRENT ASSIGNMENTS AND
COMMITMENT (%)
Bascom Avenue Complete Street
(20%)
Sabercat Existing Trail
Improvements, Fremont (20%)
Gibson Road/SR-113 Interchange
(15%)

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 5 ends

ATTACHMENT 2

PROJECT ROLE
Traffic Signal Design

EDUCATION
MS in Transportation
Engineering

REGISTRATION
CA PE C44611
CA TE TR1471
CA PTOE 211

YEARS OF EXPERIENCE
26 YEARS WITH BENNETT ENGINEERING
1 OFFICE LOCATION
Sacramento

AVAILABILITY
30%

CURRENT ASSIGNMENTS AND
COMMITMENT (%)
Caltrans District 4 On-Call (20%)
Harvest Water Program,
Sacramento County (15%)
I-880/Whipple Road Interchange,
Alameda County (10%)
Other Projects (25%)

DANIEL YAU, PE, TE, PTOE

RELEVANT EXPERIENCE AND BACKGROUND
Daniel specializes in traffic signals, lighting, highway electrical system, signing, striping, and construction traffic control. He has completed PS&E for more than 1,000 transportation projects in over 100 jurisdictions, including for the City of Manteca.

BENEFIT TO THE CITY
Daniel has prior experience working with the City and is familiar with their standards and procedures. He will leverage this knowledge to streamline processes and minimize issues.

REPRESENTATIVE PROJECTS
Daniel has provided traffic signal design for numerous projects throughout the Central Valley and for the City of Manteca, including, the Yosemite Avenue Rehabilitation from Main Street to Cottage Avenue, SR 120/McKinley Interchange, and SR 99/SR 120 Connector Phase 1, other projects he has worked on include, SR 132 West Project Phase 1 for the City of Modesto, Broadway Complete Streets for the City of Sacramento, and Meadowview Road Complete Streets for the City of Sacramento.

BENJAMIN CRAWFORD, PE, GE

RELEVANT EXPERIENCE AND BACKGROUND
Ben has managed complex projects throughout Northern California, including bridges, roadways, pavement rehabilitation, and transportation projects. He has over 19 years of experience providing geotechnical recommendations for water, wastewater, storm drainage, and pipeline projects, including associated ancillary structures, foundations, and pavement/flatwork. His experience in Environmental Site Assessments includes roadway and intersection improvement projects throughout central and northern California.

BENEFIT TO THE CITY
Ben has prior experience working in the region and directly with the city of Manteca. He is familiar with their standards and procedures and will use this knowledge to his advantage, minimizing issues and helping streamline processes.

REPRESENTATIVE PROJECTS
Ben has provided materials testing for several projects for the City including the SR 120 and Union Road Interchange Improvement project and the SR 120 and Airport Way Interchange Improvement project, other projects in the region include Traffic and Pedestrian Signal Improvements for the City of Sacramento, the HSIP Pedestrian Hybrid Beacons project in Sacramento, and the Florin Road Safety Improvements project in Sacramento as well.

PROJECT ROLE
Materials Testing

EDUCATION
BS in Civil Engineering

REGISTRATION
CA PE C68457
CA GE 2861

YEARS OF EXPERIENCE
19 YEARS WITH CRAWFORD
9 OFFICE LOCATION
Sacramento

AVAILABILITY
40%

CURRENT ASSIGNMENTS AND
COMMITMENT (%)
Eastbay Greenway Multimodal
(10%)
Modesto River Trunk Gravity System
(20%)
Other Projects (30%)

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 6 ends

ATTACHMENT 2

TEAM MEMBER, ROLE, LOCATION
& AVAILABILITY
YEARS

W/ FIRM LICENSE RECENT EXPERIENCE
Matt Brogan, PE
Principal in Charge
Sacramento
15%
20 CA PE C63854 » Airport Way/Yosemite Avenue Widening, Manteca » ATP & HSIP Grant Writing Services, Manteca
» Main Street Pavement Improvements, Manteca
Kyle Dana
Civil Support
Sacramento
65%
4 n/a » Bear Creek/Pixley Slough Bike/Pedestrian Patch HSIP, Stockton
» E. Blithdale Avenue Improvements, Mill Valley
» West Main Street Mobility & Safety Improvements,
Woodland
Eric Lappen
Civil Support
Sacramento
50%

4.5 n/a » W. Las Positas Improvements, Pleasanton
» E. Blithdale Avenue Improvements, Mill Valley
» E. Main Street Improvements, Woodland
» West Main Street Mobility & Safety Improvements,
Woodland
Sherri
Zimmerman, PLS
Survey
Sacramento
40%

5.5 CA PLS 8964 » Decoto Road Corridor Improvements, Fremont » Gerberville Complete Streets Redway Drive/
Redwood Drive Intersection Highway Safety,
Humboldt County
Paul Martin, PE,

TE, LCI
Public Outreach
Sacramento
35%
3 CA PE C65868
CA TE TR2315
LCI 4936
» Newport Boulevard Complete Streets, Costa Mesa
» McKinleyville Multimodal Improvements, Humboldt
County
» Standard Avenue Bikeway, Santa Ana

OTHER SUPPORTING STAFF QUALIFICATIONS
The table below describes the staff’s availability, qualifications, registrations, and recent experience for the additional supporting staff.

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 7 ends

ATTACHMENT 2
The project alignment on Main Street from Northgate Drive to Alameda Street travels through the northern portion of downtown Manteca, connecting commercial businesses and Golden West Elementary School. The proposed improvements for the Project include:
» Restriping the roadway to install Class II bike lanes to improve bicycle connectivity and safety, » Constructing raised medians with pedestrian median fencing to prevent jaywalking, » Enhancing pedestrian crossings with curb extensions and high visibility pavement markings to increase visibility for pedestrians, and
» Modifying traffic signal loops to accommodate the bike lanes and shifted travel lanes.

As we assisted the City with preparation of the Highway Safety Improvement Program (HSIP) grant application, Mark Thomas is keenly aware of the corridor crash history and mobility related challenges that are the driving force for the project as well as the grant requirements for the project. Mark Thomas has designed more local roadway corridor projects (over one mile) in Northern California than any other firm. We have recently completed or are nearly complete with the final design of several signature projects for local agencies including the 2.3 mile Charleston-Arastradero Corridor Project in Palo Alto, 1.8 mile East Blithedale Pavement Rehabilitation Project in Mill Valley, 5.3 mile Soquel Dive Bike Lane and Congestion Mitigation Project in Santa Cruz County,

1.1 mile Decoto Corridor Complete Streets Project in Fremont and the 1.0 mile East Main Street Improvements Project in Woodland to name a few.

These projects include many of the same elements as the Project and have involved Federal grant funds. We will bring many lessons learned to the benefit of the City for the design of the improvements and obtaining grant authorization for construction.

In addition to designing a multimodal boulevard that supports safe and comfortable bicycle, pedestrian, and vehicular travel, the project involves several key issues including:
» Designing the project to fit within existing right of way » Providing a Class II bike facility that meets the needs for a variety of bicyclists
» Coordinating with the stakeholders regarding impacts to street parking and for access during construction
» Coordinating with Manteca Transit and SJRTD for access to existing bus stops during construction » Rehabilitating deteriorated roadway pavements
Environmental Approach
Based on a review of the Project, Mark Thomas believes the Project will qualify for a NEPA Categorical Exclusion under 23 CFR 771.117(c)(3) Construction of bicycle and pedestrian lanes, paths, and facilities. Caltrans will prepare the Categorical Exclusion Determination Form for the Project. The Mark Thomas Team will prepare required Hazardous Materials and Land Use and Community Impacts Memos and coordinate with Caltrans to confirm the CE Determination Form is completed.

Mark Thomas believes that the Project will qualify for a CEQA Categorical Exemption under 13 CCR § 15301. Existing Facilities because the Project will be constructed within the existing right of way and will involve a negligible expansion of existing use. The City will prepare and file a CEQA Notice of Exemption.

WORK PLAN

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 8 ends

PROJECT UNDERSTANDING & APPROACH
ATTACHMENT 2

PROJECT APPROACH WITH INNOVATIVE SOLUTIONS
The first step will be to refine the conceptual designs to meet the needs of the City as identified in the Preliminary Environmental Study (PES) and 2020 Active Transportation Plan. We have a unique advantage over other teams as we have worked closely with the City over the last several years to design multiple projects in the public right of way, including preparing concept plans and estimates provided with the HSIP Grant Application for this project. Our deep understanding of the corridor constraints and opportunities will allow us to hit the ground running with no start up or catch-up time required. Our design will seek to balance the needs of bicyclists and pedestrians with autos, trucks, and buses to develop a modern complete street that will benefit all users. We will leverage our knowledge of the City’s design requirements with the latest design guidelines, including NACTO, as well as our extensive similar project experience to design a project that is in-line with the grant award requirements and achieves the goals of the City.

A major consideration of the project is the addition of Class II bike lanes along the corridor. There is a key difference between the concept plans provided with the HSIP Grant Application and the exhibits included with the PES, which include the addition of street parking on the west side of Main Street adjacent to the Golden West Elementary School and between Joseph Road and Lancaster Drive near the Charter Academy of Visual and Performing Arts School.

Section A-A below shows the proposed roadway section provided in the exhibits for the PES and meets the minimum requirements for Class II bike lanes adjacent to roadway gutters and street parking.

A key aspect of the prior exhibits provided with the HSIP Grant Application was the provision of striped buffers separating the bike lanes from vehicular traffic lanes. The posted speed limit on Main Street is 40 MPH with traffic volumes over 11,000 vehicles per day. A striped buffer to separate bike lanes from vehicles is recommended on this type of roadway to accommodate expected usage by school age children. Section B-B below shows a proposed alternative roadway section with striped buffers separating bike lanes from vehicles as well as the potential optional treatment for parkingprotected bike lanes near the schools. The addition of the striped buffers would require narrowing travel lanes to 11’ wide as well as potentially reducing the width of medians. This design would be in adherence with the City’s General Plan requirements for Main Street as an arterial roadway as well as the HSIP Grant Requirements.

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

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ATTACHMENT 2
Intersection Improvements
As a subconsultant to Mark Thomas - Bennett will perform a comprehensive review of traffic signal as-builts and existing field conditions along the corridor and compare those to proposed changes to vehicle, bicycle, and pedestrian facilities.

We understand the Project’s intent is to limit modifications to existing poles and mast arms and instead focus on vehicle detection and pedestrian push button locations to meet ADA standards. However, bicycle detection and visibility of indications is critical for safety and compliance of all modes of travel through the intersections.

The RFP includes signal modification only at the Main Street/Louise Avenue intersection. The design of traffic signal improvements included in our proposal also includes modifications to vehicle and bicycle detector loops and ADA push buttons at Main Street/Alameda Street, Main Street/Lancaster Drive, and Main Street/Northgate Drive intersections necessary to implement the Class II bike lanes and curb ramp improvements. Our team will work with the City to design traffic signal modifications within the available budget for construction.

Crosswalk Enhancements
The HSIP Grant Application and RFP include improvements to the unsignalized pedestrian crossing at the intersection of Main Street and Edison Street. The project scope includes design of curb bulb outs to shorten crossing distances and higher visibility crosswalk markings and signage. Edison Street and Main Street are high priority corridors identified for improvements in the 2020 Active Transportation Plan. As such, the City and stakeholders may desire to achieve a higher level of protection for bicyclists and pedestrians at the intersection.

Additional treatments that may be considered include installation of a lighted crosswalk warning system, such as a Rectangular Rapid Flashing Beacon (RRFB) and enhanced bike crossing markings. Higher levels of crosswalk protection, such as a pedestrian hybrid beacon or signalized crossing, would require additional traffic analysis and warrant studies to implement.

Our team is experienced with the design and implementation of these types of improvements and would be able to assist the City with these items as a potential optional task.

Stakeholder Coordination and Stage Construction
It is imperative the Project team communicate clearly with stakeholders to define the project, explain the benefits, and identify impacts they should be aware of either during and/or after construction is completed. Similarly, our East Blithedale Improvements project in Mill Valley spanned over one mile and traversed schools, business, and various residential neighborhoods. Our early coordination through community informational meetings, onsite stakeholder meetings, and frequent website updates with an active and engaged community allowed us to build consensus and mitigate negative public feedback during construction. Key aspects of the approach included the creation of a thoughtful construction staging plan, highlighting night work in spot locations, identifying driveway and access impacts due to reconstruction, and completing work in areas when school was not in session to avoid impacts to pickup and drop-off areas. The Main Street corridor includes on-street parking so mitigating any parking loss to the extent possible will be crucial. Temporary bus stops and final design elements for the bike lanes will need to be coordinated with Manteca Transit and SJRTD within the Project limits. Bicycle and pedestrian accommodation and potential detours during construction should be identified and vetted early in the design process as well.

Bicycle and pedestrian accommodation and potential detours during construction should be identified and vetted early in the design process as well.

The initial stage of construction for this project is anticipated to include shorter duration lane and shoulder closures for reconstruction of curb ramps and modifications to traffic signals to maintain traffic operations and pedestrian access during the remainder of construction. The second stage of construction would include longer duration closures of inside travel lanes for construction of the raised medians and pedestrian fences. Access to driveways will be maintained at all times.

The final stage of construction would include pavement resurfacing and restriping to create Class II bike lanes. Additional traffic signal modifications may be required during this stage to relocate detector loops to their final configuration. Much

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 10 ends

ATTACHMENT 2
of the pavement resurfacing, striping and traffic signal work may be completed at night to avoid impacts to businesses and schools.

Pavement Rehabilitation Strategy
The HSIP funds provided for the
project limit the rehabilitation to
slurry seals to address the shifts of
travel lanes for the addition of bike
lanes. Most of the existing roadway
pavement on Main Street between
Northgate Drive and Argonaut Street
is in fair to good condition and will
benefit from a slurry seal treatment
with crack sealing. Existing roadway
pavements between Argonaut Street
and Alameda Street is in moderate
condition and may required a higher
level of pavement rehabilitation,
including dig outs and grind and
overlay, to achieve the City’s longterm pavement maintenance goals.

As an optional task, Mark Thomas can review prior geotechnical reports and work collaboratively with the City to develop a pavement rehabilitation strategy and recommendations for implementation. We have recently completed the design of the East Blithedale Pavement Rehabilitation Project in Mill Valley where we developed multiple pavement rehabilitation strategies along the corridor due to differing soils types, underground utility impacts and adjacent land uses. We also phased construction of the project to align with funding sources and like items of work.

Schedule Considerations
We acknowledge the City is seeking to advance completion of the environmental documents and final PS&E prior to December 2023 to meet the requirements for the HSIP grant. Given the limited technical studies identified in the PES, it appears achievable to complete the environmental clearance process prior to December. In order to shorten the duration for approval of the PS&E, we are proposing to eliminate the 65% design submittal and advance the design from 35% to 95% for early submittal of the ROW and RFA packages to Caltrans prior to the end of December 2023. However, given the typical time frame needed to coordinate with utilities for any relocations identified and expected Caltrans review cycles for the ROW and RFA packages, approval of the final PS&E is not anticipated until March 2024. We will work with the City to address the project schedule and grant requirements as the project progresses.

Budget and Schedule Control
Controlling project costs and avoiding unnecessary design changes are critical to successful projects and client satisfaction.

Our technical approach, with its logically arranged steps and procedures, is designed to minimize rework so that there are not unexpected delays or additional costs to our clients. We control our design costs by breaking down a detailed list of project subtasks and budgeting specific staff hours to each task. This allows our project manager to quickly and easily identify and address any potential cost issues at the subtask level to keep close control of design costs. We inform our clients of any potential or proposed design revisions that may affect the established budget or schedule, as soon as possible. Keeping all parties informed of any potential issues/changes — and resulting costs impacts — through timely, continuous communication is vital to managing and controlling cost and schedule. The following procedures are typically implemented as part of our accounting processes, an approach also used to monitor the budgetary requirements:

Project Management. Upon approval of the scope and budget for each contract, the latter is assigned an alphanumeric number with sub-level phase and task. A large number of phase and tasks codes can be created within Deltek Vantage which allows us to track projects to any level of detail that our client wishes. For more detailed reporting, specific spreadsheets in Microsoft Excel formats are created to match invoicing formats that are desired by our clients.

Timekeeping. All hours worked are entered through our intranet system into our accounting system daily using the project phase and task number(s) assigned by the project manager. Routinely, each staff member submits his/her timesheet each Monday to respective managers for review and approval. Accounting staff reviews, finalizes, posts the timesheets and processes payroll according to submitted timesheets. Once timesheets are posted, the system debits/credits the

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

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ATTACHMENT 2

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 12 ends

SCOPE OF WORK
Below is our outline of the proposed work plan/scope of work for the Main Street Bike and Pedestrian Improvements Project, based on the scope of work provided in the RFP. The following scope has been abbreviated to comply with the City’s page limit. However, we have prepared and included in the appendix, a detailed scope of services for the City’s review and consideration if Mark Thomas is selected for contract negotiations.

OUTLINE SCOPE OF WORK

TASK DESCRIPTION DELIVERABLES
Task 1 Project Management/Administration &
Meetings
Mark Thomas will provide general project management,
coordination of all aspects of the project, monitoring project progress for adherence to schedule and budget, reporting project progress, and administering the project. We will arrange and conduct monthly Project Development Team
(PDT) meetings and meetings with project stakeholders
» Monthly progress reports and invoices
» Monthly CPM schedule updates
» Project Cloud-based File Repository
» Project Team Meeting Attendance w/ agendas and
minutes (up to 8 meetings)
» Stakeholder Meetings (up to 3)
Task 1 Public Outreach
Mark Thomas will support the City with preparation of a public notification letter for distribution by the City via mail.

The letter is anticipated to include a narrative description of the project purpose and need, exhibit of the project location and cross section for the design, and anticipated schedule for completion.
» Draft and Final Public Notification Letter
Task 2 Environmental Clearance
The Mark Thomas team will support the City with CEQA
clearance and Caltrans for project clearance under NEPA.

We will conduct a hazardous materials/waste technical
study and prepare a land use and community impacts
memorandum.
» Draft and Final Phase 1 Initial Site Assessment Technical Memorandum
» Draft and Final Land Use and Community Impacts
Technical Memorandum
general ledger accounts accordingly. With this type of system, the financial status of projects can be provided on a weekly basis. Our subconsultants are also required to provide man hours and costs per the defined tasks setup in our accounting system. This allows us to track the progress of our subconsultants as they work on specific tasks within the project every month.

Expense Tracking. We track all indirect costs by the established project number and general ledger codes. All billable project costs are charged to phase and task codes setup within the project setup and accounting codes. All other costs are charged to non-billable projects and to other account codes.

Progress Reports and Invoicing. All direct and indirect labor and costs are charged to a project for tracking and reporting. Progress reports and invoices are prepared and sent to our clients once a month. Backup information such as time cards, vendor invoices, and other documents are attached to the invoice package depending on the requirements of our clients. In many cases, special reports, such as DBE Utilization Reports or budget tracking reports, are prepared by our accounting staff and included in the invoice package.

ATTACHMENT 2

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

Page 13 ends

OUTLINE SCOPE OF WORK
Task 3 Site Investigations and Surveys
Mark Thomas will conduct tasks to initiate the project
and collect information for the design including review background information, documents and studies; site visits; conducting topographic surveys and base map preparation; and utility coordination for relocations of utilities.
» Photo Log of Site Conditions
» Topographic Base Mapping (20 Scale) – AutoCAD
Format
» Utility “A, B & C Letters”
Task 4 Preliminary Design
Mark Thomas will prepare PS&E to identify roadway and
intersection geometrics, potential conflicts with existing utilities, drainage and traffic signal modifications preliminary construction quantities, and cost estimates. PS&E will be submitted for City review and comments at the 35% and
95% design levels.
» 35% Plans, Outline Specifications and Estimate
» 95% PS&E
Task 5 Final Design
Mark Thomas will complete final design for the project
defined in 95% Plans and prepare PS&E submittals at the 100% (pre-final) level of completion for City review. The 100% (pre-final) submittal will be provided as a final plan check opportunity by the City to ensure prior comments
have been addressed prior to bidding. Comments on
the 100% PS&E will be addressed on the 100% (Bid Set)
submittal and RE File for use by the City in obtaining
Council authorization, advertising and constructing the project.
» PS&E (100% (Pre-final)) (2-11”x17” plan sets)
» Final (Bid Set) Plans (1 - 24”x36” Hardcopy and
AutoCAD format)
» Final (Bid Set) Specifications (Hardcopy and MS Word
format)
» Final Estimate (Hardcopy and MS Excel format)
» RE File
Task 5 Request for Authorization: Construction
Authorization
This task includes any work involved in coordinating with Caltrans, District 10 Local Assistance, for the development of the Right of Way and Utility Certification documents, Request for Authorization (RFA) documents to obtain the Caltrans Authorization (E-76) for Construction, and other forms required by Caltrans Local Assistance for approval. » RFA Documents (Exhibits 3-A; 39-D; 12-D; 13-B, 14-D)
Task 6 Design Support During Bidding
Mark Thomas will provide engineering services to support the bidding and construction phases of the project. Once the project is approved for advertisement Mark Thomas
and subconsultants will provide services to facilitate the successful advertisement, award, and construction of the project.
» Addenda to bid document as needed
» Reviews of submittals, shop drawings and change
requests as needed
» Prepare responses to RFI as needed
» Preparation of CCO plans as needed
» Attendance at up to 12 construction meetings
» Record Drawings
ATTACHMENT 2

MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

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ͲϳϲĨŽƌŽŶƐƚƌƵĐƚŝŽŶƵƚŚ͘ ϲϬĚĂǇƐ DŽŶϭϮͬϭϴͬϮϯ &ƌŝϯͬϴͬϮϰϰϰ WƌĞƉĂƌĞƌĂĨƚZKtĞƌƚŝĨŝĐĂƚŝŽŶWĂĐŬĂŐĞ΀ ǆŚϭϬĚĂǇƐ DŽŶϭϮͬϭϴͬϮϯ &ƌŝϭϮͬϮϵͬϮϯ ϭϲϰϱ ĂůƚƌĂŶƐZĞǀŝĞǁĂŶĚZĞǀŝƐŝŽŶƐ ϰǁŬƐ DŽŶϭͬϭͬϮϰ &ƌŝϭͬϮϲͬϮϰ ϰϰϰϲ &ŝŶĂůZKtĞƌƚŝĨŝĐĂƚŝŽŶWĂĐŬĂŐĞ^ƵďŵŝƚƚĂů ϬǁŬƐ &ƌŝϭͬϮϲͬϮϰ &ƌŝϭͬϮϲͬϮϰ ϰϱϰϳ ĂůƚƌĂŶƐ/ƐƐƵĞƐZKtĞƌƚŝĨŝĐĂƚŝŽŶ ϮǁŬƐ DŽŶϭͬϮϵͬϮϰ &ƌŝϮͬϵͬϮϰ ϰϲϰϴ WƌĞƉĂƌĞZ&ŽĐƵŵĞŶƚƐ ϯǁŬƐ DŽŶϭͬϭͬϮϰ &ƌŝϭͬϭϵͬϮϰ ϯϮϰϵ ĂůƚƌĂŶƐZĞǀŝĞǁĂŶĚZĞǀŝƐŝŽŶƐ ϰǁŬƐ DŽŶϭͬϮϮͬϮϰ &ƌŝϮͬϭϲͬϮϰ ϰϴϱϬ &ŝŶĂůZ&WĂĐŬĂŐĞ^ƵďŵŝƚƚĂů ϬĚĂǇƐ &ƌŝϮͬϭϲͬϮϰ &ƌŝϮͬϭϲͬϮϰ ϰϵϱϭ ĂůƚƌĂŶƐ/ƐƐƵĞƐ ϳϲĨŽƌŽŶƐƚƌƵĐƚŝŽŶ ϯǁŬƐ DŽŶϮͬϭϵͬϮϰ &ƌŝϯͬϴͬϮϰ ϱϬ
ϴͬϭϲ
ϭϬͬϮϬ
ϭϮͬϮϵ
Ϯͬϭϲ
ϭͬϮϲ
Ϯͬϭϲ
ƵŐ ^ĞƉ KĐƚ EŽǀ ĞĐ :ĂŶ &Ğď DĂƌ
Yƚƌϯ͕ϮϬϮϯ Yƚƌϰ͕ϮϬϮϯ Yƚƌϭ͕ϮϬϮϰ
DĂŝŶ^ƚƌĞĞƚŝŬĞĂŶĚWĞĚĞƐƚƌŝĂŶ/ŵƉƌŽǀĞŵĞŶƚƐWƌŽũĞĐƚ
:ƵůǇϮϳ͕ϮϬϮϯ

ATTACHMENT
2 MAIN STREET BIKE & PEDESTRIAN IMPROVEMENT PROJECT
City of Manteca

MARK THOMAS

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CONTRACT COMMENTS
Mark Thomas has reviewed the sample contract agreement and respectfully requests the City consider the following changes:
» Section 15 – Indemnification and Hold Harmless
– Request to revise language as follows:
• Consultant agrees to defendઌ indemnifyઌ and hold harmlessઌ but not defendઌ the Cityઌ its officersઌ officialsઌ agentsઌ and employeesઌ and volunteersઌ from and against any and all claimsઌ demandsઌ actionsઌ lossesઌ damagesઌ injuriesઌ and liabilityઌ direct or indirect (including any and all costs and expenses in connection therewith)ઌ arising out of but only to the extent actually caused by Consultant઒s negligent performance of this Agreementઌ or Consultant઒s negligent failure to comply with any of its obligations contained in this Agreementઍ excludingઌ howeverઌ any claim arising out of the active negligence or willful misconduct of the Cityઌ its officersઌ agentsઌ employeesઌ or volunteers.

Consultant has no obligation to pay for any of the indemnitees' defense related cost prior to a final determination of liability or to pay any amount that exceeds Consultant's finally determined percentage of liability based upon the comparative fault of Consultant.
» Section 24 – Litigation Expenses and Attorney’s Fees
Strike section from agreement since it contains prevailing party language.

ATTACHMENT 2

APPENDIX
ATTACHMENT 2
1 DETAILED SCOPE OF WORK
The specific tasks to be completed and deliverables to be provided by Mark Thomas for the project are outlined below.

Task 1. PROJECT MANAGEMENT
Mark Thomas will provide ongoing project management for each task for the duration of the Contract term, which is assumed to be 8 months for the completion of the environmental clearance and design phase. Project management activities will consist of management, administration, coordination, supervision, project controls, attending meetings, and as follows:

Task 1.1. Project Management
Mark Thomas will supervise, coordinate, and monitor activities and product development for conformance with the City’s standards and policies and local ordinances. Prior to the start of any Services, Mark Thomas will interface with City staff to assure format consistency of deliverables and to facilitate free and timely flow of information for each task activity.

Mark Thomas will prepare and submit monthly progress reports that will identify work performed on each task in the preceding month, including percent completed compared to percent billed for each task must be shown. The monthly summary will show total charges made to each task, the Contract budget for each task, reallocated budget amounts, prior billing amount, current billing, total billed to date, and a total percent billed to date.

Task 1.2. Project Meetings
Mark Thomas will arrange and conduct up to 8 monthly Project Development Team (PDT) meetings with project stakeholders, as directed by the City, which will include general discussion materials and preparation of agendas and minutes. Mark Thomas will endeavor to prepare and submit all meeting agendas one (1) week prior to the relevant meeting date and distribute draft meeting minutes for City review within three (3) working days after each meeting. Final meeting minutes will be distributed to the PDT incorporating relevant comments received on draft meeting minutes.

Mark Thomas will coordinate planning and design efforts with stakeholders including schools, transit agencies, utility companies, and private property/business owners as required. This includes coordination of design reviews and integration of adjacent public agency and third-party utility company designs for incorporation into the project design as appropriate. Mark Thomas will coordinate and attend up to three (3) meetings with the City staff and project stakeholders to resolve technical issues.

Task 1.3. Project Administration/Project Coordination
Mark Thomas will prepare a detailed critical path method (CPM) schedule to reflect plan and progress of Services and to serve as a master schedule for the Project. The schedule will be updated on a monthly basis to include key milestones and tasks completed.

Task 1.4. Public Outreach
Mark Thomas will support the City with preparation of a public notification letter for distribution by the City via mail. The letter is anticipated to include a narrative description of the project purpose and need, exhibit of the project location and cross section for the design, and anticipated schedule for completion.

Support for conducting public outreach meetings with community members, including residents, businesses and other non-agency stakeholders, is not included in this scope of work but may be provided as an additional service.

ATTACHMENT 2
2 Task 1.5. Quality Control
The Mark Thomas Quality Control plan consists of established procedures for performing the work (which are reassessed with each project), including methods for design calculations, establishing appropriate levels of design development for intermediate submittals, identification of required plan checks, design checklists, and methods of project documentation.

Our QC/QA Manager will implement and maintain these quality control procedures during the preparation of plans and documents throughout design. Independent quality assurance reviews will be conducted prior to each design submittal to the City. Reviews will be conducted by a licensed engineer with experience in the areas of work involved for the project.

TASK 1 DELIVERABLE(S):
• Monthly progress reports and invoices
• Monthly CPM schedule updates
• Project Cloud-based File Repository
• Project Team Meeting Attendance w/ agendas and minutes (up to 8 meetings) • Stakeholder Meetings (up to 3)
• Draft and Final Public Notification Letter
• QC/QA Review Checklist (35% and 95% design levels)
• All deliverables to be submitted electronically in .pdf format unless specified otherwise Task 2. ENVIRONMENTAL STUDIES
This scope of work for environmental studies is based on the scope of work and Preliminary Environmental Study (PES) Form provided in the RFP. Mark Thomas believes that the Project will qualify for a CEQA Categorical Exemption under 13 CCR § 15301. Existing Facilities because the Project will be constructed within the existing right of way and will involve a negligible expansion of existing use. The City will prepare and file a CEQA Notice of Exemption.

Caltrans will be the lead agency for NEPA and will be responsible for competing items identified in the PES including:
• Air Quality Checklist
• Biological Resources Technical Memorandum
• Cultural Resources (Caltrans PQS)
Task 2.1. Hazardous Materials/Waste
As a subconsultant to Mark Thomas, Crawford will prepare an Initial Site Assessment (ISA) report to identify evidence of prior or existing hazardous materials, hazardous waste, or petroleum impacts (Recognized Environmental Conditions, or RECs) that might negatively affect the proposed project alignment. The ISA will be prepared using ASTM E 1527-21 and Caltrans guidelines. The scope of services for the ISA will include:
• Records review: Selected federal, state, local, and tribal environmental agency databases will be reviewed for information pertaining to the project site and properties within the ASTM approximate minimum search distance. This data will be obtained from a vendor specializing in retrieval of environmental information. Results of the records search will be reviewed for indications of existing and potentially hazardous waste and hazardous material conditions with and immediately adjacent to the project alignment. • Historical Records: Historical aerial photographs and topographic maps will be reviewed for indications of past uses of properties adjacent to the project site. Historical city directories and fire insurance maps (where available) will be consulted to assess previous commercial or industrial development adjacent to the project alignment.

ATTACHMENT 2
3 • Reconnaissance: A drive-by reconnaissance will be performed, supplemented by a walking traverse if observation indicates possible hazardous materials use or storage. Reconnaissance will be performed to evaluate existing development and property uses adjacent to the alignment, and observe if hazardous materials, hazardous wastes, or petroleum products are being stored adjacent to the alignment. • Interviews: If warranted by the records search or site reconnaissance, reasonable attempts will be made to interview persons identified as knowledgeable about potentially contaminated locations within or adjacent to the project site to obtain information indicating their potential impacts to the project. Interviews may be conducted in person, by telephone, or in writing. Individuals interviewed might include owners, occupants, local government officials, or others.
• Report: A report documenting our assessment will be prepared for the project. The report will include, but not necessarily be limited to, the following:
• Description of the project site and vicinity;
• Summary of the local geologic and hydrogeologic conditions; • Summary of the historical record review;
• Findings from the records review;
• Site reconnaissance observations;
• Interview results;
• Findings and Conclusions: a summary of potential impacts of recognized environmental conditions with potential to impact the project site; and
• Recommendations: As warranted by the findings.

Assumptions:
• Project plans showing planned improvements, stationing, project limits, and extents of the implied easements will be provided.
• Our report will not include a chain-of-title review or search for environmental liens and activity and use limitations (AULs) for the project site or adjacent properties. • This scope does not include collection and analysis of environmental samples. If warranted by the findings of the ISA, Crawford can provide a scope and costs for a Preliminary Site Investigation that includes sampling and testing at a later project phase.

Task 2.2. NEPA Approval
Based on a review of the Project, Mark Thomas believes the Project will qualify for a NEPA Categorical Exclusion under 23 CFR 771.117(c)(3) Construction of bicycle and pedestrian lanes, paths, and facilities. Caltrans will prepare the Categorical Exclusion Determination Form for the Project. Mark Thomas will coordinate with Caltrans to confirm the CE Determination Form is completed.

Task 2.3. Land Use and Community Impacts
Mark Thomas will prepare a Land Use and Community Impacts Technical Memorandum to document the project’s long term and construction impacts to emergency services, bus routes, and access to residences/ businesses and the Golden West Elementary School. Specific impacts are anticipated to include loss of street parking, coordination with emergency responders for access during construction, maintaining access to bus stops, and driveway access during construction. A summary of public outreach activities and materials will be provided.

The project is located entirely within the public right of way on a developed street. Therefore, no long term impacts are anticipated for changes in land use, property access, utilities, easements or right of way. Project construction will be completed using temporary, short-term, lane closures and no detour will be needed.

ATTACHMENT 2
4 TASK 2 DELIVERABLE(S):
• Draft and Final Phase 1 Initial Site Assessment Technical Memorandum • Draft and Final Land Use and Community Impacts Technical Memorandum • All deliverables to be submitted electronically in .pdf format unless specified otherwise Task 3. SITE INVESTIGATIONS AND SURVEYS
Task 3.1. Project Initiation and Data Gathering
Mark Thomas will coordinate a project kick-off meeting with the City and members of the design team to discuss the project background, scope, concepts, schedule, project management, potential stakeholders and issues, outreach opportunities and expectations. Mark Thomas will provide a project information gathering checklist to collect data elements needed for the design, including GIS mapping information, City-owned facility maps, utility contacts, as-built and planned improvement drawings, and available collision, speed studies, and traffic count information.

The data gathering process will include a review of the existing site characteristics. Mark Thomas will conduct site visits and take photographic inventory of existing conditions to reference during the design process and make observations related to sight distance at pedestrian crossings, ADA-compliance and potential tripping hazards on the sidewalks and identify potential conflicts with existing utilities and privately-owned improvements within the public right-of-way. For estimating purposes, one (1) day of site visits by two (2) staff persons are assumed to complete the field reviews. A photo log for each project location will be prepared and submitted to the City electronically.

Task 3.2. Topographic Surveys and Base Map Preparation
Mark Thomas proposes the following work plan to set project control, collect topographic survey, provide electronic base files for the design, and delineate public right-of-way limits as described below.

The general requirements for the work under this scope are listed below:
• These tasks will be completed under the direct supervision of a California Licensed Land Surveyor. • Base mapping will be delivered in AutoCAD Civil 3D 2018 or earlier version as required by the City. • Submittal of electronic information may be transmitted by email or posted to the Mark Thomas FTP site (or other FTP site, as directed) under password protection with instruction for retrieval and password transmitted by email.

Available AutoCAD base mapping for the design, based on aerial photograph and GIS information, will be furnished by the City. Mark Thomas will utilize City-furnished base mapping to prepare preliminary plans and details. Supplemental topographic survey and base mapping will be prepared by Mark Thomas for use with the design plans and details.

Right of way information will be shown on the base mapping based on available GIS right of way information.

Topographic Survey – Mark Thomas will conduct topographic surveys between back of sidewalks on Main Street and to 25’ feet from curb return on side streets to locate pertinent accessible above ground features to augment the City-furnished base mapping using conventional ground survey techniques. The limits of detailed topo will extend along Main Street from the intersection of Northgate Drive to Alameda Street.

Ground visible features to be captured include, but are not limited to sidewalks, curb and gutter, driveways, curb ramps, fences, surface visible utilities, trees, street lighting, signing, striping, and markings within the project limits. Storm and sewer manholes will be dipped to determine invert elevations and pipe diameters within the streets around the site. Drain inlet invert elevations and pipe sizes will be based on information ATTACHMENT 2
5 furnished by the City. Field crews will rely upon markings on utility feature lids. No utilities will be dipped other than sewer and storm.

Survey Assumptions and Exclusions
• Monument Preservation is not included
• A Record of Survey is not included.
• Preparation of Plats and Legal Descriptions for property acquisition or easements are not included.

Task 3.3. Utility Coordination
For this project, we assume utility relocations will be limited to adjustment of existing sewer, storm drain, and water facilities, where needed, to accommodate new raised medians and curb ramps. To the extent possible, relocation of dry utilities, including gas, communications, underground electric and vaults/boxes will be avoided to mitigate the potential schedule risk for completion of design and scheduling of relocations by others.

Mark Thomas will send air photo base maps with any known utility base information shown (“A” Plans) to utility providers with a brief explanation of the project. System mapping/facility confirmation will be requested so revised project utility mapping can be generated for the project site. Mark Thomas will prepare utility conflict maps (“B” Plans) and coordinate relocation designs with the affect owners, and will prepare “C – Notice to Owner” letters notifying the utilities of the pending construction.

Should any relocations of private utility facilities be required, it is assumed that these designs will be provided by the private utility company.

Recent changes to the Caltrans Project Development Procedures Manual (Ch. 17, Section 2 – Utility Policies) require positive location information for underground high priority utilities if the project involves excavations greater than 6” deep beyond the existing roadbed limits or digging beyond the limits of the existing pavement structural section within the roadbed. These procedures must be applied to all Local Assistance projects. The maximum depth of excavation is not expected to go beyond the existing roadway pavement structural section limits so additional measures to positively locate and verify the depth of existing underground utilities are not proposed for this project. If the assumption for the design is changed during the design process, potholing may be required and may be provided as a potential optional task.

Task 3.4. Pavement Rehabilitation Recommendations Memo (Optional Task) As an optional task, Crawford can provide pavement engineering services that will include R-values and pavement rehabilitation recommendations for Main Street from Northgate Drive to Alameda Street. Based on our site visit the pavement along Main Street can be broken into two sections:

1. Alameda Street to Argonaut Street – Poor Condition

2. Argonaut Street to Northgate Drive – Moderate Condition Below we present our scope of services for this task.
• Coordination and Preliminary Review - Crawford will meet with the design team to discuss preliminary design plans, project design needs, issues and schedules. We will obtain a City of Manteca encroachment permit. • Pavement Coring and Sampling - To measure the existing structural pavement sections (AC and AB), Crawford will perform 6 to 8 pavement cores along Main Street. An Engineer/Geologist will direct the coring and sampling.

ATTACHMENT 2
6 • Preliminary Pavement Section Analysis - Following the results of our pavement coring and R-value testing, Crawford will discuss the current calculated traffic indexes and potential rehabilitation options along Main Street with the City and design team prior to completing laboratory testing. Estimated values will be used to establish the mix design specifications for construction which will need to be confirmed during construction. • Pavement Design Memo - Crawford will prepare a Pavement Design Report including the following:
• Project description;
• Existing pavement conditions including dig out and replacement locations; • New structural pavement sections including traditional asphalt and aggregate base and deep lift asphalt;
• Rehabilitation recommendations (depending on existing section and design constraints) including traditional mill/overlay or in-place recycling including one of a combination of full depth recycling, cement/lime treatment, and cold in-place recycling;
• Recommendations for grading and construction, including ground preparation, materials excavation, stability, and placement;
• Risk Management and Limitations;
• Vicinity Map;
• Site Plan with pavement core locations, and pavement conditions notes.

ASSUMPTIONS
• The City will waive the encroachment permit fee.
• Traffic control will consist of lane shifts with and without flagmen. • Pavement cores will be backfilled with concrete.

TASK 3 DELIVERABLE(S):
• Photo Log of Site Conditions
• Topographic Base Mapping (20 Scale) – AutoCAD Format
• Utility “A, B & C Letters”
• Optional Item: Draft and Final Pavement Design Memo
• All deliverables to be submitted electronically in .pdf format unless specified otherwise Task 4. PREPARE DRAFT PLANS, SPECIFICATIONS AND ESTIMATES (PS&E) The anticipated design services included in this scope of work are based on a budget of $1.6 Million of local and Federal funds, as identified in the HSIP grant application, which are allocated for pavement resurfacing, restriping travel lanes, curb ramps, installing raised concrete medians and pedestrian median fences, and traffic signal modifications. Our scope of work encompasses civil and electrical design to prepare approved plans, specifications, and estimate (PS&E) for use by the City in bidding constructing the improvements.

Draft PS&E submittals will be prepared at the 35% and 95% design levels. The intent of intermediate submittals is to define the project for review by the City and stakeholders, and to allow for major comments prior to investment of significant design effort in design details. The 65% design submittal identified in the RFP has been omitted from this scope of work to advance the design and project approval process with Caltrans to address the City’s goal for completion of the design.

Task 4.1. 35% Plans, Specifications and Estimate
The Mark Thomas team will prepare 35% PS&E to identify roadway and intersection geometrics, potential conflicts with existing utilities, preliminary construction quantities, and cost estimates for the Project.

Designs will be prepared in accordance with the Caltrans Highway Design Manual, Caltrans Standard Plans, Caltrans Standard Specifications, and California Manual for Uniform Traffic Control Devices, as appropriate.

ATTACHMENT 2
7 35% Plans
The Mark Thomas team will prepare, coordinate, and submit design plan sheets in English units for the roadway design to confirm the project geometrics and major project elements. The sheets to be developed as a part of this task include:

Sheet Name Number of
Sheets
Drawing Scale
Title Sheet 1 Not to scale
Typical Cross Sections 2 Not to scale
Layout Plans 4 20
Drainage and Utility Layouts 4 20
Pavement Delineation/Sign Plan 4 20
Preliminary Signal Design Plans
(Bennett)
4 20
Total Sheets 19
Outline Specifications:

Mark Thomas will prepare outline technical specifications based on the bid items identified on the 35% Plans.

Cost Estimates
Mark Thomas will prepare a cost estimate to identify items of work associated with the project and utilize the appropriate contingency at this level of design. The unit prices will be based on recent relevant bid prices and the Caltrans Cost Database as well as input from the City.

Preliminary Signal Design
The Mark Thomas Team will obtain electronic base plans and as-built signal plans from the City and verify them in the field. Based on the obtained information, BEN|EN will prepare traffic signal modification plans, specifications, and cost estimates (PS&E) for the following intersections:
• Main Street/Alameda Street
• Main Street/Louise Avenue
• Main Street/Lancaster Drive
• Main Street/Northgate Drive
The traffic signal modifications may include installation/re-installation of vehicle and bike detector loops and/or relocation of pedestrian pushbuttons due to reconstruction of curb ramps. It does not include any lighting modifications. BEN|EN will submit traffic signal PS&E to the City for review at 35% and 95% level.

Task 4.2. 95% PS&E
In order to meet the City’s schedule requirements, Mark Thomas proposes to omit the preliminary PS&E submittal at the 65% level and advance the PS&E from the 35% design directly to the 95%-level of design. The Mark Thomas team will develop plans, specifications, and estimates for 95% design and include comment responses as received from the City’s review of 35% design submittal and identifying and resolving conflicts. It is assumed that no major geometric or other major project elements will change after the 35% design. Ahead of the 95% design, Mark Thomas will attend a PDT meeting with the City and other stakeholders to resolve any issues from 35% design review. Mark Thomas will incorporate the agreed upon comments received from the City and other agencies into the 95% design. The 95% plan set will include all of the sheets shown in Task 5 below.

Mark Thomas will prepare technical specifications and bid form in the City’s standard format. It is assumed the City will provide the boilerplate contract and general provisions. The basis of the technical specifications will be the Caltrans Standard Specifications, or as required by the City.

ATTACHMENT 2
8 An itemized estimate of construction costs will be prepared using recent bid summaries for similar projects in the vicinity of Manteca. Prices will be adjusted using engineering judgement that reflects the project location and the quantity of each item.

The 95% PS&E will be submitted to the City for review and comment. An independent review of the 95% PS&E will be conducted with Task 1.5, “Quality Control,” as described above.

Task 4.3. Obtain Required Permits
The project is assumed to be constructed entirely within the existing Right of Way for Main Street in the City of Manteca. As such, no permits are anticipated other than a City of Manteca Encroachment Permit. It is assumed the City will provide a no fee encroachment permit for construction.

TASK 4DELIVERABLE(S):
• 35% Plans, Outline Specifications and Estimate
• 95% PS&E (2-11”x17” plan sets if requested by City)
• All deliverables will be submitted in .pdf format unless specified otherwise Task 5. PREPARE FINAL PS&E PACKAGE
The Mark Thomas team will complete final design for the project defined in draft PS&E submittal at the 95% level of completion. The 100% (pre-final) submittal will be provided as a final plan check opportunity by the City to ensure prior comments have been addressed prior to bidding. Addressing new design comments provided by the City after the 95% design package has been submitted would be provided as an additional service with additional fee to be negotiated prior to the start of design revisions.

The approach listed below will best address the scope of improvements listed in our understanding of the project and will be built upon during the preparation of intermediate design submittals by adding plan information and detail sheets until a complete, buildable and biddable package is reached.

Below is an estimated count of plan sheets:

Sheet Name Number of
Sheets
Drawing Scale
Title Sheet 1 Not to scale
Standard Abbreviations/General
Notes
1 Not to scale
Typical Cross Sections 2 Not to scale
Project Control 1 200
Layout Plans 4 20
Construction Details (Curb Ramp
Grading)
6 Varies
Drainage and Utility Plans and
Profiles (Includes Water Pollution
Control)
4 20
Drainage and Utility Details and
Lateral Profiles
2 Varies
Construction Area Signs 1 200
Pavement Delineation/Sign Plan and
Details
4 20
Traffic Signal Modification Plans and
Schedules (Bennett)
8 20
Total Sheets 34
ATTACHMENT 2
9 Task 5.1. 100% (Pre-final and Bid Set) PS&E
Upon receipt of a single set of non-conflicting comments from the City and reviewing agencies, the Mark Thomas team will prepare a Comment Response Matrix listing the comment, source, and proposed resolution. If necessary, Mark Thomas will arrange a PDT meeting with City staff and stakeholders to review the comments received, discuss any questions and confirm the resolutions.

Once the comment resolutions are agreed upon, Mark Thomas will update the PS&E to the 100% (pre-final) design level. The 100% (pre-final) PS&E will be of sufficient detail for the City to use in bidding and constructing the project improvements. The 100% (pre-final) plans and specifications will be signed and sealed by a professional civil engineer in responsible charge of the work. Any comment by the City will be incorporated to the 100% (Bid Set) PS&E.

Bid Set PS&E will be submitted to the City in hardcopy and electronic format. Signed plans will be provided in PDF format. AutoCAD files for the drawings will be provided if requested. Specifications will be provided electronically in MS Word format.

Task 5.2. Request for Authorization: Construction Authorization Project funds for construction include federal grant funds through the HSIP program, which is administered by Caltrans Local Assistance. Mark Thomas will assist the City to ensure the project is developed in accordance with the guidelines presented in the current Caltrans Local Assistance Procedures Manual (LAPM) and Caltrans Local Assistance Procedures Guidelines (LAPG). This task includes any work involved in coordinating with Caltrans, District 10 Local Assistance, for the development of the Right of Way and Utility Certification documents, Request for Authorization (RFA) documents to obtain the Caltrans Authorization (E-76) for Construction, and other forms required by Caltrans Local Assistance for approval.

Task 5.3. RE File
Mark Thomas will provide a resident engineer’s file for the construction contract. The following items, as a minimum, will be included in the Resident Engineer ’s File are quantity calculations (related to individual design plan sheets) and estimates.

TASK 5 DELIVERABLE(S):
• PS&E (100% (Pre-final)) (2-11”x17” plan sets)
• Final (Bid Set) Plans (1 - 24”x36” Hardcopy and AutoCAD format) • Final (Bid Set) Specifications (Hardcopy and MS Word format) • Final Estimate (Hardcopy and MS Excel format)
• RFA Documents (Exhibits 3-A; 39-D; 12-D; 13-B, 14-D)
• RE File
• All deliverables to be submitted electronically in .pdf format unless otherwise noted Task 6. CONSTRUCTION SUPPORT
Construction bidding procedures are the responsibility of the City. Mark Thomas will provide engineering services to support the bidding and construction phases of the project as described herein. Once the project is approved for advertisement Mark Thomas and subconsultants will provide services to facilitate the successful advertisement, award, and construction of the project. Since this work is difficult to estimate at this stage, Mark Thomas has provided an estimated fee in the fee schedule. After the budget is exhausted, the assistance will be on a time and materials basis. This work includes:

ATTACHMENT 2
10 Task 6.1. Bid and Construction Support
Mark Thomas and subconsultants will provide clarification of the design, provide information in response to bidders’ questions regarding the Bid Documents, and attend the pre-bid meeting as requested by the City.

This task assumes that the City will hire a Construction Management firm with qualifications that include past experience with roadway construction and signalized intersections. The construction management firm will be responsible for managing the project through construction including overseeing the Contractor and day-today construction activities. This task also assumes that the City will hire a Resident Engineer that is a licensed Civil Engineer in the State of California.

During the construction phase, Mark Thomas and Bennett will work with the Resident Engineer (RE) that is hired by the City to assist and advise the RE in order to minimize construction conflicts and to expedite project completion. Mark Thomas and Bennett will prepare Contract Change Order (CCO) plans, respond to Request for Information (RFIs) and review submittals and requests for changes, if necessary.

Task 6.2. Construction Meetings
Mark Thomas will attend construction meetings including the mandatory pre-bid meeting, pre-construction meeting and up to ten (10) regular weekly construction meetings as required by the City.

Task 6.3. Record Plans
Mark Thomas will provide Record Drawings to the City after construction is complete. These drawings will be based on red-lined as-builts provided by the City construction manager or City contractor.

TASK 6 DELIVERABLE(S):
• Addenda to bid document as needed
• Reviews of Contractor submittals, shop drawings and change requests as needed • Prepare responses to Contractor RFI as needed
• Preparation of CCO plans as needed
• Attendance at up to 12 construction meetings
• Prepare Record Drawings
• All deliverables to be submitted electronically in .pdf format unless otherwise noted Project Assumptions
This scope of services is based on the following assumptions:
• The project is expected to be Categorically Exempt under CEQA. The City will prepare and file all environmental clearance documents for the project.
• The project will be advertised, awarded, and administered by the City and the City will coordinate reproductions of the bid package.
• Construction staging and traffic handling plans are not included. • Landscape design is not included.
• Traffic analysis is not included.
• No utility as-builts or locating service will be obtained by Mark Thomas. • Mark Thomas will identify survey monuments on the plans if any are encountered during the topographic survey. Mark Thomas will not be responsible for preserving and perpetuating survey monuments.
• City will lead the effort to identify pavement section dig out and reconstruction areas to be shown on the plans.
• Geotechnical services during construction will be provided by the City.

ATTACHMENT 2
11 • The City will lead the effort and will provide rights of entry to private property. The City will obtain and provide encroachment permits, at no fee, for work within public right of way. • Detailed right of way delineation will not be done within the project limits, approximate right of way and property lines will be developed using Assessors Parcel Maps and GIS Mapping. • A Record of Survey is not included in this scope of work. • Optional design services by Bennett, not included in this scope of service, but that may be completed for an additional fee to be negotiated prior to beginning work include the following:
o Traffic signal modifications or new traffic signal designs for locations where additional signal equipment upgrades or changes are deemed necessary or required due to changes in roadway geometry or lane configurations.
o Corridor Lighting Improvements
o Signal Interconnect & Communication Plans
o Temporary Signal Plans for Construction Staging

MILESTONE SCHEDULE
Below is a summary of anticipated project schedule and milestones. A detailed CPM schedule has been provided.

Milestone Estimated Completion
Execute Contract August 2023
Environmental Services Aug 2023 to Nov 2023
Site Investigations and Surveys Aug 2023 to Sept 2023
35% PS&E Sept 2023 to Oct 2023
95% PS&E Nov 2023 to Dec 2023
100% (Pre-final) PS&E Jan 2024 to Feb 2024
100% (Bid Set) PS&E Feb 2024 to May 2024
Advertise and Award April 2024
Construction Begins May/June 2024
ATTACHMENT 2
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ATTACHMENT 2
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COMPLETE THIS FORM TO DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 1352

1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type:
a. contract a. bid/offer/application a. initial
b. grant b. initial award b. material change
c. cooperative agreement c. post-award
d. loan For Material Change Only:
e. loan guarantee year ____ quarter _________
f. loan insurance date of last report __________

4. Name and Address of Reporting Entity 5. If Reporting Entity in No. 4 is Subawardee, Enter Name and Address of Prime:

Prime Subawardee
Tier _______ , if known
Congressional District, if known Congressional District, if known

6. Federal Department/Agency: 7. Federal Program Name/Description:

CFDA Number, if applicable ____________________

8. Federal Action Number, if known: 9. Award Amount, if known:

10. Name and Address of Lobby Entity 11. Individuals Performing Services (If individual, last name, first name, MI) (including address if different from No. 10) (last name, first name, MI)
(attach Continuation Sheet(s) if necessary)

12. Amount of Payment (check all that apply)14. Type of Payment (check all that apply) $ _____________ actual planned a. retainer
b. one-time fee

13. Form of Payment (check all that apply): c. commission a. cash d. contingent fee
b. in-kind; specify: nature _______________ e deferred
Value _____________ f. other, specify _________________________

15. Brief Description of Services Performed or to be performed and Date(s) of Service, including officer(s), employee(s), or member(s) contacted, for Payment Indicated in Item 12:
(attach Continuation Sheet(s) if necessary)

16. Continuation Sheet(s) attached: Yes No

17. Information requested through this form is authorized by Title 31 U.S.C. Section 1352. This disclosure of lobbying reliance was placed by the tier above when his transaction was made or entered into. This disclosure is required pursuant to 31 U.S.C. 1352. This information will be reported to Congress
semiannually and will be available for public inspection. Any person who fails to file the required disclosure shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

Signature: ________________________________________
Print Name: _______________________________________
Title: ____________________________________________
Telephone No.: ____________________ Date:___________
Authorized for Local Reproduction
Federal Use Only: Standard Form - LLL
Standard Form LLL Rev. 04-28-06
Distribution: Orig- Local Agency Project Files

Page 1 ends

/33 0D\
No Lobbying Activities
to Report
Leo Rubio, PE
President/CEO
916.783.4100 7/17/2023
________________________
ATTACHMENT 2
Local Assistance Procedures Manual EXHBIT 10-Q
Disclosure of Lobbying Activities
EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES
COMPLETE THIS FORM TO DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 1352

4. Name and Address of Reporting Entity 5. If Reporting Entity in No. 4 is Subawardee, Enter Name and Address of Prime:

Prime Subawardee
Tier _______ , if known
Congressional District, if known Congressional District, if known

6. Federal Department/Agency: 7. Federal Program Name/Description:

CFDA Number, if applicable ____________________

8. Federal Action Number, if known: 9. Award Amount, if known:

12. Amount of Payment (check all that apply) 14. Type of Payment (check all that apply) $ _____________ actual planned a. retainer
b. one-time fee

16. Continuation Sheet(s) attached: Yes No

Page 1 ends

LPP 13-01 May 8, 2013
1$
Benjamin D. Crawford
President
(916) 455-4225 07/20/23
ATTACHMENT 2
San José • Carmel • Cupertino
Fresno • Inland Empire • Irvine
Lakewood • Oakland • Roseville
Sacramento • Walnut Creek
markthomas.com

SACRAMENTO
701 University Avenue, Suite 200
Sacramento, CA 95825
(916) 381-9100
ATTACHMENT 2
Principal
Sr. Project ManagerProject ManagerProject EngineerDesign Engineer IIDesign Engineer ISurvey Manager IProject Surveyor IISurvey Technician III2-Person Crew (OE3)*Sr. Project AccountantSr. Project CoordinatorSr. Graphic ManagerSr. Graphic DesignerBennett EngineerCrawford & Associates $481 $204 $214 $152 $142 $115 $217 $192 $136 $328 $146 $145 $173 $148

1.0 PROJECT MANAGEMENT

1.1 Project Management 6 12 18 $5,454 - - $5,454

1.2 Project Meetings 4 12 18 34 $7,227 - - $7,227

1.3 Project Administration/Project Coordination 4 16 32 52 $7,832 - - $7,832

1.4 Public Outreach 2 2 4 8 8 24 $4,012 - - $4,012

1.5 Quality Control 24 6 30 $5,811 - - $5,811
Subtotal Phase 1 10 26 30 28 0 0 0 0 0 0 16 32 8 8 158 $30,335 $0 $0 $30,335

2.0 ENVIRONMENTAL STUDIES

2.1 Hazardous Materials/Waste 2 2 4 $732 - 11,517 $12,249

2.2 NEPA Approval 0 $0 - - $0

2.3 Land Use & Community Impacts 4 4 20 16 44 $6,551 - - $6,551 Subtotal Phase 2 0 4 6 22 0 16 0 0 0 0 0 0 0 0 48 $7,283 $0 $11,517 $18,800

3.0 SITE INVESTIGATIONS & SURVEYS

3.1 Project Initiation & Data Gathering 4 8 8 20 $2,992 - - $2,992

3.2 Tophographic Surveys & Base Map Preparation 2 2 2 16 16 80 56 174 $36,754 - - $36,754

3.3 Utility Coordination 4 16 8 40 68 $9,023 - - $9,023 Subtotal Phase 3 0 0 10 26 8 50 16 16 80 56 0 0 0 0 262 $48,769 $0 $0 $48,769

4.0 PREPARE DRAFT PLANS, SPECIFICATIONS &

ESTIMATES (PS&E)

4.1 35% Plans, Specifications & Estimate 12 24 48 120 204 $26,831 12,961 - $39,792

4.2 95% PS&E 24 80 160 280 544 $72,212 18,692 - $90,904

4.3 Obtain Required Permits 2 2 4 $732 - - $732
Subtotal Phase 4 0 0 38 106 208 400 0 0 0 0 0 0 0 0 752 $99,775 $31,653 $0 $131,428

5.0 PREPARE FINAL PS&E PACKAGE

5.1 100% (Pre-Final & Bid Set) PS&E 8 24 40 80 152 $20,239 6,057 - $26,296

5.2 Request for Authorization: Construction
Authorization 8 8 32 48 $7,472 - - $7,472

5.3 RE File 8 8 16 32 $4,768 - - $4,768
Subtotal Phase 5 0 0 24 40 72 96 0 0 0 0 0 0 0 0 232 $32,478 $6,057 $0 $38,535

6.0 CONSTRUCTION SUPPORT

6.1 Bid & Construction Support 8 40 40 88 $12,390 2,593 - $14,983

6.2 Construction Meetings 10 4 14 $2,748 1,521 - $4,269

6.3 Record Plans 2 4 40 46 $5,636 552 - $6,188
Subtotal Phase 6 0 0 20 48 0 80 0 0 0 0 0 0 0 0 148 $20,774 $4,667 $0 $25,440 TOTAL HOURS 10 30 128 270 288 642 16 16 80 56 16 32 8 8 1600 Anticipated Salary Increases $0 $1,271 $0 $1,271
OTHER DIRECT COSTS $8,122 $347 $772 $9,240
TOTAL COST $4,809 $6,124 $27,392 $41,027 $40,896 $73,830 $3,472 $3,072 $10,880 $18,368 $2,336 $4,640 $1,384 $1,184 $247,536 $43,994 $12,288 $303,818

OPTIONAL TASKS

3.4 Pavement Rehabilitation Recommendations
Memo 4 4 2 2 12 $2,046 - 28,746 $30,792
Subtotal Optional Tasks 0 0 4 4 0 0 0 0 0 0 2 2 0 0 12 $2,046 $0 $28,746 $30,792 TOTAL HOURS - OPTIONAL 0 0 4 4 0 0 0 0 0 0 2 2 0 0 12
OTHER DIRECT COSTS - OPTIONAL $0 $0 $0 $0
TOTAL COST - OPTIONAL $0 $0 $856 $608 $0 $0 $0 $0 $0 $0 $292 $290 $0 $0 $2,046 $0 $28,746 $30,792 COST PROPOSAL FOR PROJECT SCOPE: Manteca-Main Street Bike & Pedestrian Improvements

TOTAL COST
Subconsultants
Total
Hours
Total MT
Cost
8/8/2023
ATTACHMENT 2
Cost Proposal 1
Cost Plus Fixed Fee or Lump Sum
Prime Consultant Subconsultant 2nd Tier Subconsultant
Consultant: Mark Thomas & Company, Inc.

Project No. Contract No Date 8/8/2023
Range Hours Actual Hourly
Rate Total
Principal $138 - $165 10 $ 174.42 $ 1,744.20
Sr. Engineering Manager $112 - $148 $ 137.82 $ -
Engineering Manager $105 - $126 $ 115.69 $ -
Design Manager $101 - $126 $ 115.69 $ -
Sr. Project Manager $75 - $107 30 $ 74.03 $ 2,220.90
Sr. Project Manager $75 - $107 $ 96.11 $ -
Sr. Technical Lead $75 - $107 $ 96.11 $ -
Project Manager $62 - $88 128 $ 77.61 $ 9,934.08
Technical Lead $62 - $88 $ 77.61 $ -
Sr. Project Engineer $56 - $78 $ 67.46 $ -
Sr. Technical Engineer $56 - $78 $ 67.46 $ -
Project Engineer $50 - $70 270 $ 55.11 $ 14,879.70
Project Engineer $50 - $70 $ 59.48 $ -
Civil Engineering Designer $40 - $67 $ 56.94 $ -
Design Engineer II $38 - $62 288 $ 51.50 $ 14,832.00
Design Engineer I $30 - $52 642 $ 41.71 $ 26,777.82
Sr. Planner $38 - $62 $ 51.50 $ -
Planner II $31 - $53 $ 42.80 $ -
Planner I $28 - $45 $ 34.09 $ -
Sr. Technician $40 - $63 $ 52.59 $ -
Technician $23 - $46 $ 35.18 $ -
Intern $17 - $34 $ 23.94 $ -
Survey Division Manager $85 - $126 $ 115.33 $ -
Survey Manager II $74 - $96 $ 87.77 $ -
Survey Manager I $69 - $89 16 $ 78.70 $ 1,259.20
Project Surveyor III $65 - $91 $ 80.51 $ -
Project Surveyor II $60 - $80 16 $ 69.63 $ 1,114.08
Project Surveyor I $52 - $75 $ 64.19 $ -
Asst Surveyor III $45 - $65 $ 54.76 $ -
Asst Surveyor II $41 - $60 $ 49.32 $ -
Asst Surveyor I $35 - $54 $ 43.88 $ -
Survey Specialist III $58 - $87 $ 76.53 $ -
Survey Specialist II $45 - $69 $ 58.75 $ -
Survey Specialist I $35 - $56 $ 45.70 $ -
Lead Survey Technician $46 - $67 $ 56.94 $ -
Survey Technician III $37 - $60 80 $ 49.32 $ 3,945.60
Survey Technician II $34 - $56 $ 45.70 $ -
Survey Technician I $19 - $51 $ 40.26 $ -
Chief of Party (OE3)* $55 - $73 $ 62.02 $ -
Instrumentperson (OE3)* $51 - $67 $ 56.58 $ -
Note: Mark-ups are Not Allowed

DIRECT LABOR
Classification/Title Name
Dan Blomquist
Matt Brogan
Arsalan Gharachorloo
ATTACHMENT 2
Chainperson (OE3)* $48 - $65 $ 54.76 $
-
Apprentice (OE3)* $28 - $50 $ 39.53 $ -
2-Person Crew (OE3)* $103 - $129 56 $ 118.96 $ 6,661.76 3-Person Crew (OE3)* $133 - $169 $ 158.85 $ -
Utility Locator (PW North)* $44 - $60 $ 49.32 $ -
2-Person Utility Locate (PW North)* $90 - $108 $ 97.20 $ - Chief of Party (OE12)* $64 - $84 $ 73.26 $ -
Instrumentperson (OE12)* $58 - $77 $ 66.01 $ -
Chainperson (OE12)* $58 - $75 $ 64.19 $ -
Apprentice (OE12)* $24 - $50 $ 39.53 $ -
2-Person Crew (OE12)* $122 - $148 $ 137.46 $ -
3-Person Crew (OE12)* $146 - $186 $ 175.54 $ -
Utility Locator (PW South)* $62 - $78 $ 67.82 $ -
2-Person Utility Locate (PW South)* $125 - $148 $ 137.46 $ - LAUD Division Manager $85 - $104 $ 93.93 $ -
Sr. LAUD Project Manager $77 - $99 $ 88.13 $ -
LAUD Project Manager $65 - $87 $ 76.53 $ -
Sr. Landscape Architect $41 - $70 $ 59.12 $ -
Landscape Architect $38 - $64 $ 53.68 $ -
Landscape Designer II $33 - $53 $ 42.43 $ -
Landscape Designer I $27 - $45 $ 34.09 $ -
Landscape Intern $17 - $34 $ 23.94 $ -
District Manager-Engineer $110 - $133 $ 122.22 $ -
Deputy District Manager $97 - $120 $ 109.89 $ -
Operations Manager $78 - $106 $ 95.38 $ -
Sr. Sanitary Project Engineer $68 - $95 $ 84.87 $
-
Sanitary Project Engineer $57 - $85 $ 74.71 $ -
Associate Sanitary Engineer $54 - $75 $ 64.19 $ -
Assistant Sanitary Engineer $48 - $67 $ 56.22 $ -
Sr. Inspector* $42 - $60 $ 49.32 $ -
Inspector* $34 - $52 $ 41.35 $ -
Inspector - Apprentice* $21 - $40 $ 29.38 $ -
Area Manager - CM $105 - $145 $ 134.19 $ -
Division Manager - CM $105 - $134 $ 123.31 $
-
Sr. Resident Engineer $90 - $118 $ 107.35 $ -
Sr. Project Manager - CM $80 - $112 $ 101.91 $ -
Project Manager - CM $72 - $103 $ 92.85 $ -
Resident Engineer $72 - $103 $ 92.12 $ -
Project Controls/Scheduler $53 - $88 $ 77.25 $ -
Inspector - CM* $43 - $88 $ 77.61 $ -
Asst. Resident Engineer* $55 - $89 $ 78.70 $ -
Office Engineer $38 - $66 $ 55.85 $ -
Office Technician $22 - $40 $ 29.38 $ -
Expert Witness $170 - $185 $ 179.16 $ -
Strategic Consulting $170 - $185 $ 179.16 $ -
Funding Manager $88 - $114 $ 103.36 $ -
Sr. Funding Specialist $52 - $78 $ 67.10 $ -
Funding Specialist $38 - $67 $ 56.94 $ -
Project Accountant Manager $55 - $78 $ 67.10 $ -
ATTACHMENT 2
Sr. Project Accountant $41 - $63 16 $ 52.92 $ 846.72
Project Accountant $36 - $57 $ 46.79 $ -
Sr. Project Coordinator $43 - $63 32 $ 52.59 $ 1,682.88 Project Coordinator $33 - $52 $ 41.71 $ -
Sr. Project Assistant $34 - $52 $ 41.35 $ -
Project Assistant $24 - $42 $ 31.92 $ -
Sr. Technical Writer $35 - $59 $ 48.96 $ -
Technical Writer $21 - $42 $ 31.92 $ -
Sr. Graphic Manager $50 - $73 8 $ 62.74 $ 501.92
Sr. Graphic Designer $40 - $64 8 $ 53.68 $ 429.44
Graphic Designer $35 - $56 $ 45.70 $ -

LABOR COSTS
$ 86,830.30
$ -
c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $ 86,830.30

INDIRECT COSTS

95.61% ) e) Total Fringe Benefits [(c) x (d)] $ 83,018.45

55.05% ) g) Overhead [(c) x (f)] $ 47,800.08
) i) Gen & Admin [(c) x (h)] $ -
j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] $ 130,818.53
FIXED FEE k) TOTAL FIXED FEE [(c) + (j)] x fixed fee: 10% $ 21,764.88 l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Quantity Unit Unit Cost Total
950 miles $ 0.655 $ 622.25
1 lump sum $ 7,500.00 $ 7,500.00
$ -
l) TOTAL OTHER DIRECT COSTS $ 8,122.25
m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) Bennett Engineering $ 43,993.90
Crawford & Associates $ 12,288.16
m) TOTAL SUBCONSULTANTS' COSTS $ 56,282.06
n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] $ 64,404.31 TOTAL COST [(c) + (j) + (k) + (n)] $ 303,818.02
NOTES:

1. 2.

3. d) Fringe Benefits (Rate:
f) Overhead & G&A (Rate:
h) General & Admin (Rate:

Description of Item
Mileage
Mobile Scanner
a) Subtotal Direct Labor Costs
b) Anticipated Salary Increases (see page 2 for calculation) Subconsultant 1:

Subconsultant 2:

Subconsultant 3:

Subconsultant 4:

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

The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans.

Anticipated salary increases calculation (page 2) must accompany.

ATTACHMENT 2
Consultant
Project No. Contract No Date 8/8/2023

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
$ 86,830.30 = $ 54.27 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $ 54.27 + = $ 56.98 Year 2 Avg Hourly Rate
Year 2 $ 56.98 + = $ 59.83 Year 3 Avg Hourly Rate
Year 3 $ 59.83 + = $ 62.82 Year 4 Avg Hourly Rate
Year 4 $ 62.82 + = $ 65.96 Year 5 Avg Hourly Rate
Total Hours
per Year
Year 1 40.00% * = 640.0 Estimated Hours Year 1
Year 2 30.00% * = 480.0 Estimated Hours Year 2
Year 3 30.00% * = 480.0 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% = 1600.0
Year 1 $ 54.27 * = $ 34,732.12 Estimated Hours Year 1
Year 2 $ 56.98 * = $ 27,351.54 Estimated Hours Year 2
Year 3 $ 59.83 * = $ 28,719.12 Estimated Hours Year 3
Year 4 $ 62.82 * = $ - Estimated Hours Year 4
Year 5 $ 54.12 * = $ - Estimated Hours Year 5
= $ 90,802.79
= $ 86,830.30
= $ 3,972.49 Transfer to Page 1
NOTES:

1. 2.

3. 4.

Total Hours
per Cost Proposal per Cost Proposal
1600

CALCULATIONS FOR ANTICIPATED SALARY INCREASES
Mark Thomas & Company
Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
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.

Calculations for anticipated salary escalation must be provided. 480
480
0 0
Total Direct Labor Cost with Escalation
1600.0
Total

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)
640
Completed Each Year per Cost Proposal
1600.0
1600.0
1600.0
1600.0
5%
5%

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

2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Proposed Escalation
5%
5%
Direct Labor Subtotal
ATTACHMENT 2
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

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

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

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 noncompliant with the federal and state requirements are not eligible for reimbursement. Local governments are responsible for applying only cognizant agency or Caltrans accepted Indirect Cost Rate(s).

Name: R. Matt Brogan Title *: Vice President
Signature: Date of Certification: 08/08/2023
Email: [email protected] Phone number: (916) 381-9100 Address: 701 University Avenue, Suite 200, Sacramento, CA 95825 List services the consultant is providing under the proposed contract:

Certification of Direct Costs:

Prime Consultant or Subconsultant Certifying:
* 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.

ATTACHMENT 2
Cost Proposal 1
Cost Plus Fixed Fee or Lump Sum
Prime Consultant Subconsultant 2nd Tier Subconsultant
Consultant: Bennett Engineering Services
Project No. Contract No. Date Rev 8/7/2023
Range Hours Actual
Hourly Rate Total
Engineer 10 10 $ 110.02 $ 1,100.20
Engineer 10 45 $ 102.44 $ 4,609.80
Engineer 5 53 $ 55.86 $ 2,960.58
Engineer 3 48 $ 40.00 $ 1,920.00
Engineer 2 48 $ 36.00 $ 1,728.00
Engineer 1 $30.00 - $35.00 60 $ 32.50 $ 1,950.00

LABOR COSTS
$ 14,268.58
$ 428.06
c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $ 14,696.64

INDIRECT COSTS

76.08% ) e) Total Fringe Benefits [(c) x (d)] $ 11,181.20

93.91% ) g) Overhead [(c) x (f)] $ 13,801.61
) i) Gen & Admin [(c) x (h)] $ -
j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] $ 24,982.81
FIXED FEE k) TOTAL FIXED FEE [(c) + (j)] x fixed fee: 10% $ 3,967.95 l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Quantity Unit Unit Cost Total
300 mile $ 0.655 $ 196.50
1 each $ 100.00 $ 100.00
1 each $ 50.00 $ 50.00
l) TOTAL OTHER DIRECT COSTS $ 346.50
m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) m) TOTAL SUBCONSULTANTS' COSTS $ -
n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] $ 346.50 TOTAL COST [(c) + (j) + (k) + (n)] $ 43,993.90
NOTES:

1. 2.

3. Anticipated salary increases calculation (page 2) must accompany. a) Subtotal Direct Labor Costs
b) Anticipated Salary Increases (see page 2 for calculation) d) Fringe Benefits (Rate:
f) Overhead & G&A (Rate:
h) General & Admin (Rate:

Subconsultant 1:

Subconsultant 2:

Subconsultant 3:

Subconsultant 4:

Description of Item
Mileage Costs (at cost)
Express Mails and Delivery (at cost)
Outside Copying (at cost)
The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans.

City of Manteca Main St Bike & Ped Imp HSIPL 5242 (035)

DIRECT LABOR
Classification/Title Name
Kirk Meyer
Jason Nguyen
Anson Huynh
Staff - TBD
Note: Mark-ups are Not Allowed
Daniel Yau
Kin Chan
ATTACHMENT 2
Consultant
Project No. Contract No. Date Rev 8/7/2023

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
$ 14,268.58 = $ 54.05 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $ 54.05 + = $ 56.75 Year 2 Avg Hourly Rate
Year 2 $ 56.75 + = $ 59.59 Year 3 Avg Hourly Rate
Year 3 $ 59.59 + = $ 62.57 Year 4 Avg Hourly Rate
Year 4 $ 62.57 + = $ 65.70 Year 5 Avg Hourly Rate
Total Hours
per Year
Year 1 40.00% * = 105.6 Estimated Hours Year 1
Year 2 60.00% * = 158.4 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% = 264.0
Year 1 $ 54.05 * = $ 5,707.43 Estimated Hours Year 1
Year 2 $ 56.75 * = $ 8,989.21 Estimated Hours Year 2
Year 3 $ 59.59 * = $ - Estimated Hours Year 3
Year 4 $ 62.57 * = $ - Estimated Hours Year 4
Year 5 $ - * = $ - Estimated Hours Year 5
= $ 14,696.64
= $ 14,268.58
= $ 428.06 Transfer to Page 1
NOTES:

1. 2.

3. 4. Calculations for anticipated salary escalation must be provided.

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. 5%
City of Manteca Main St Bike & Ped Imp HSIPL 5242 (035)

3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours
Completed Each Year per Cost Proposal
264.0
264.0
Cost per Year
Bennett Engineering Services

CALCULATIONS FOR ANTICIPATED SALARY INCREASES
264.0
Direct Labor Subtotal Total Hours
per Cost Proposal per Cost Proposal
264

2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Proposed Escalation
Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
106
158
0 0
0 Total Direct Labor Cost with Escalation
Avg Hourly Rate Estimated hours
(calculated above) (calculated above)
264.0
Total

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) 5%
264.0
5%
5%
ATTACHMENT 2
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

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

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

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

6. 48 Ccode 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 noncompliant with the federal and state requirements are not eligible for reimbursement.

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

Name: Daniel Yau Title *: Vice President
Signature: Date of Certification: Rev 8/7/2023
Email: [email protected] Phone number: 916-947-3876
Address: 1082 Sunrise Avenue, Suite 100, Roseville, CA 95661 List services the consultant is providing under the proposed contract:

Certification of Direct Costs:

Prepare electrical plans, specifications, and cost estimate for traffic signal modifications.

ATTACHMENT 2
Cost Proposal 1
Cost Plus Fixed Fee or Lump Sum
Prime Consultant Subconsultant 2nd Tier Subconsultant
Consultant: Crawford & Associates
Project No. Date 7/20/2023
Range Hours Actual
Hourly Rate Total
Principal * N/A 6 $ 70.30 $ 421.80
Senior Project Manager N/A 0 $ 72.50 $ -
Senior Project Manager N/A 0 $ 59.09 $ -
Project Manager II $52.88 - $56.81 0 $ 54.85 $ -
Project Manager I $49.00 - $56.75 0 $ 52.88 $ -
Senior Geologist $42.85 - $50.00 46 $ 46.43 $ 2,135.78
Senior Engineer $42.85 - $50.00 0 $ 46.43 $ -
Project Engineer II $42.00 - $42.00 0 $ 42.00 $ -
Project Engineer I $34.00 - $41.00 6 $ 37.50 $ 225.00
Staff Engineer $29.00 - $36.75 4 $ 32.88 $ 131.52
Administrative Assistant $28.00 - $31.50 4 $ 29.75 $ 119.00 Field Technician (PW) ** $39.25 - $42.00 0 $ 40.63 $ -
Concrete Technician (PW) ** $36.00 - $39.25 0 $ 37.63 $ - Laborer Technician (PW) ** $29.38 - $36.00 0 $ 32.69 $ -

LABOR COSTS
$ 3,033.10
$ 138.76
c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $ 3,171.86

INDIRECT COSTS

93.29% ) e) Total Fringe Benefits [(c) x (d)] $ 2,959.03 116.79% ) g) Overhead [(c) x (f)] $ 3,704.42
20% ) i) Gen & Admin [(c) x (h)] $ 634.37
j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] $ 7,297.83
FIXED FEE k) TOTAL FIXED FEE [(c) + (j)] x fixed fee: 10% $ 1,046.97 l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Quantity Unit Unit Cost Total
300 Mile $ 0.655 $ 196.50
1 Day $ 575.00 $ 575.00
l) TOTAL OTHER DIRECT COSTS $ 771.50
m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) m) TOTAL SUBCONSULTANTS' COSTS $ -
n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] $ 771.50 TOTAL COST [(c) + (j) + (k) + (n)] $ 12,288.16
HSIPL 5242 (035) City of Manteca - Main Street Bike and Pedestrian Improvements Note: Mark-ups are Not Allowed
Benjamin Crawford
Chris Trumbull

DIRECT LABOR
Classification/Title Name
Eric Nichols
TBD
TBD
TBD
TBD
TBD
TBD
TBD
TBD
TBD
TBD
TBD
Description of Item
Mileage
ERIS (Records, aerials, topos, FIM)
a) Subtotal Direct Labor Costs
b) Anticipated Salary Increases (see page 2 for calculation) d) Fringe Benefits (Rate:
f) Overhead & G&A (Rate:
h) General & Admin (Rate:

Subconsultant 1:

ATTACHMENT 2
Consultant
Project No. Date 7/20/2023

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
$ 3,033.10 = $ 45.96 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $ 45.96 + = $ 48.25 Year 2 Avg Hourly Rate
Year 2 $ 48.25 + = $ 50.67 Year 3 Avg Hourly Rate
Year 3 $ 50.67 + = $ 53.20 Year 4 Avg Hourly Rate
Year 4 $ 53.20 + = $ 55.86 Year 5 Avg Hourly Rate
Total Hours
per Year
Year 1 40.00% * = 26.4 Estimated Hours Year 1
Year 2 30.00% * = 19.8 Estimated Hours Year 2
Year 3 30.00% * = 19.8 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% = 66.0
Year 1 $ 45.96 * = $ 1,213.24 Estimated Hours Year 1
Year 2 $ 48.25 * = $ 955.43 Estimated Hours Year 2
Year 3 $ 50.67 * = $ 1,003.20 Estimated Hours Year 3
Year 4 $ 53.20 * = $ - Estimated Hours Year 4
Year 5 $ - * = $ - Estimated Hours Year 5
= $ 3,171.86
= $ 3,033.10
= $ 138.76 Transfer to Page 1
NOTES:

1. 2.

3. 4.

HSIPL 5242 (035) City of Manteca - Main Street Bike and Pedestrian Improvements Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
26 20
20 0
0 Total Direct Labor Cost with Escalation
Avg Hourly Rate Estimated hours
(calculated above) (calculated above)

66.0 Total

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) 5%

66.0 5%
5%
Crawford & Associates

CALCULATIONS FOR ANTICIPATED SALARY INCREASES

66.0 Direct Labor Subtotal Total Hours
per Cost Proposal per Cost Proposal
66 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Proposed Escalation
5%

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

66.0 66.0
Cost per Year
Calculations for anticipated salary escalation must be provided.

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.

ATTACHMENT 2
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

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

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

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

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

Name: Benjamin D. Crawford Title *: President
Signature: Date of Certification: 7/20/2023
Email: [email protected] Phone number: (916) 455-4225 Address: Crawford & Associates, Inc., 4701 Freeport Blvd., Sacramento, CA 95822 List services the consultant is providing under the proposed contract:

ENVIRONMENTAL SERVICES (ISA)
Prime Consultant or Subconsultant Certifying:
* 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.

Certification of Direct Costs:

ATTACHMENT 2
ATTACHMENT 2
ATTACHMENT 2
ATTACHMENT 2
ATTACHMENT 2
ATTACHMENT 2
ATTACHMENT 2
ATTACHMENT 2
ATTACHMENT 2
ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 15-H
Proposer/Contractor Good Faith Effort
EXHIBIT 15-H: PROPOSER/CONTRACTOR GOOD FAITH EFFORTS
Cost Proposal Due Date ___________________ PE/CE
Federal-aid Project No(s). _____________________ Bid Opening Date ___________________ CON The established a Disadvantaged Business Enterprise (DBE) goal of _____B for this contract. The information provided herein shows the required good faith efforts to meet or exceed the DBE contract goal.

Proposers or bidders submit the following information to document their good faith efforts within five (5) calendar days from cost proposal due date or bid opening. Proposers and bidders are recommended to submit the following information even if the Exhibit 10-O1: Consultant Proposal DBE Commitments or Exhibit 15-G:

Construction Contract DBE Commitment indicate that the proposer or bidder has met the DBE goal. This form protects the proposer’s or bidder’s eligibility for award of the contract if the administering agency determines that the bidder failed to meet the goal for various reasons, e.g., a DBE firm was not certified at bid opening, or the bidder made a mathematical error.

The following items are listed in the Section entitled “Submission of DBE Commitment” of the Special Provisions, please attach additional sheets as needed:

A. The names and dates of each publication in which a request for DBE participation for this project was placed by the bidder (please attach copies of advertisements or proofs of publication):

Publications Dates of Advertisement
B. The names and dates of written notices sent to certified DBEs soliciting bids for this project and the dates and methods used for following up initial solicitations to determine with certainty whether the DBEs were interested (please attach copies of solicitations, telephone records, fax confirmations, etc.):

Names of DBEs Solicited Date of Initial Solicitation Follow Up Methods and Dates

Page 1 of 3 ends

May 2020
07/27/2023
HSIPL 5242(035) 07/10/2023
City of Manteca

15.00%
N/A
N/A
ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 15-H
Proposer/Contractor Good Faith Effort
C. The items of work made available to DBE firms including those unbundled contract work items into economically feasible units to facilitate DBE participation. It is the bidder's responsibility to demonstrate that sufficient work to facilitate DBE participation in order to meet or exceed the DBE contract goal.

Items of Proposer or Bidder Breakdown of Amount Percentage Work Normally Performs Item Items ($) Of
(Y/N) Contract
D. The names, addresses and phone numbers of rejected DBE firms, the reasons for the bidder's rejection of the DBEs, the firms selected for that work (please attach copies of quotes from the firms involved), and the price difference for each DBE if the selected firm is not a DBE:

Names, addresses and phone numbers of rejected DBEs and the reasons for the bidder's rejection of the DBEs:

Names, addresses and phone numbers of firms selected for the work above:

E. Efforts (e.g. in advertisements and solicitations) made to assist interested DBEs in obtaining information related to the plans, specifications and requirements for the work which was provided to DBEs:

Page 2 of 3 ends

May 2020
N/A Pick 0.00%
Pick 0.00%

0.00%
Pick 0.00%
Pick
N/A
N/A
N/A
ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 15-H
Proposer/Contractor Good Faith Effort
F. Efforts (e.g. in advertisements and solicitations) made to assist interested DBEs in obtaining bonding, lines of credit or insurance, necessary equipment, supplies, materials, or related assistance or services, excluding supplies and equipment the DBE subcontractor purchases or leases from the prime contractor or its affiliate:

G. The names of agencies, organizations or groups contacted to provide assistance in contacting, recruiting and using DBE firms (please attach copies of requests to agencies and any responses received, i.e., lists, Internet page download, etc.):

Name of Agency/Organization Method/Date of Contact Results H. Any additional data to support a demonstration of good faith efforts:

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N/A
N/A
The original cost proposal met the DBE requirement but was adjusted due to the cost negotiation process.

ATTACHMENT 2
12 ATTACHMENT 3

SCHEDULE OF ACTIVITIES
ATTACHMENT 2
11 • The City will lead the effort and will provide rights of entry to private property. The City will obtain and provide encroachment permits, at no fee, for work within public right of way. • Detailed right of way delineation will not be done within the project limits, approximate right of way and property lines will be developed using Assessors Parcel Maps and GIS Mapping. • A Record of Survey is not included in this scope of work. • Optional design services by Bennett, not included in this scope of service, but that may be completed for an additional fee to be negotiated prior to beginning work include the following:
o Traffic signal modifications or new traffic signal designs for locations where additional signal equipment upgrades or changes are deemed necessary or required due to changes in roadway geometry or lane configurations.
o Corridor Lighting Improvements
o Signal Interconnect & Communication Plans
o Temporary Signal Plans for Construction Staging

MILESTONE SCHEDULE
Below is a summary of anticipated project schedule and milestones. A detailed CPM schedule has been provided.

Milestone Estimated Completion
Execute Contract August 2023
Environmental Services Aug 2023 to Nov 2023
Site Investigations and Surveys Aug 2023 to Sept 2023
35% PS&E Sept 2023 to Oct 2023
95% PS&E Nov 2023 to Dec 2023
100% (Pre-final) PS&E Jan 2024 to Feb 2024
100% (Bid Set) PS&E Feb 2024 to May 2024
Advertise and Award April 2024
Construction Begins May/June 2024
ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
A&E Boilerplate Agreement Language

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May 2023
Exhibit 10-R: A&E BOILERPLATE AGREEMENT LANGUAGE
(For Local Assistance Federal-Aid Projects)

TABLE OF CONTENTS
Page
ARTICLE I INTRODUCTION.......................................................................................................................3 ARTICLE II CONSULTANT’S REPORTS OR MEETINGS..........................................................................4 ARTICLE III PERFORMANCE PERIOD......................................................................................................4 ARTICLE IV ALLOWABLE COSTS AND PAYMENTS...............................................................................4 ARTICLE V TERMINATION........................................................................................................................5 ARTICLE VI COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS...........................................6 ARTICLE VII RETENTION OF RECORD/AUDITS......................................................................................6 ARTICLE VIII AUDIT REVIEW PROCEDURES..........................................................................................7 ARTICLE IX SUBCONTRACTING..............................................................................................................8 ARTICLE X EQUIPMENT PURCHASE AND OTHER CAPITAL EXPENDITURES...................................10 ARTICLE XI STATE PREVAILING WAGE RATES...................................................................................11 ARTICLE XII CONFLICT OF INTEREST ..................................................................................................14 ARTICLE XIII REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION.............................14

ARTICLE XIV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS FOR LOBBYING...............................................................................................................................................15 ARTICLE XV NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE.........................15 ARTICLE XVI DEBARMENT AND SUSPENSION CERTIFICATION........................................................16 ARTICLE XVII DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION........................17 ARTICLE XVIII FUNDING REQUIREMENTS............................................................................................23 ARTICLE XIX CHANGE IN TERMS..........................................................................................................23 ARTICLE XX CONTINGENT FEE.............................................................................................................24 ARTICLE XXI DISPUTES .........................................................................................................................24 ARTICLE XXII INSPECTION OF WORK...................................................................................................24 ARTICLE XXIII SAFETY...........................................................................................................................24 ARTICLE XXIV OWNERSHIP OF DATA ..................................................................................................25 ARTICLE XXV CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION CONTRACTOR ....................25 ARTICLE XXVI CONFIDENTIALITY OF DATA ........................................................................................26 ARTICLE XXVII NATIONAL LABOR RELATIONS BOARD CERTIFICATION.........................................26 ARTICLE XXVIII EVALUATION OF CONSULTANT.................................................................................26 ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
A&E Boilerplate Agreement Language

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ARTICLE XXX TITLE VI ASSURANCES..................................................................................................27 APPENDIX A............................................................................................................................................28 APPENDIX B............................................................................................................................................29 (HABENDUM CLAUSE) ...........................................................................................................................29 APPENDIX C............................................................................................................................................30 APPENDIX D............................................................................................................................................30 APPENDIX E ............................................................................................................................................31 ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
A&E Boilerplate Agreement Language

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ARTICLE I INTRODUCTION
A. This AGREEMENT is between the following named, hereinafter referred to as, CONSULTANT and the following named, hereinafter referred to as, LOCAL AGENCY:

The name of the “CONSULTANT” is as follows:

MARK THOMAS & COMPANY, INC.

Incorporated in the State of CALIFORNIA
The Project Manager for the “CONSULTANT” will be DAN

BLOMQUIST
The name of the “LOCAL AGENCY” is as follows:

CITY OF MANTECA
The Contract Administrator for LOCAL AGENCY will be KYZEN NICOLAS B. The work to be performed under this AGREEMENT is described in Article III Statement of Work and the approved CONSULTANT’s Cost Proposal dated 08/08/2023. The approved CONSULTANT’s Cost Proposal is attached hereto and incorporated by reference. If there is any conflict between the approved Cost Proposal and this AGREEMENT, this AGREEMENT shall take precedence.

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

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

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

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

ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
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G. Except as expressly authorized herein, CONSULTANT's obligations under this AGREEMENT are not assignable or transferable, and CONSULTANT shall not subcontract any work, without the prior written approval of the LOCAL AGENCY. However, claims for money due or which become due to CONSULTANT from City under this AGREEMENT may be assigned to a financial institution or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer whether voluntary or involuntary shall be furnished promptly to the LOCAL AGENCY.

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

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

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

ARTICLE II CONSULTANT’S REPORTS OR MEETINGS
A. CONSULTANT shall submit progress reports 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 PERFORMANCE PERIOD
A. This AGREEMENT shall go into effect as shown on the AGREEMENT FOR PROFESSIONAL SERVICES, 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 as shown on the AGREEMENT FOR PROFESSIONAL SERVICES, 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 IV ALLOWABLE COSTS AND PAYMENTS
A. The method of payment for this AGREEMENT will be based on actual cost plus a fixed fee. LOCAL AGENCY will reimburse CONSULTANT for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs) incurred by CONSULTANT in performance of the work. CONSULTANT will not be reimbursed for actual costs that exceed the estimated wage rates, employee benefits, travel, equipment rental, overhead, and other estimated costs set forth in the approved CONSULTANT’S Cost Proposal, unless additional reimbursement is provided for by AGREEMENT amendment. In no event, will CONSULTANT be reimbursed for overhead costs at a rate that exceeds LOCAL AGENCY’s approved overhead rate set forth in the Cost Proposal. In the event, that LOCAL AGENCY determines that a change to the work from that specified in the Cost Proposal and AGREEMENT is required, the AGREEMENT time or actual costs reimbursable by LOCAL AGENCY shall be adjusted by AGREEMENT amendment to ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
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accommodate the changed work. The maximum total cost as specified in Paragraph “I” of this Article shall not be exceeded, unless authorized by AGREEMENT amendment.

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

C. In addition to the allowable incurred costs, LOCAL AGENCY will pay CONSULTANT a fixed fee of $21,764.88. The fixed fee is nonadjustable for the term of the AGREEMENT, except in the event of a significant change in the scope of work and such adjustment is made by AGREEMENT amendment.

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

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

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

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

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

CITY OF MANTECA
ATTN: KYZEN NICOLAS
1001 W. CENTER ST, SUITE E
MANTECA CA 95337
EMAIL: [email protected]
I. The total amount payable by LOCAL AGENCY including the fixed fee shall not exceed $303,818.02.

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

ARTICLE V 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 ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
A&E Boilerplate Agreement Language

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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.

ARTICLE VI 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 VII 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.

ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
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ARTICLE VIII AUDIT REVIEW PROCEDURES
A. Any dispute concerning a question of fact arising under an interim or post audit of this AGREEMENT that is not disposed of by AGREEMENT, shall be reviewed by LOCAL AGENCY’S Chief Financial Officer.

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

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

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

E. CONSULTANT’s Cost Proposal may be subject to a CPA ICR Audit Work Paper Review and/or audit by the Independent Office of Audits and Investigations (IOAI). IOAI, at its sole discretion, may review and/or audit and approve the CPA ICR documentation. The Cost Proposal shall be adjusted by the CONSULTANT and approved by the LOCAL AGENCY Contract Administrator to conform to the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report. Refusal by the CONSULTANT to incorporate the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report will be considered a breach of the AGREEMENT terms and cause for termination of the AGREEMENT and disallowance of prior reimbursed costs.

1. During IOAI’s review of the ICR audit work papers created by the CONSULTANT’s independent CPA, IOAI will work with the CPA and/or CONSULTANT toward a resolution of issues that arise during the review. Each party agrees to use its best efforts to resolve any audit disputes in a timely manner. If IOAI identifies significant issues during the review and is unable to issue a cognizant approval letter, LOCAL AGENCY will reimburse the CONSULTANT at an accepted ICR until a FAR (Federal Acquisition Regulation) compliant ICR (e.g. 48 CFR Part 31; GAGAS (Generally Accepted Auditing Standards); CAS (Cost Accounting Standards), if applicable; in accordance with procedures and guidelines of the American Association of State Highways and Transportation Officials (AASHTO) Audit Guide; and other applicable procedures and guidelines) is received and approved by IOAI.

ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
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Accepted rates will be as follows:
a. If the proposed rate is less than one hundred fifty percent (150%) - the accepted rate reimbursed will be ninety percent (90%) of the proposed rate. b. If the proposed rate is between one hundred fifty percent (150%) and two hundred percent (200%) - the accepted rate will be eighty-five percent (85%) of the proposed rate.
c. If the proposed rate is greater than two hundred percent (200%) - the accepted rate will be seventy-five percent (75%) of the proposed rate.

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

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

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

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

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

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

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

ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
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E. Any substitution of Subconsultants must be approved in writing by the LOCAL AGENCY Contract Administrator in advance of assigning work to a substitute Subconsultant.

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

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

G. Prompt Payment of Withheld Funds to Subconsultants
The LOCAL AGENCY may hold retainage from CONSULTANT and shall make prompt and regular incremental acceptances of portions, as determined by the LOCAL AGENCY, of the contract work, and pay retainage to CONSULTANT based on these acceptances. The LOCAL AGENCY shall designate one of the methods below in the contract to ensure prompt and full payment of any retainage kept by CONSULTANT or subconsultant to a subconsultant.

ATTACHMENT 2
Local Assistance Procedures Manual Exhibit 10-R
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Method 3: The LOCAL AGENCY shall hold retainage from CONSULTANT and shall make prompt and regular incremental acceptances of portions, as determined by the LOCAL AGENCY of the contract work and pay retainage to CONSULTANT based on these acceptances. CONSULTANT or subconsultant shall return all monies withheld in retention from all subconsultants within 15 days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the LOCAL AGENCY. Any delay or postponement of payment may take place only for good cause and with the LOCAL AGENCY’s prior written approval. Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions, and other remedies specified in Section 3321 of the California Civil Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies otherwise available to CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by CONSULTANT; deficient subconsultant performance and/or noncompliance by a subconsultant. This clause applies to both DBE and nonDBE subconsultants.

Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions and other remedies specified therein. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by CONSULTANT, deficient subcontract performance, or noncompliance by a subconsultant.

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

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

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

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

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

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

B. The CONSULTANT shall comply with all of the applicable provisions of the California Labor Code requiring the payment of prevailing wages. The General Prevailing Wage Rate Determinations applicable to work under this AGREEMENT are available and on file with the Department of Transportation's Regional/District Labor Compliance Officer (https://dot.ca.gov/programs/construction/labor-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:
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.

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c. The public shall not be given access to certified payroll records by the CONSULTANT.

The CONSULTANT is required to forward any requests for certified payrolls to the LOCAL AGENCY Contract Administrator by both email and regular mail on the business day following receipt of the request.

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

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

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

6. The CONSULTANT or Subconsultant shall have ten (10) calendar days in which to comply subsequent to receipt of written notice requesting the records enumerated in paragraph (1) above. In the event the CONSULTANT or Subconsultant fails to comply within the ten (10) day period, he or she shall, as a penalty to LOCAL AGENCY, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated.

Such penalties shall be withheld by LOCAL AGENCY from payments then due. CONSULTANT is not subject to a penalty assessment pursuant to this section due to the failure of a Subconsultant to comply with this section.

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

F. Penalty

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

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

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

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

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

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

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

B. CONSULTANT certifies that it has disclosed to LOCAL AGENCY any actual, apparent, or potential conflicts of interest that may exist relative to the services to be provided pursuant to this AGREEMENT. CONSULTANT agrees to advise LOCAL AGENCY of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this AGREEMENT. CONSULTANT further agrees to complete any statements of economic interest if required by either LOCAL AGENCY ordinance or State law.

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

D. The CONSULTANT hereby certifies that the CONSULTANT or subconsultant and any firm affiliated with the CONSULTANT or subconsultant that bids on any construction contract or on any Agreement to provide construction inspection for any construction project resulting from this AGREEMENT, has established necessary controls to ensure a conflict of interest does not exist. An affiliated firm is one, which is subject to the control of the same persons, through joint ownership or otherwise.

ARTICLE XIII 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.

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ARTICLE XIV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS

FOR LOBBYING
[Include this article in all AGREEMENTs where federal funding will exceed $150,000. If less than $150,000 in federal funds will be expended on the AGREEMENT; delete this article and re-number the subsequent articles.]
A. The CONSULTANT certifies, to the best of his or her knowledge and belief, that:

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

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

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

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

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

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

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

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

E. CONSULTANT and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

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

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

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

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

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

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

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

3. Does not have a proposed debarment pending; and
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4. Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years.

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

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

ARTICLE XVII DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION A. CONSULTANT, subrecipient (LOCAL AGENCY), or subconsultant shall take necessary and reasonable steps to ensure that DBEs have opportunities to participate in the contract (49 CFR 26).

To ensure equal participation of DBEs provided in 49 CFR 26.5, the LOCAL AGENCY shows a contract goal for DBEs. CONSULTANT shall make work available to DBEs and select work parts consistent with available DBE subconsultants and suppliers.

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

All DBE participation will count toward the California Department of Transportation’s federally mandated statewide overall DBE goal. Credit for materials or supplies CONSULTANT purchases from DBEs counts towards the goal in the following manner:
• 100 percent counts if the materials or supplies are obtained from a DBE manufacturer. • 60 percent counts if the materials or supplies are purchased from a DBE regular dealer. • Only fees, commissions, and charges for assistance in the procurement and delivery of materials or supplies count if obtained from a DBE that is neither a manufacturer nor regular dealer. 49 CFR 26.55 defines "manufacturer" and "regular dealer." This AGREEMENT is subject to 49 CFR 26 entitled “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”. CONSULTANTs who enter into a federally-funded agreement will assist the LOCAL AGENCY in a good faith effort to achieve California's statewide overall DBE goal.

B. The goal for DBE participation for this AGREEMENT is 15%.

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

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

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

CONSULTANT, subrecipient or subconsultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. CONSULTANT shall carry out applicable requirements of 49 CFR 26 in the award and administration of federal-aid contracts.

Failure by the CONSULTANT to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying CONSULTANT from future proposing as non-responsible E. Termination and Replacement of DBE Subconsultants
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 DBE for convenience and perform the work with their own forces or obtain materials from other sources without authorization from the LOCAL AGENCY. Unless the LOCAL AGENCY’s consent is provided, the CONSULTANT shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 10-02: Consultant Contract DBE Commitment form.

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

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

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

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

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

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

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

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

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

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

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

11. The LOCAL AGENCY determines other documented good cause.

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

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

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

3. Submit CONSULTANT’s DBE termination request by written letter to the LOCAL AGENCY and include:
• One or more above listed justifiable reasons along with supporting documentation. • CONSULTANT’s written notice to the DBE regarding the request, including proof of transmission and tracking documentation of CONSULTANT’s written notice • The DBE's response to CONSULTANT’s written notice, if received. If a written response was not provided, provide a statement to that effect.

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

Replacement of DBE Subconsultants
After receiving the LOCAL AGENCY’s written authorization of DBE termination request, CONSULTANT must obtain the LOCAL AGENCY’s written agreement for DBE replacement.

CONSULTANT must find or demonstrate GFEs to find qualified DBE replacement firms to perform the work to the extent needed to meet the DBE commitment.

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

1. Submit a request to replace a DBE with other forces or material sources in writing to the LOCAL AGENCY which must include:
a. Description of remaining uncommitted work item made available for replacement DBE solicitation and participation.
b. The proposed DBE replacement firm's business information, the work they have agreed to perform, and the following:
• Description of scope of work and cost proposal
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• Proposed subcontract agreement and written confirmation of agreement to perform on the Contract
• Revised Exhibit 10-O2: Consultant Contract DBE Commitment

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

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

The LOCAL AGENCY shall request CONSULTANT to:

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

2. Provide this notification before starting the affected work

3. Maintain records including:
• Name and business address of each 1 -tier subconsultant • Name and business address of each DBE subconsultant, DBE vendor, and DBE trucking company, regardless of tier
• Date of payment and total amount paid to each business (see Exhibit 9-F: Monthly Disadvantaged Business Enterprise Payment)
If CONSULTANT is a DBE CONSULTANT, they shall include the date of work performed by their own forces and the corresponding value of the work.

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

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

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

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

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

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

Within 10 days of a DBE initially performing work or supplying materials on the Contract, CONSULTANT shall submit to the LPA the initial evaluation and validation of DBE performance of a CUF using the LAPM 9-J: Disadvantaged Business Enterprise Commercially Useful Function Evaluation. Include the following information with the submittal:
• Subcontract agreement with the DBE
• Purchase orders
• Bills of lading
• Invoices
• Proof of payment
CONSULTANT must monitor all DBE’s performance of CUF by conducting quarterly evaluations and validations throughout their duration of work on the Contract using the LAPM 9-J: DBE Commercially Useful Function Evaluation. CONSULTANT must submit to the LOCAL AGENCY ATTACHMENT 2
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these quarterly evaluations and validations by the 5th of the month for the previous three months of work.

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

The LOCAL AGENCY will verify DBEs performance of CUF by reviewing the initial and quarterly submissions of LAPM 9-J: DBE Commercially Useful Function Evaluation, submitted supporting information, field observations, and through any additional LOCAL AGENCY evaluations. The LOCAL AGENCY must evaluate DBEs and their CUF performance throughout the duration of a Contract. The LOCAL AGENCY will provide written notice to the CONSULTANT and the DBE at least two (2) business days prior to any evaluation. The CONSULTANT and the DBE must participate in the evaluation. Upon completing the evaluation, the LOCAL AGENCY must share the evaluation results with the CONSULTANT and the DBE. An evaluation could include items that must be remedied upon receipt. If the LOCAL AGENCY determines the DBE is not performing a CUF, the CONSULTANT must suspend performance of the noncompliant work.

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

If CONSULTANT and/or the LOCAL AGENCY determine that a listed DBE is not performing a CUF in performance of their DBE committed work, CONSULTANT must immediately suspend performance of the noncompliant portion of the work. LOCAL AGENCY may deny payment for the noncompliant portion of the work. LOCAL AGENCY will ask the CONSULTANT to submit a corrective action plan (CAP) to the LOCAL AGENGY within five (5) days of the noncompliant CUF determination. The CAP must identify how the CONSULTANT will correct the noncompliance findings for the remaining portion of the DBE's work. LOCAL AGENCY has five (5) days to review the CAP in conjunction with the CONSULTANT’s review. The CONSULTANT must implement the CAP within five (5) days of the LOCAL AGENCY's approval. The LOCAL AGENCY will then authorize the prior noncompliant portion of work for the DBE's committed work.

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

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

I. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its AGREEMENT with its own work force, or the DBE subcontracts a greater portion of the work ATTACHMENT 2
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of the AGREEMENT than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF.

J. CONSULTANT shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier.

The records shall show the date of payment and the total dollar figure paid to all firms. DBE CONSULTANT’s shall also show the date of work performed by their own forces along with the corresponding dollar value of the work.

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

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

Disadvantaged Business Enterprise Running Tally of Payments to [email protected] with a copy to local administering agencies.

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

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

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

B. This AGREEMENT is valid and enforceable only if sufficient funds are made available to 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 XIX CHANGE IN TERMS
A. This AGREEMENT may be amended or modified only by mutual written agreement of the parties.

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

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

ARTICLE XX CONTINGENT FEE
CONSULTANT warrants, by execution of this AGREEMENT that no person or selling agency has been employed, or retained, to solicit or secure this AGREEMENT upon an agreement or understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees, or bona fide established commercial or selling agencies maintained by CONSULTANT for the purpose of securing 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 XXI 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 DIRECTOR OF ENGINEERING/CITY ENGINEER, 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 XXII 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 XXIII SAFETY
A. CONSULTANT shall comply with OSHA regulations applicable to CONSULTANT regarding necessary safety equipment or procedures. CONSULTANT shall comply with safety instructions issued by LOCAL AGENCY Safety Officer and other LOCAL AGENCY representatives.

CONSULTANT personnel shall wear hard hats and safety vests at all times while working on the construction project site.

B. Pursuant to the authority contained in Vehicle Code §591, LOCAL AGENCY has determined that such areas are within the limits of the project and are open to public traffic. CONSULTANT shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14, and 15 of the Vehicle Code.

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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.
[Add the following paragraph to all AGREEMENTs, which may require trenching of five feet or deeper] 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 XXIV OWNERSHIP OF DATA
A. It is mutually agreed that all materials prepared by CONSULTANT under this AGREEMENT shall become the property of City, and CONSULTANT shall have no property right therein whatsoever.

Immediately upon termination, City shall be entitled to, and CONSULTANT shall deliver to City, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and other such materials as may have been prepared or accumulated to date by CONSULTANT in performing this AGREEMENT which is not CONSULTANT’s privileged information, as defined by law, or CONSULTANT’s personnel information, along with all other property belonging exclusively to City which is in CONSULTANT’s possession. Publication of the information derived from work performed or data obtained in connection with services rendered under this AGREEMENT must be approved in writing by City.

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

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

Any reuse by City for another project or project location shall be at City’s sole risk.

D. Applicable patent rights provisions regarding rights to inventions shall be included in the contracts as appropriate (48 CFR 27 Subpart 27.3 - Patent Rights under Government Contracts for federalaid 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 XXV CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION CONTRACTOR A. If claims are filed by LOCAL AGENCY’s construction contractor relating to work performed by CONSULTANT’s personnel, and additional information or assistance from CONSULTANT’s personnel is required in order to evaluate or defend against such claims; CONSULTANT agrees to make its personnel available for consultation with LOCAL AGENCY’S construction contract administration and legal staff and for testimony, if necessary, at depositions and at trial or arbitration proceedings.

B. CONSULTANT’s personnel that LOCAL AGENCY considers essential to assist in defending against construction contractor claims will be made available on reasonable notice from LOCAL AGENCY.

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Consultation or testimony will be reimbursed at the same rates, including travel costs that are being paid for CONSULTANT’s personnel services under this AGREEMENT.

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

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

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

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

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

E. Any subcontract entered into as a result of this contract shall contain all of the provisions of this Article.
[For PS&E contracts add paragraph F, below, to paragraphs A through E, above] 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 of this Contract are confidential and CONSULTANT agrees that they shall not be made available to any individual or organization without the prior written approval of City or except by court order. If CONSULTANT or any of its officers, employees, or subcontractors does voluntarily provide information in violation of this Contract, City has the right to reimbursement and indemnity from CONSULTANT for any damages caused by CONSULTANT releasing the information, including, but not limited to, City’s attorney’s fees and disbursements, including without limitation experts’ fees and disbursements.

ARTICLE XXVII 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 XXVIII 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.

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ARTICLE XXIX PROMPT PAYMENT
A. PROMPT PAYMENT FROM LOCAL AGENCY TO CONSULTANT
The LOCAL AGENCY shall make all project progress payment within 30 days after receipt of an undisputed and properly submitted payment request from CONSULTANT on a professional service contract. If the LOCAL AGENCY fails to pay promptly, the LOCAL AGENCY shall pay interest to the CONSULTANT, which accrues at the rate of 10 percent per annum on the principal amount of a money judgment remaining unsatisfied and pro-rated as necessary. Upon receipt of the payment request, the LOCAL AGENCY shall act in accordance with both of the following:
(1) The LOCAL AGENCY shall review each payment request as soon as feasible after receipt to verify it is a proper payment request.
(2) The LOCAL AGENCY must return any payment request deemed improper by the LOCAL AGENCY to the CONSULTANT as soon as feasible, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall include documentation setting forth in writing the reasons why it is an improper payment request.

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

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

ARTICLE XXX TITLE VI ASSURANCES
APPENDICES A - E of the TITLE VI ASSURANCES
[The U.S. Department of Transportation Order No.1050.2A requires all federal-aid Department of Transportation contracts between an agency and a consultant to contain Appendices A and E of the Title VI Assurances. Include Appendices B, C, and D if appliable as shown below. In addition, the consultant must include the Title VI Assurances Appendices A and E, and if applicable Appendices B, C, and D in all subcontracts to perform work under the contract.

The clauses of Appendix B of this Assurance shall be included as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a LOCAL AGENCY.

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The clauses set forth in Appendix C and Appendix D of this Assurance shall be included as a covenant running with the land, in any future deeds, leases, licenses, permits, or similar instruments entered into by the LOCAL AGENCY with other parties:
a. for the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and
b. for the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program.]

APPENDIX A
During the performance of this Agreement, the contractor, for itself, its assignees and successors in interest (hereinafter collectively referred to as CONSULTANT) agrees as follows:
a. Compliance with Regulations: CONSULTANT shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of this agreement.
b. Nondiscrimination: CONSULTANT, with regard to the work performed by it during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment. CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the agreement covers a program set forth in Appendix B of the Regulations.
c. Solicitations for Sub-agreements, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONSULTANT for work to be performed under a Sub- agreement, including procurements of materials or leases of equipment, each potential sub-applicant or supplier shall be notified by CONSULTANT of the CONSULTANT’S obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. d. Information and Reports: CONSULTANT shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertain compliance with such Regulations or directives.

Where any information required of CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, CONSULTANT shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONSULTANT has made to obtain the information.
e. Sanctions for Noncompliance: In the event of CONSULTANT’s noncompliance with the nondiscrimination provisions of this agreement, the recipient shall impose such agreement sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:
i. withholding of payments to CONSULTANT under the Agreement within a reasonable period of time, not to exceed 90 days; and/or
ii. cancellation, termination or suspension of the Agreement, in whole or in part.

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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.

APPENDIX B

CLAUSES FOR DEEDS TRANSFERRING UNITED STATES PROPERTY
The following clauses will be included in deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein from the United States pursuant to the provisions of Assurance 4:

NOW THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that the recipient will accept title to the lands and maintain the project constructed thereon in accordance with Title 23 U.S.C., the regulations for the administration of the preceding statute, and the policies and procedures prescribed by the FHWA of the U.S. Department of Transportation in accordance and in compliance with all requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the recipient all the right, title and interest of the U.S.

Department of Transportation in and to said lands described in Exhibit A attached hereto and made a part hereof.
(HABENDUM CLAUSE)
TO HAVE AND TO HOLD said lands and interests therein unto the recipient and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and will be binding on the recipient, its successors and assigns. The recipient, in consideration of the conveyance of said lands and interest in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, that (1) no person will on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed [,] [and]* (2) that the recipient will use the lands and interests in lands and interest in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations and Acts may be amended [, and (3) that in the event of breach of any of the abovementioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and facilities on said lands, and that above described land and facilities will thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this instruction].*
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(*Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to make clear the purpose of Title VI.)

APPENDIX C

CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE

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

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

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

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

B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Nondiscrimination covenants, the recipient will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.* C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the recipient and its assigns.* (*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.)

APPENDIX D

CLAUSES FOR CONSTRUCTION/USE/ACCESS TO REAL PROPERTY ACQUIRED UNDER THE

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

A. The (grantee, licensee, permittee, etc., as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest ,and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add, “as a covenant running with the land”) that (1) no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, ATTACHMENT 2
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over, or under such land, and the furnishings of services thereon, no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits or, or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permittee, etc.) will use the premises in compliance with all other requirements imposed by or pursuant to the Acts and Regulations, as amended, set forth in this Assurance.

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

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 nondiscrimination statutes and authorities, including, but not limited to:

Pertinent Non-Discrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex;
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, places of ATTACHMENT 2

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public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38; • The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English Proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C.1681 et seq).

ATTACHMENT 2

Manteca City CouncilSeptember 6, 2023

Manteca City Council
September 6, 2023